ON at a glance
ON Semiconductor (ON, SEC CIK 1097864) filed its latest 10-K annual report on February 9, 2026, a 10-Q quarterly report on August 3, 2026, an 8-K current report on October 1, 2026 and Form 4 insider filings as recently as October 2, 2026. SignalX summarizes each filing with AI and tracks the company's insider trades and institutional holders.
- For the fiscal year ended December 31, 2025 (FY2025), ON Semiconductor (ON) reported revenue of $6.0 billion (down 15.3% from FY2024) and net income of $121.0 million. Diluted EPS was $0.29.
- As of June 30, 2026, 41 institutional investment managers tracked by SignalX reported holding ON Semiconductor (ON) shares worth $21.4 billion in 13F-HR filings.
- The most recent insider open-market sale reported on Form 4 was by GOPALSWAMY SUDHIR on October 1, 2026 of 15,578 shares at $80.00 per share.
- In the last 90 days, ON insiders reported 0 open-market purchases ($0) and 1 open-market sale ($1.2M) on Form 4, a net sale of $1.2M.
Source: SEC EDGAR (XBRL financial data, 13F-HR and Form 4 filings).
- Revenue · FY2025
- $6.0B
- −15.3% vs prior year
- Insiders · 90 days
- 0 buys · 1 sell
- Net −$1.2M
- 13F holders
- 41 funds
- $21.4B · +3 vs prior quarter
- Latest 8-K
- Oct 1, 2026
- Item 8.01 · Item 1.01
AI 10-K Annual Report Analysis
Latest 10-K, fiscal year ended Dec 31, 2025
Business Overview
- Core business: Intelligent power and sensing semiconductor solutions for automotive, industrial, and AI data center markets
- 2025 acquisitions of SiC JFET tech from Qorvo ($118.8M) and Vcore power tech from Aura Semiconductor (up to $144M) to enhance PSG segment
- Strategic manufacturing realignment in 2025 with ~2,400 employee reductions and $935.2M total restructuring and impairment charges
- Revenue mix 2025: Automotive 51%, Industrial 28%, Other (including AI data center) 21%; PSG segment largest at 47% of revenue
- Share repurchases of ~27.9 million shares for $1.375 billion in 2025 signal capital return focus amid operational restructuring
Risk Factors
- Regulatory/legal risk: Risk of non-compliance with covenants in Credit Agreement could trigger higher interest rates or accelerated debt maturity
- Geopolitical/macroeconomic exposure: Availability of $1.5 billion credit facility subject to financial, legislative, regulatory conditions beyond control
- Operational/supply chain risk: Inventory provisions depend on fluctuating end-user demand and product transition plans, affecting cost of revenue
- Competitive/market disruption risk: No specific competitor or technology threat detailed in the filing
- Financial/structural risk: $3.004 billion total notes outstanding with significant interest impacting results; share repurchases totaled $1.375 billion in 2025
Management Discussion & Analysis
- Revenue $5,995.4M in 2025, down 15.3% ($1,086.9M) YoY from $7,082.3M in 2024
- Operating margin 1.4% ($84.2M) in 2025 vs 24.9% ($1,767.7M) in 2024; gross margin 33.1% vs 45.4%, down 12.3 ppt
- Best segment AMG: revenue $2,261.9M (37.7%), gross margin 51.1% up 1 ppt; worst segment ISG: revenue $928.4M down $196.6M, gross margin 15.1% down 31.6 ppt
- Operating cash flow $1,759.8M; capex $341.2M; share repurchases $1,375M (27.9M shares); Revolving Credit Facility borrowings repaid $375M
- 2026 outlook: focus on operational excellence, capacity alignment with demand, cost-saving initiatives, share repurchase plan approved up to $6B through 2028
AI summary of the ON 10-K filed . Generated from the filing text; verify against the original.View on SEC EDGARHow to read a 10-K
AI 10-Q Quarterly Report Analysis
Latest 10-Q, quarter ended Jul 3, 2026
Management Discussion & Analysis
- Revenue $1,603.5M, up $134.8M or 9% YoY, driven by increased demand across all end-markets
- Gross margin 38.4% vs 37.6% YoY; operating income $258.6M vs $193.4M
- PSG strongest segment, revenue $829.0M, up $130.8M or 19%; AMG weakest, revenue $545.7M, down $10.2M or 2%
- Cash, equivalents and short-term investments approximately $3.9B; revolver availability approximately $1.5B
