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ON SEMICONDUCTOR CORP Director's Dealing 2016

Sep 7, 2016

30289_dirs_2016-09-07_d50951e8-bd99-4d5a-867a-ae61d0d2b092.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON SEMICONDUCTOR CORP (ON)
CIK: 0001097864
Period of Report: 2016-09-02

Reporting Person: OZCELIK TANER (SVP&GM, Image Sensor Group)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-09-02 Common F 5119.0000 $11.0300 Disposed 167346.0000 Direct
2016-09-02 Common F 5119.0000 $11.0300 Disposed 162227.0000 Direct

Footnotes

F1: This disposition transaction represents shares withheld by the Issuer pursuant to the Reporting Person's 2014 PBRSU Award and related award agreements. 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.

F2: This disposition transaction represents shares withheld by the Issuer in connecton with the September 2, 2014 restricted stock units award to the Reporting Person under the Issuer's Amended and Restated Stock Incentive Plan. On September 2, 2016, 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.