SEC Form 4 · accession 0001225208-17-016413
ON SEMICONDUCTOR CORP · ON
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Keith D Jackson
Officer — CEO & Pres. · Director
Period of report
Oct 16, 2017
Accepted (ET)
Oct 18, 2017 · 6:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001097864
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common | Oct 16, 2017 | M | 476,191 | $8.40 | A | 3,649,468 | D | |
| CommonF1,F2 | Oct 16, 2017 | S | 476,191 | $19.5853 | D | 3,173,277 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $8.40 | Oct 16, 2017 | M | 476,191 | D | Mar 5, 2013 | Mar 5, 2019 | Common | 476,191 | 0 | D |
Explanation of responses
- F1This 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).
- F2This disposition transaction was executed in multiple trades at prices ranging from $19.51 to $19.70. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
- F3On March 5, 2012, the Reporting Person was awarded an employee stock option (the "Option") to acquire 476,191 shares (the "Shares") of the Issuer's common stock. Pursuant to the terms of the Option, 25% of the Shares became exercisable on March 5, 2013 and the remaining 75% of the Shares became exercisable in equal, quarterly installments thereafter until March 5, 2016, at which time all remaining Shares under the Option became fully exercisable.