X0306 4 2014-08-05 0001097864 ON SEMICONDUCTOR CORP ONNN 0001482082 Rolls Paul E 5005 EAST MCDOWELL ROAD PHOENIX AZ 85008 1 Exec VP Sales & Marketing Common 2014-08-05 4 F 0 3331.0000 8.6400 D 131191.0000 D This disposition transaction represents shares withheld by the Issuer in connection with the August 5, 2013 restricted stock units award to the Reporting Person under the Issuer's Amended and Restated Stock Incentive Plan. On August 5, 2014, certain of these units vested. These shares were withheld to satisfy the Reporting Person's withholding obligations for various taxes and similar items. The Issuer will pay these taxes on behalf of the Reporting Person. S. Gary Shullaw is signing on behalf of the Reporting Person, pursuant to a Power of Attorney, attached hereto as an exhibit. rolls2014poa.txt S. Gary Shullaw, Attorney-in-Fact 2014-08-07