ON SEMICONDUCTOR CORP — Director's Dealing 2020

Feb 13, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON SEMICONDUCTOR CORP (ON)
CIK: 0001097864
Period of Report: 2019-12-03

Reporting Person: JACKSON KEITH D (Director, CEO & Pres.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-03	Common	G	350000.0000	$0.0000	Disposed	3066828.0000	Direct
2019-12-03	Common	G	350000.0000	$0.0000	Acquired	350000.0000	Indirect
2019-12-31	Common	G	97494.0000	$0.0000	Disposed	350000.0000	Indirect

Footnotes

F1: The reporting person transferred these shares to Jackson 5, LP, a family limited partnership of which (i) a limited liability company in which the reporting person and his spouse are the sole members serves as the sole general partner and holder of approximately 1% of the partnership interests, and (ii) the sole limited partners were (a) with respect to approximately 97% of the partnership interests, certain entities controlled by, and for the benefit of, the reporting person and his spouse, and (b) with respect to approximately 2% of the partnership interests, the reporting person's three adult children. The reporting person disclaims beneficial ownership of the shares of ON Semiconductor common stock held by Jackson 5, LP, except to the extent of his pecuniary interest therein.

F2: Represents separate gifts of limited partnership interests in Jackson 5, LP to three trusts for the benefit of the reporting person's adult children. Each gift represented a 9.2851% interest in Jackson 5, LP. The limited liability company in which the reporting person and his spouse are the sole members continues to serve as the sole general partner of Jackson 5, LP. The reporting person disclaims beneficiary ownership of the shares of ON Semiconductor common stock held by Jackson 5, LP, except to the extent of his pecuniary interest therein.