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ON SEMICONDUCTOR CORP Director's Dealing 2015

Mar 27, 2015

30289_dirs_2015-03-27_e57ce9e6-3f17-407d-9bd1-2c425f6f41d5.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON SEMICONDUCTOR CORP (ONNN)
CIK: 0001097864
Period of Report: 2015-03-25

Reporting Person: RASHID MAMOON (SVP & GM of SSG)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-03-25 Common F 671.0000 $11.9050 Disposed 207069.0000 Direct
2015-03-25 Common F 9582.0000 $11.9050 Disposed 197487.0000 Direct

Footnotes

F1: This disposition transaction represents shares withheld by the Issuer pursuant to the Reporting Person's 2013 PBRSU Award and related award agreements. On March 25, 2015, certain of these units vested. The shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of Reporting Person.

F2: This disposition transaction represents shares withheld by the Issuer in connection with the March 25, 2013 restricted stock units award to the Reporting Person under the Issuer's Amended and Restated Stock Incentive Plan. On March 25, 2015, certain of these units vested. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person.