ON Semiconductor (ON) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 14, 2026, at the principal executive offices in Scottsdale, AZ.

• Shareholders are encouraged to review proxy materials and vote by May 13, 2026.

Voting matters and shareholder proposals

• Election of seven directors nominated by the board is up for vote.

• Advisory vote on executive compensation (say-on-pay) is included.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for fiscal year ending December 31, 2026.

• Shareholder proposal on adopting simple majority voting will be considered if properly presented.

Board of directors and corporate governance

• Seven director nominees: Susan K. Carter, Thomas L. Deitrich, Hassane El-Khoury, Bruce E. Kiddoo, Paul A. Mascarenas, Gregory L. Waters, Christine Y. Yan.

• Board recommends voting in favor of all director nominees.