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On SemiconductorON

Legal name
On Semiconductor Corporation
Industry
Semiconductors & Related Devices
Exchange
Nasdaq

Stock Price $ON

You are here#69 of 91 in Technology by market cap

Filing record · 2016–202610-K1110-Q338-K162

ON filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 162 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Oct ’18Oct ’18
  2. Leadership change8-K · Oct ’20Oct ’20
  3. Impairment8-K · Sep ’22Sep ’22
  4. Impairment8-K · Nov ’25Nov ’25
Source: 10-KFY2026
Source: 10-KFY2026
Source: 10-KFY2026
Source: 10-KFY2026

Revenue Trend

Year-over-year comparison from 10-K annual reports

  1. $4.84B
YoY changeLargest recent move+41.9%in FY17Latest +8.4%

Latest bar from 10-KFY2026Click a bar to open its SEC filing

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On Semiconductor Financial Overview 2021–2025

Updated Nov 4, 2026

Net income collapsed 92%, from $1,572.8 million in FY2024 to $121.0 milliona in FY2025, yet the company still generated $1,759.8 million of operating cash flow. That gap is the story. Most of the damage came from restructuring, not from a broken business. Revenue did fall 15.3% to $5,995.4 million, but $666.9 million of restructuring and impairment charges pushed operating income down to just $84.2 million.

The long-term arc is less flattering. Revenue stood at $6,739.8 millionb in FY2021, peaked at $8,326.2 million in FY2022, and ended FY2025 below where it began. Gross margin followed the same path: 40.3% in FY2021, 49.0% at the FY2022 peak, then 33.1% in FY2025. Of that decline, $268.2 million of excess inventory charges and weak factory utilization account for a large share. The mix inside the company is lopsided. The Analog and Mixed-Signal Group earned a 51.1% gross margin, while the Intelligent Sensing Group managed only 15.1%.

The balance sheet gave management room to keep buying back stock. It repurchased about $1,375.0 millionc of shares in FY2025, ended the year with $2,147.6 million in cash plus $400.0 million in short-term investments, and carried $3,004.9 million of gross debt. A new $6.0 billion buyback covers 2026 through 2028. At the close of FY2025 (December 30, 2025), the shares were priced at $54.15, for a market cap of $21.5 billion.

Recent Developments (Q2 and Q3 2026)

onsemi swung back to profit as revenue climbed from $1,513.3 million in Q1 2026 to $1,603.5 milliond in Q2 2026 and $1,722.3 million in Q3 2026, up 11% year over year. Gross margin reached 41.4%, its fifth straight quarterly gain, and Q3 2026 diluted EPS was $0.79 versus $0.63. AI data center revenue grew 175% year over year. The company rewrote its Synaptics deal on September 30, 2026, replacing a $7 billion all-stock structure with $123.00 per share in cash, about $5.7 billion. It also agreed to buy Ferric for $600.0 million and issued $1.5 billion of 0% convertibles due 2031.

Bull case: margins are expanding, and Q4 2026 guidance of $1,715 million to $1,815 millione implies further growth. Bear case: at 55.2x trailing earnings as of November 1, 2026, the stock is priced richly, and debt rose to $4,504.7 million.

What to watch: Synaptics closing and financing, targeted for mid-2027; conversion of the $804.7 million 0% Notes due 2027 during Q4 2026