- Share repurchases $334.7M for approximately 3.1M shares; Synaptics merger anticipated to close mid-2027 with all-stock consideration
Risk Factors
- No risk-factors section provided; supplied text covers Items 2–6 and contains no 10-K comparison
- Acquisition agreement with Synaptics dated June 25, 2026 creates transaction-execution risk
- New 0% convertible senior notes due 2031 introduce financing and dilution exposure
- Share repurchases reduced authorized capacity to approximately $5.3 billion as of July 3, 2026
- Rule 10b5-1 arrangement permits sales of 15,578 shares through May 14, 2027
AI summary of the ON 10-Q filed . Generated from the filing text; verify against the original.View on SEC EDGAR10-K vs 10-Q vs 8-K
AI 8-K Current Report Analysis
The most recent material events, by 8-K item
Item 8.01: Other Events
- Amended Merger Agreement executed October 1, 2026, advancing onsemi’s proposed Synaptics acquisition
- Transaction remains subject to Synaptics stockholder approval and required regulatory clearances
Item 1.01: Entry into a Material Definitive Agreement
- Synaptics acquisition price raised to $123 cash per share after unsolicited Party A proposal, increasing onsemi’s transaction consideration
- Deal structure shifted from tax-reorganization to cash merger, with onsemi planning to withdraw its S-4 registration statement
Item EX-99.1: Item EX-99.1
- Revised all-cash acquisition price $123 per Synaptics share, valuing the transaction at approximately $5.7 billion versus $7 billion previously
- Immediate onsemi non-GAAP EPS accretion expected, with $200 million annual run-rate synergies already identified
Item 8.01: Other Events
- FTC early termination of HSR waiting period removes a key antitrust hurdle for onsemi’s Synaptics acquisition
- Synaptics stockholder approval and other regulatory clearances remain outstanding closing conditions
Item 2.02: Results of Operations and Financial Condition
- Item 2.02 text contains only regulatory disclaimer language
- No earnings period, financial results, or operating metrics provided
Item EX-99.1: Item EX-99.1
- Q2 revenue $1,603.5M, up 9% YoY; PSG led growth at 19%, while AMG declined 2%
- Non-GAAP EPS $0.74, up 40% YoY, supported by margin expansion to 39.3% and operating margin to 20.8%
AI summaries of ON 8-K current reports filed with the SEC. What 8-K item codes mean
SignalX for ON
Don't miss the next ON filing
- Alerts as it files. A push when ON files an 8-K or an insider trades.
- Fund moves. Which tracked funds opened, added or cut ON, by share count.
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Recent Insider Transactions (Form 4)
Latest reported trades by officers, directors and 10% owners
| Insider | Type | Date | Shares | Price |
|---|---|---|---|---|
| MASCARENAS PAUL ANTHONY | A | Oct 2, 2026 | 126 | $84.89 |
| GOPALSWAMY SUDHIR | Sell | Oct 1, 2026 | 15,578 | $80.00 |
| GOPALSWAMY SUDHIR | F | May 26, 2026 | 470 | $127.00 |
| Yan Christine Y | A | May 14, 2026 | 1,986 | - |
| CARTER SUSAN K | A | May 14, 2026 | 1,986 | - |
| Deitrich Thomas | A | May 14, 2026 | 1,986 | - |
| MASCARENAS PAUL ANTHONY | A | May 14, 2026 | 1,986 | - |
| KIDDOO BRUCE E | A | May 14, 2026 | 1,986 | - |
Financial SummaryXBRL
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Profitability | |||
| Revenue | - | $7.1B | $6.0B |
| Gross Profit | - | $3.2B | $2.0B |
| Operating Income | - | $1.8B | $84.2M |
| Net Income | - | $1.6B | $121.0M |
| Gross Margin | - | 45.4% | 33.1% |
| Op. Margin | - | 25.0% | 1.4% |
| Net Margin | - | 22.2% | 2.0% |
| Balance Sheet | |||
| Total Assets | $13.2B | $14.1B | $12.5B |
| Equity | $7.8B | $8.8B | $7.7B |
| ROE | - | 17.9% | 1.6% |
| Per Share | |||
| EPS | - | $3.63 | $0.29 |
| Cash Flow | |||
| Operating CF | - | $1.9B | $1.8B |
| CapEx | - | $694.0M | $341.2M |
Source: XBRL data in ON Semiconductor (ON)'s 10-K filings on SEC EDGAR, in USD. Compare across companies →
13F Fund Holdings: Quarterly Trend
Latest: Q2 2026Aggregate ON share value held by 13F filers tracked by SignalX, by quarter.
