0001628280-24-003201 | 10-K | XBRL Viewer

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Jul. 01, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Goodwill impairment	$ 115.0		$ 330.0
Amortization of acquisition-related intangible assets		$ 56.8	82.8	$ 99.0
Advanced Solutions Group
Finite-Lived Intangible Assets [Line Items]
Goodwill impairment			330.0
Impairment of intangible assets			$ 56.8
Revenue Benchmark \| Consolidated Revenue \| Reporting Unit, Other \| Legacy Quantenna Business \| Advanced Solutions Group
Finite-Lived Intangible Assets [Line Items]
Concentration risk, percentage			2.00%	3.00%
IPRD
Finite-Lived Intangible Assets [Line Items]
IPRD projects reclassified to developed technology			$ 11.6

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2023	Jan. 31, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-39317
Entity Registrant Name	ON SEMICONDUCTOR CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3840979
Entity Address, Address Line One	5701 N. Pima Road
Entity Address, City or Town	Scottsdale
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85250
City Area Code	602
Local Phone Number	244-6600
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	ON
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction	false
Entity Shell Company	false
Entity Public Float			$ 40,710,818,329
Entity Common Stock, Shares Outstanding		427,328,652
Documents Incorporated by Reference	Documents Incorporated by Reference Portions of the registrant's Definitive Proxy Statement relating to its 2024 Annual Meeting of Stockholders, which is expected to be filed pursuant to Regulation 14A within 120 days after the registrant's fiscal year ended December 31, 2023, are incorporated by reference into Part III of this Form 10-K.
Entity Central Index Key	0001097864
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2023
Amendment Flag	false

Employee Benefit Plans - Activity of Plan Assets With Fair Value Measurement Using Significant Unobservable Inputs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of plan assets at the beginning of the year	$ 131.7	$ 189.7
Foreign currency impact	(0.5)	(21.2)
Fair value of plan assets at the end of the year	140.3	131.7
Investment and Insurance Contracts
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of plan assets at the beginning of the year	42.4
Fair value of plan assets at the end of the year	40.5	42.4
Level 3
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of plan assets at the beginning of the year	23.8
Fair value of plan assets at the end of the year	24.5	23.8
Level 3 \| Investment and Insurance Contracts
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of plan assets at the beginning of the year	23.8	50.6
Actual return on plan assets	1.2	(2.8)
Purchase, sales and settlements, net	(1.3)	(21.7)
Foreign currency impact	0.8	(2.3)
Fair value of plan assets at the end of the year	$ 24.5	$ 23.8

Amount of asset segregated and restricted to provide benefit under defined benefit plan. Asset includes, but is not limited to, stock, bond, other investment, earning from investment, and contribution by employer and employee.

Fair Value, by Balance Sheet Grouping

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

The following table summarizes financial assets and liabilities, excluding pension assets, disaggregated by the security type, measured at fair value on a recurring basis as

of December 31, 2022 (in millions):



As of
December 31, 2022									Fair Value Level
Description	Amortized Cost		Unrealized gains		Unrealized losses		Fair value		Level 1		Level 2
Assets:
Cash and cash equivalents:
Demand and time deposits	$	233.1	$	—	$	—	$	233.1	$	233.1	$	—
Money market funds	17.0		—		—		17.0		17.0		—



Other current assets:
Corporate bonds	$	23.8	$	—	$	—	$	23.8	$	—	$	23.8
Certificate of deposit	3.1		—		—		3.1		—		3.1
Commercial paper	3.2		—		—		3.2		1.2		2.0
US Treasury bonds	2.1		—		—		2.1		—		2.1

Other assets:
Corporate bonds	$	0.8	$	—	$	—	$	0.8	$	—	$	0.8

Fair Value of Long-Term Debt, including Current Portion

The carrying amounts and fair value of the Company’s long-term borrowings are as follows (in millions):


	As of December 31,
	2023				2022
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Long-term debt, including current portion (1)
0% Notes	$	794.0	$	1,334.4	$	791.1	$	1,057.8
0.50% Notes	1,473.1		1,596.6		—		—
1.625% Notes	—		—		137.0		417.8
3.875% Notes	694.4		652.0		693.3		618.3
Long-term debt	375.0		390.6		1,572.1		1,549.2

_______________________

(1)Long-term debt is carried on the Consolidated Balance Sheets at historical cost net of debt discount and issuance costs.

Fair Value Measurements, Nonrecurring

The following table shows the adjustments to fair value of certain of the Company's non-financial assets that had an impact on the Company's results of operations (in millions):


	Year Ended December 31,
	2023		2022		2021
Nonrecurring fair value measurements
Goodwill impairments (Level 3)	$	—	$	330.0	$	—
Intangibles impairment (Level 3)	—		56.8		—
Asset impairments (Level 3)	10.5		14.8		7.9

IPRD impairments (Level 3)	—		—		2.9
	$	10.5	$	401.6	$	10.8

Acquisitions and Divestitures - 2021 Divestiture (Details) $ in Millions		12 Months Ended
	Oct. 01, 2021 USD ($) business	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($) facility	Dec. 31, 2021 USD ($)
Business Acquisition [Line Items]
Number of business divested \| facility			4
Gain (loss) on divestiture of businesses		$ (0.7)	$ 67.0	$ 10.2
Disposal Group, Disposed of by Sale, Not Discontinued Operations
Business Acquisition [Line Items]
Number of business divested \| business	1
Cash consideration received	$ 13.6
Gain (loss) on divestiture of businesses	$ 10.2