Recent SEC Filings

  1. 8-KOn Semiconductor 8-K Report, Material Agreement (Nov 2, 2026)On November 2, 2026, onsemi (Nasdaq: ON) disclosed that its wholly-owned subsidiary, Semiconductor Components Industries, LLC, entered into an Agreement and Plan of Merger to acquire Ferric, Inc., a developer of integrated voltage regulator (IVR) technology. Under the merger agreement, eligible Ferric securityholders will receive an aggregate $600.0 million in cash at closing, subject to customary purchase price adjustments for Ferric's cash, indebtedness, transaction costs and working capital. They may also receive up to an aggregate $175.0 million in cash payable upon achievement of specified revenue milestones. The merger is subject to customary closing conditions, including expiration or early termination of the Hart-Scott-Rodino waiting period, and onsemi expects it to close in the fourth quarter of 2026. The press release furnished with the filing states that the transaction will be funded with cash on hand, that approximately 50 Ferric employees are expected to join onsemi, and that onsemi expects no meaningful near-term financial impact. onsemi also raised its 2030 AI data center revenue target by $500 million to greater than $3 billion, and expects the acquisition to be accretive to its long-term revenue growth, gross margin and EPS targets at scale. The strategic rationale centers on power delivery for AI processors. The press release says IVRs integrate the power controller, FETs, inductors and capacitors into a single compact package, reducing board area by 50-70% compared with conventional discrete voltage regulator solutions. Ferric reports more than a decade of engineering expertise and more than 40 patents. Investors should note the forward-looking nature of the revenue target and synergy claims, which depend on successful closing and integration.
  2. 8-KOn Semiconductor 8-K Report, Financial Results (Nov 2, 2026)onsemi (Nasdaq: ON) reported third quarter 2026 results for the quarter ended October 2, 2026, furnished under Item 2.02 via Exhibit 99.1. Revenue was $1,722.3 million, up 11% year-over-year and 7% sequentially from $1,603.5 million. GAAP gross margin was 41.4% and non-GAAP gross margin was 41.2%. GAAP operating margin was 22.0% versus 23.2% non-GAAP. GAAP diluted EPS was $0.79 and non-GAAP diluted EPS was $0.90, compared with $0.63 in the year-ago quarter. Management said earnings per share grew more than 40% year-over-year on 11% revenue growth, and that gross margin expanded for the fifth consecutive quarter. Cash from operations was $516.4 million and free cash flow was $488.6 million. Cash and cash equivalents rose to $4,157.7 million at quarter end from $3,514.5 million at July 3, 2026. The company highlighted AI data center revenue growth of 39% sequentially and 175% year-over-year. Business developments included an agreement to acquire Ferric, which raised the AI data center 2030 revenue target by $500 million to greater than $3 billion. The filing also describes revised terms for the planned Synaptics acquisition, now about $5.7 billion in cash versus $7 billion in stock under the prior agreement. Fourth quarter 2026 guidance calls for revenue of $1,715 to $1,815 million, GAAP diluted EPS of $0.88 to $1.00, and non-GAAP diluted EPS of $0.95 to $1.07. For investors, the quarter shows strong operating leverage, with operating income of $378.3 million on a GAAP basis and total debt rising to about $4.46 billion on the balance sheet after the new debt issuance in the prior quarter. Restructuring, asset impairments and other charges fell to $4.6 million in the quarter from $41.2 million in the prior quarter. The results and guidance are presented as unaudited, and the filing points investors to the risk factors in the 2025 Form 10-K.
  3. 8-KOn Semiconductor 8-K Report, Material Agreement (Oct 1, 2026)On October 1, 2026, onsemi (ON) and Synaptics Incorporated (SYNA) entered into an Amended and Restated Agreement and Plan of Merger, amending the June 25, 2026 agreement for onsemi to acquire Synaptics. The revised deal sets the merger consideration at $123 per share in cash, for an aggregate value of approximately $5.7 billion, compared with approximately $7 billion under the prior agreement. The filing states the transaction is expected to be immediately accretive to onsemi's non-GAAP earnings per share upon closing. The amendment followed an unsolicited competing proposal from a third party, referred to as "Party A" in onsemi's Form S-4 filed August 21, 2026. Both boards unanimously approved the amended agreement. The revised structure removes several closing conditions, including the effectiveness of the Registration Statement, Nasdaq listing approval of onsemi shares, the absence of a continuing material adverse effect on onsemi, and closing tax opinions. The merger will no longer be structured as a reorganization under Section 368 of the Internal Revenue Code, and onsemi intends to withdraw the Registration Statement. Financing is provided by a commitment letter with Morgan Stanley Senior Funding, Inc. for up to $2.45 billion of senior secured term loans, and receipt of financing is not a condition to closing. Synaptics stockholders retain appraisal rights under Delaware law, and the deal remains subject to a Synaptics stockholder vote. The press release states the transaction is still expected to close by mid-2027, subject to Synaptics stockholder approval, required regulatory approvals and other customary conditions. It notes that the FTC has approved the transaction and regulators in other jurisdictions are reviewing it. The company also cites identified incremental value opportunities beyond the previously announced $200 million of annual run-rate synergies, which are expected to be realized after the initial 18 months post-close.
  4. 8-KOn Semiconductor 8-K Report, Corporate Update (Aug 13, 2026)On August 13, 2026, ON Semiconductor Corporation ("onsemi") disclosed under Item 8.01 (Other Events) an update on its previously announced proposed merger with Synaptics Incorporated. Under the Agreement and Plan of Reorganization dated June 25, 2026, Sonic Acquisition Corp., a wholly owned onsemi subsidiary, will merge with and into Synaptics, with Synaptics surviving as a wholly owned subsidiary of onsemi. The key regulatory milestone is that the parties filed their HSR Act notifications on July 17, 2026, and on August 12, 2026, the Federal Trade Commission granted early termination of the HSR waiting period with respect to the Merger. Closing remains subject to the satisfaction or waiver of other conditions, including approval by Synaptics stockholders and certain other regulatory approvals or clearances. The parties continue to expect the Merger to close in mid-2027. The filing is largely procedural. It contains no financial results, deal consideration, or synergy figures. Its forward-looking statements flag risks including failure to obtain regulatory or stockholder approvals, litigation, integration challenges, and uncertainty as to the long-term value of onsemi's common stock. Investors will receive further detail in the Form S-4 registration statement and proxy statement/prospectus, which onsemi plans to file.
  5. 8-KOn Semiconductor 8-K Report, Financial Results (Aug 3, 2026)onsemi (Nasdaq: ON) reported second quarter 2026 results for the quarter ended July 3, 2026, in a news release furnished as Exhibit 99.1 to this Form 8-K. Revenue was $1,603.5 million, up from $1,513.3 million in the first quarter of 2026 and $1,468.7 million in the second quarter of 2025. GAAP diluted earnings per share were $0.56 (versus $(0.08) in Q1 2026 and $0.41 in Q2 2025), and non-GAAP diluted EPS was $0.74. GAAP operating margin was 16.1% and non-GAAP operating margin was 20.8%. Free cash flow was $425.4 million, compared with $217.2 million in the prior quarter and $106.1 million a year earlier. The company repurchased $332 million of shares in the quarter, and the release states that year-to-date shareholder returns were approximately 105% of free cash flow. By segment, Power Solutions Group (PSG) revenue rose to $829.0 million, Analog & Mixed-Signal Group (AMG) revenue was $545.7 million, and Intelligent Sensing Group (ISG) revenue was $228.8 million. Management stated that AI data center revenue is the fastest-growing business and now expects revenue to more than double in 2026. The company also announced a planned acquisition of Synaptics. For the third quarter of 2026, onsemi guided GAAP revenue of $1,650 to $1,750 million, GAAP gross margin of 39.9% to 41.9%, and GAAP diluted EPS of $0.79 to $0.91, with non-GAAP diluted EPS guidance of $0.81 to $0.93. The company also reported a $1,473.7 million debt issuance and borrowings during the quarter, with long-term debt rising to $3,657.3 million at July 3, 2026, and cash and cash equivalents of $3,514.5 million.
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