Quarterly totals table
| Quarter | Funds | Total value |
|---|---|---|
| Q2 2026 | 41 | $21.43B |
| Q1 2026 | 38 | $14.32B |
| Q4 2025 | 36 | $13.09B |
| Q3 2025 | 37 | $13.42B |
| Q2 2025 | 34 | $13.32B |
| Q1 2025 | 30 | $8.35B |
| Q4 2024 | 29 | $11.13B |
| Q3 2024 | 24 | $4.47B |
- Citadel Advisors LLC+1.83M (+1671%)
- Goldman Sachs Group+1.24M (+19%)
- BlackRock+1.07M (+3%)
- Bank of America Corp+1.05M (+20%)
- D.E. Shaw & Co+870.3K (+295%)
- JPMorgan Chase & Co−5.98M (-37%)
- FMR LLC (Fidelity)−1.48M (-3%)
- Franklin Resources−1.28M (-89%)
- Invesco Ltd−1.15M (-19%)
- Citigroup−843.9K (-18%)
- OLD NATIONAL BANCORP /IN/−17.4K
- Mangrove Partners−8.4K
Source: 13F-HR filings on SEC EDGAR (aggregated from 269 fund-quarter rows). Reflects only 13F filers tracked by SignalX, not the full institutional ownership universe. How 13F filings work
ON filing archive
AI analysis pages for each 10-K, 10-Q and 8-K
10-K annual reports
10-Q quarterly reports
Latest 2026 SEC Filings: 10-K, 10-Q, 8-K & Form 4
| Form | Filing date | Period | Analysis | SEC |
|---|---|---|---|---|
| 4 | Oct 2, 2026 | - | - | - |
| 4 | Oct 2, 2026 | - | - | - |
| 8-K | Oct 1, 2026 | - | Analysis | - |
| 8-K | Aug 13, 2026 | - | Analysis | - |
| 8-K | Aug 3, 2026 | - | Analysis | - |
| 10-Q | Aug 3, 2026 | Jul 3, 2026 | Analysis | |
| 8-K | Jun 25, 2026 | - | Analysis | - |
| 4 | May 27, 2026 | - | - | |
| 4 | May 18, 2026 | - | - | |
| 4 | May 18, 2026 | - | - | |
| 4 | May 18, 2026 | - | - | |
| 4 | May 18, 2026 | - | - | |
| 8-K | May 18, 2026 | - | Analysis | |
| 4 | May 18, 2026 | - | - | |
| 4 | May 18, 2026 | - | - | |
| 8-K | May 12, 2026 | - | Analysis | |
| 8-K | May 7, 2026 | - | Analysis | |
| 8-K | May 6, 2026 | - | Analysis | |
| 8-K | May 4, 2026 | - | Analysis | - |
| 10-Q | May 4, 2026 | Apr 3, 2026 | Analysis | |
| SC 13G | Apr 30, 2026 | - | - | |
| SC 13G | Apr 29, 2026 | - | - | |
| 4 | Apr 27, 2026 | - | - | - |
| 4 | Apr 17, 2026 | - | - | - |
| 4 | Apr 6, 2026 | - | - | - |
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ON SEC filings: frequently asked questions
Are ON insiders buying or selling?
In the last 90 days, ON Semiconductor (ON) officers, directors and 10% owners reported no open-market purchases and 1 open-market sale worth $1.2 million by 1 insider on Form 4. Many insider sales are pre-planned or for taxes, so purchases usually carry more information.
Which institutions hold ON stock?
As of June 30, 2026, the largest ON Semiconductor (ON) holders among the 13F filers tracked by SignalX were FMR LLC (Fidelity) ($5.4 billion), BlackRock ($3.9 billion), Vanguard Capital Management LLC ($2.4 billion), Vanguard Portfolio Management LLC ($1.9 billion), State Street Corp ($1.8 billion). 13F-HR reports are filed up to 45 days after each quarter ends.
What was ON's revenue in fiscal year 2025?
For the fiscal year ended December 31, 2025 (FY2025), ON Semiconductor (ON) reported revenue of $6.0 billion (down 15.3% from FY2024) and net income of $121.0 million. Diluted EPS was $0.29. The figures come from the XBRL data in the 10-K.
What are the main risks in ON's latest 10-K?
In the 10-K filed February 9, 2026, ON Semiconductor (ON) flagged: Regulatory/legal risk: Risk of non-compliance with covenants in Credit Agreement could trigger higher interest rates or accelerated debt maturity. Geopolitical/macroeconomic exposure: Availability of $1.5 billion credit facility subject to financial, legislative, regulatory conditions beyond control. (AI summary of the Risk Factors section.)
What did ON report in its latest 8-K?
ON Semiconductor (ON) filed an 8-K on October 1, 2026 reporting Item 8.01 (Other Events) and Item 1.01 (Entry into a Material Definitive Agreement). Amended Merger Agreement executed October 1, 2026, advancing onsemi’s proposed Synaptics acquisition.
What are the latest ON SEC filings?
ON Semiconductor (ON) filed its latest 10-K annual report on February 9, 2026, a 10-Q quarterly report on August 3, 2026, an 8-K current report on October 1, 2026 and a Form 4 insider filing on October 2, 2026.
What is ON's SEC CIK number?
ON Semiconductor (ON)'s SEC Central Index Key (CIK) is 1097864. EDGAR lists every ON filing under that number.
Ask anything about ON
The research agent reads ON's filings, financials, insider trades and 13F holders, then answers with sources.