GOPALSWAMY SUDHIR 4

What Happened

• Gopalswamy Sudhir, Group President, AMG & ISG at ON Semiconductor, had 6,191 shares withheld on 2026-02-10 to cover taxes due upon the vesting of performance-based restricted stock units. The shares were valued at $67.38 each for a total of $417,150. The Form 4 lists the transaction as an F-code (tax withholding / payment of tax liability).

Key Details

• Transaction date and price: 2026-02-10 — 6,191 shares at $67.38 per share (total $417,150).
• Filing date: Form 4 filed 2026-02-12 (filed within the typical 2-business-day window).
• Shares owned after transaction: not specified in the provided filing.
• Footnote: F1 — shares withheld to cover taxes due upon vesting of performance-based RSUs (i.e., a tax withholding, not an open-market sale).

Context

• This was a tax-withholding disposition tied to RSU vesting (cashless/withheld shares), a routine administrative action that reduces the net shares delivered to the insider. It is not an open-market sale and therefore less indicative of sentiment than voluntary share sales or purchases.