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    ON Semiconductor Corporation filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits

    5/5/25 8:05:16 AM ET
    $ON
    Semiconductors
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    Get the next $ON alert in real time by email
    false000109786400010978642025-05-052025-05-05

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549
    FORM 8-K
     

    CURRENT REPORT
    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
     
    May 5, 2025
    Date of Report (Date of earliest event reported)

    ON Semiconductor Corporation
    (Exact name of registrant as specified in its charter)



    Delaware
    001-39317
    36-3840979
    (State or other jurisdiction of incorporation)
    (Commission File Number)
    (IRS Employer Identification No.)

    ON Semiconductor Corporation
    5701 N. Pima Road
    Scottsdale, Arizona
     
    85250
    (Address of principal executive offices)
     
    (Zip Code)
     
    (602) 244-6600
    (Registrant’s telephone number, including area code)

    (Former name or former address, if changed since last report.)
     


    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    Securities registered pursuant to Section 12(b) of the Act:

    Title of each class
     
    Trading
    Symbol(s)
     
    Name of each exchange
    on which registered
    Common Stock, par value $0.01 per share
     
    ON
     
    The Nasdaq Stock Market LLC

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

    Emerging growth company  ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐



    Item 2.02.
    Results of Operation and Financial Condition.
     
    On May 5, 2025, ON Semiconductor Corporation announced in a news release its financial performance for the first quarter ended April 4, 2025 and other related material information (the “Earnings Release”).  A copy of the Earnings Release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
     
    The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished under Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
     
    Item 9.01.
    Financial Statements and Exhibits.

       (d)
    Exhibits

    The below exhibit is furnished as part of this Current Report on Form 8-K.

    Exhibit No.
    Description
       
    99.1
    News release for ON Semiconductor Corporation, dated May 5, 2025, announcing financial performance for the first quarter ended April 4, 2025
       
    104
    Cover Page Interactive Data File (embedded within the Inline XBRL document)


    SIGNATURES
     
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    ON SEMICONDUCTOR CORPORATION
     
         
    (Registrant)
     
             
     
    Date: May 5, 2025
    By:
    /s/ Thad Trent
     
         
    Thad Trent
     
         
    Executive Vice President, Chief Financial Officer and Treasurer
     



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