UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM
CURRENT REPORT
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| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On August 20, 2021, ON Semiconductor Corporation (the “Company”) filed a Certificate of Elimination (the “Certificate”) with the Secretary of State of the State of Delaware with respect to its Series B Junior Participating Preferred Stock, par value $0.01 per share (the “Series B Preferred Stock”). The Certificate (i) eliminated the previous designation of 6,500 shares of Series B Preferred Stock from the Company’s Amended and Restated Certificate of Incorporation, none of which were outstanding at the time of filing, and (ii) caused such shares of Series B Preferred Stock to resume their status as authorized but unissued and non-designated shares of preferred stock of the Company.
A copy of the Certificate is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
The following exhibits are filed with this report.
| Exhibit No. |
Description | |
| 3.1 | Certificate of Elimination of Series B Junior Participating Preferred Stock of ON Semiconductor Corporation | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ON SEMICONDUCTOR CORPORATION (Registrant) | ||||||
| Date: August 20, 2021 | By: | /s/ Thad Trent | ||||
| Thad Trent | ||||||
| Executive Vice President, Chief Financial Officer and Treasurer | ||||||