On Semiconductor 8-K Report, Material Impairment (Nov 17, 2025)

ON Semiconductor Corporation (onsemi) filed this Form 8-K under Item 2.06 (Material Impairments) on November 17, 2025.

The Company states that on November 13, 2025, management approved the recognition of additional pre-tax non-cash impairment and accelerated depreciation charges of between $200 million^a and $300 million. The charges relate to long-lived assets tied to investments in manufacturing assets at certain onsemi manufacturing facilities, and they follow the restructuring and cost reduction initiatives announced in the first quarter of 2025 to realign manufacturing capacity and capabilities with anticipated long-term needs. Management estimates that these charges will reduce recurring depreciation expense by between $10 million and $15 million in 2026.

The Company does not expect the charges, most of which will be incurred through the first two quarters of 2026, to result in material future cash expenditures. The charges are measured as the difference between the carrying values of the assets and their estimated fair values, less anticipated costs to sell.

The filing cautions that the timing of disposition, fair values, disposal costs, impairment amounts and depreciation effects may differ from current expectations, and that such differences may be material. Investors should weigh these estimates against the risks described in the Company's 2024 Form 10-K and other SEC reports.