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ON Semiconductor logoON Semiconductor ON

The company said its board approved a nonqualified deferred compensation plan for senior officers, effective July 1, 2024. The plan covers all named executive officers. The board approved it on May 17, 2024.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said its board approved a nonqualified deferred compensation plan for senior officers, effective July 1, 2024. The plan covers all named executive officers. The board approved it on May 17, 2024.

  2. ON Semiconductor said eligible officers may defer up to 40% of short-term incentive awards earned for July 1, 2024 to December 31 based on 2024 performance, and up to 80% each of base salary and short-term incentive awards in later years. Payouts can be made in a lump sum or in up to ten annual installments, but all deferred amounts will be paid in a single lump sum upon a participant’s death.

  3. The company said the plan is administered by the Human Capital and Compensation Committee of the board and that it does not currently intend to make discretionary or employer matching contributions. It said the company’s obligations under the plan are general unsecured obligations payable from its general assets.

  4. ON Semiconductor said shareholders elected directors, approved an advisory resolution on executive compensation, and ratified PricewaterhouseCoopers LLP as its auditor at its annual meeting on May 16, 2024. The compensation resolution received 336,152,956 votes for and 28,994,656 votes against.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Board Approves Executive Deferred Compensation Plan and Effective Date

The company said its board approved a nonqualified deferred compensation plan for senior officers, effective July 1, 2024. The plan covers all named executive officers. The board approved it on May 17, 2024.

Source · Based on the filing body and exhibits

Deferral Limits and Payout Terms

ON Semiconductor said eligible officers may defer up to 40% of short-term incentive awards earned for July 1, 2024 to December 31 based on 2024 performance, and up to 80% each of base salary and short-term incentive awards in later years. Payouts can be made in a lump sum or in up to ten annual installments, but all deferred amounts will be paid in a single lump sum upon a participant’s death.

Source · Based on the filing body and exhibits

Plan Administration and Company Obligations

The company said the plan is administered by the Human Capital and Compensation Committee of the board and that it does not currently intend to make discretionary or employer matching contributions. It said the company’s obligations under the plan are general unsecured obligations payable from its general assets.

Source · Based on the filing body and exhibits

2024 Annual Meeting Shareholder Vote Results

ON Semiconductor said shareholders elected directors, approved an advisory resolution on executive compensation, and ratified PricewaterhouseCoopers LLP as its auditor at its annual meeting on May 16, 2024. The compensation resolution received 336,152,956 votes for and 28,994,656 votes against.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.