On Semiconductor CORP 8-K Filing

Ticker: ON · Form: 8-K · Filed: Nov 17, 2025 · CIK: 1097864

Sentiment: neutral

Filing Stats: 917 words · 4 min read · ~3 pages · Grade level 15.9 · Accepted 2025-11-17 16:47:09

Key Financial Figures

Filing Documents

06

Item 2.06. Material Impairments. During the first quarter of 2025, ON Semiconductor Corporation (the " Company " or " we " and, together with its subsidiaries, " onsemi ") announced restructuring and cost reduction initiatives based on an evaluation of its operating structure, business strategy, manufacturing technologies and internal capabilities to realign internal manufacturing capacity and capabilities with anticipated long-term needs. The Company has continued to evaluate its manufacturing operations for additional improvements and efficiencies and, on November 13, 2025, management approved the recognition of additional pre-tax non-cash impairment and accelerated depreciation charges of between $200 million and $300 million. These impairment and accelerated depreciation charges are for long-lived assets relating to investments in manufacturing assets at certain onsemi manufacturing facilities. Management estimates that these charges will reduce the Company's recurring depreciation expense in an amount estimated to be between $10 million and $15 million in 2026. The Company does not expect that these charges, most of which will be incurred between now and the first two quarters of 2026, will result in material future cash expenditures. The non-cash impairment and accelerated depreciation charges were determined as the difference between the carrying values of these long-lived assets and their estimated fair values, less anticipated costs to sell such assets. The actual timing of disposition, fair values, disposal costs, the related impairment charges and impact on depreciation expense associated with these actions may differ from our current expectations due to the inherent nature of the estimates and such differences may be material.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes "forward-looking statements," as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Certain statements, other than statements of historical facts, included in this document could be deemed forward-looking statements. Forward-looking statements are often characterized by words such as "believes," "estimates," "expects," "projects," "may," "will," "intends," "plans," "anticipates," "should" or similar expressions or by discussions of strategy, plans or intentions. These forward-looking expectations, forecasts, estimates and assumptions and involve risks, uncertainties and other factors that could cause results or events to differ materially from those expressed in the forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements. We assume no obligation to update such information, which speaks only as of the date made, except as may be required by law. Investing in our securities involves a high degree of risk and uncertainty, and you should carefully consider the trends, risks and uncertainties described in this document, our 2024 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the " SEC ") on February 10, 2025 and other reports filed with or furnished to the SEC before making any investment decision with respect to our securities. If any of these trends, risks or uncertainties actually occurs or continues, our business, financial condition or operating results could be materially adversely affected, the trading prices of our securities could decline, and you could lose all or part of you

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ON SEMICONDUCTOR CORPORATION (Registrant) Date: November 17, 2025 By: /s/ Thad Trent Thad Trent Executive Vice President and Chief Financial Officer

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