ON SEMICONDUCTOR CORP — Director's Dealing 2016

Mar 24, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON SEMICONDUCTOR CORP (ON)
CIK: 0001097864
Period of Report: 2016-03-22

Reporting Person: GUTMANN BERNARD (Exec VP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-22	Common	M	30000.0000	$6.8300	Acquired	404024.0000	Direct
2016-03-22	Common	S	30000.0000	$9.4385	Disposed	374024.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-22	Stock Option (right to buy)	$6.8300	M	30000.0000	Disposed	2016-03-23	Common (30000.0000)	Direct

Footnotes

F1: This transaction was made pursuant to the Reporting Person's existing Rule 10b5-1 plan (i.e. a stock trading plan designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended).

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.32 to $9.51, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.