10-K annual report · filed Feb 9, 2026

ON Semiconductor (ON) FY2025 10-K Annual Report

Short answer

ON Semiconductor (ON) filed its fiscal 2025 10-K annual report with the SEC on Feb 9, 2026. It reported revenue of $6.0B (−15.3% year over year) and net income of $121M.

  • Top risk flagged: Regulatory/legal risk: Risk of non-compliance with covenants in Credit Agreement could trigger higher interest rates or accelerated debt maturity

FY2025 key financial metrics · XBRL

Revenue
$6.0B
−15.3% YoY
Net income
$121M
−92.3% YoY
Operating margin
1.4%
−23.6 pp YoY
Gross margin
33.1%
−12.3 pp YoY
EPS (diluted)
$0.29
−92.0% YoY
ROE
1.6%
−16.3 pp YoY
Operating cash flow
$1.8B
−7.7% YoY

Source: XBRL data from the ON Semiconductor (ON) FY2025 10-K on SEC EDGAR. USD.

ON Semiconductor FY2025 10-K analysis

AI summary of each section, grounded in the filing text

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

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

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

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