X0306 4 2013-03-25 0001097864 ON SEMICONDUCTOR CORP ONNN 0001429850 KLOSTERBOER ROBERT A. 5005 E. MCDOWELL ROAD PHOENIX AZ 85008 1 SVP & GM, APG Common 2013-03-25 4 A 0 75415.0000 0.0000 A 187938.0000 D On February 19, 2013, the Compensation Committee of the Board of Directors awarded these restricted stock units to the Reporting Person under the Issuer's Amended and Restated Stock Incentive Plan ("Plan"), with an effective grant date of March 25, 2013 and with equal pro rata vesting over a 3-year period beginning on the first anniversary of the grant date, subject to the terms and conditions of the Plan and the relevant award agreement. This award may only be settled in shares of the Issuer's common stock upon vesting. The award was for no consideration other than service as an executive officer of the Issuer. This balance has been reduced by two (2) shares to adjust for rounding associated with past fractional share grants. Judith A. Boyle is signing on behalf of the Reporting Person pursuant to a Power of Attorney attached herein as an exhibit. klosterboer2013poa.txt Judith A. Boyle, Attorney-in-Fact 2013-03-27