ON SEMICONDUCTOR CORP 8-K

What Happened ON Semiconductor Corporation filed a Form 8‑K on May 6, 2026 (Item 8.01) announcing it has commenced an offering of $1.3 billion aggregate principal amount of convertible senior notes due 2031. The offering is being conducted in a private transaction that is exempt from the registration requirements of the Securities Act of 1933. A press release dated May 6, 2026 is attached as Exhibit 99.1 to the filing.

Key Details

• Offering size: $1.3 billion aggregate principal amount.
• Security: Convertible senior notes due 2031.
• Transaction type: Private offering exempt from Securities Act registration.
• Announcement date / filing: May 6, 2026 (Form 8‑K; press release attached as Exhibit 99.1).

Why It Matters This filing signals that ON Semiconductor is raising a sizable amount of capital through convertible debt. Convertible notes increase the company’s outstanding debt until (and unless) they convert to equity, and conversion terms — when disclosed — could dilute existing shareholders. The 8‑K does not provide pricing, interest rate, conversion price, or use of proceeds; investors should watch for subsequent SEC filings and company disclosures for full terms and how the company intends to use the funds.