Share-Based Compensation - Summary of Restricted Stock Units Transactions (Details) - Restricted Stock Units shares in Millions	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Number of Shares
Nonvested shares of restricted stock units beginning (in shares) \| shares	3.8
Granted (in shares) \| shares	1.9
Achieved (in shares) \| shares	0.3
Released (in shares) \| shares	(2.4)
Forfeited (in shares) \| shares	(0.4)
Nonvested shares of restricted stock units ending (in shares) \| shares	3.2
Weighted-Average Grant Date Fair Value
Nonvested shares of restricted stock units beginning (in dollars per share) \| $ / shares	$ 46.56
Granted (in dollars per share) \| $ / shares	80.32
Achieved (in dollars per share) \| $ / shares	54.16
Released (in dollars per share) \| $ / shares	41.56
Forfeited (in dollars per share) \| $ / shares	62.12
Nonvested shares of restricted stock units ending (in dollars per share) \| $ / shares	$ 69.39

Restructuring, Asset Impairments and Other Charges, net - Rollforward of Accrued Restructuring Charges (Details) - Estimated employee separation charges - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Restructuring Reserve [Roll Forward]
Balance at Beginning of Period	$ 4.4	$ 10.8
Charges	58.5	11.2
Usage	(45.0)	(17.6)
Balance at End of Period	$ 17.9	$ 4.4

Commitment and Contingencies (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Purchase Obligations

The following is a schedule by year of future minimum purchase obligations under non-cancelable arrangements entered into during the ordinary course of business as of December 31, 2023 (in millions):




2024	$	964.4
2025	314.4
2026	60.2
2027	40.7
2028	28.2
Thereafter	0.3
Total	$	1,408.2

Income Taxes - Tax Effects Of Temporary Differences (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
NOL and tax credit carryforwards	$ 227.6	$ 221.6
163 (j) interest expense carryforward	4.6	5.1
Lease liabilities	59.7	65.0
ROU asset	(58.9)	(60.9)
Tax-deductible goodwill and amortizable intangibles	(32.2)	(35.9)
Capitalization of research and development expenses	419.9	311.4
Reserves and accruals	60.2	79.1
Property, plant and equipment	(165.1)	(156.3)
Inventories	134.2	78.3
Undistributed earnings of foreign subsidiaries	(67.7)	(64.2)
Share-based compensation	9.7	7.5
Pension	5.8	7.5
Convertible Debt	108.1	27.0
Other	6.5	9.8
Deferred tax assets and liabilities before valuation allowance	712.4	495.0
Valuation allowance	(150.3)	(152.4)
Net deferred tax asset	$ 562.1	$ 342.6

Balance Sheet Information - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Inventories:
Raw materials	$ 469.3	$ 236.8
Work in process	1,221.1	951.0
Finished goods	421.4	429.0
Inventories, net	2,111.8	1,616.8
Property, plant and equipment, net:
Property, plant and equipment, gross	7,931.0	6,605.8
Less: Accumulated depreciation	(3,529.5)	(3,155.1)
Property, plant and equipment, net	4,401.5	3,450.7
Accrued expenses and other current liabilities:
Accrued payroll and related benefits	183.8	284.8
Amount due to EFK seller	0.0	236.3
Sales related reserves	108.3	209.9
Income taxes payable	37.4	34.8
Other	333.7	281.5
Accrued expenses	663.2	1,047.3
Land
Property, plant and equipment, net:
Property, plant and equipment, gross	117.8	117.8
Buildings
Property, plant and equipment, net:
Property, plant and equipment, gross	1,324.2	1,056.2
Machinery, equipment and other
Property, plant and equipment, net:
Property, plant and equipment, gross	$ 6,489.0	$ 5,431.8

Acquisitions and Divestitures

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisitions and Divestitures

Note 5: Acquisitions and Divestitures

The Company pursues acquisitions and divestitures from time to time to leverage its existing capabilities and further expand its business to achieve certain strategic goals. Acquisition costs are not included as components of consideration transferred and instead are accounted for as expenses in the period in which the costs are incurred. During the year ended December 31, 2023, the Company incurred insignificant costs related to acquisitions and divestitures. During the years ended December 31, 2022 and 2021, the Company incurred acquisition and divestiture related costs of approximately of $12.9 million and $11.9 million, respectively, which are included in operating expenses in the Consolidated Statements of Operations and Comprehensive Income.

2022 Acquisition and Divestitures

EFK Acquisition

On December 31, 2022, the Company completed the acquisition of the East Fishkill, New York site and fabrication ("EFK") facility and certain other assets and liabilities from GLOBALFOUNDRIES U.S. Inc. ("GFUS"), previously announced in April 2019, for total consideration of $406.3 million, which was accounted for as a business combination. The Company paid GFUS $100.0 million and $70.0 million during 2020 and 2019, respectively, and the remaining consideration of $236.3 million was paid on January 3, 2023. Separately, the Company paid GFUS a one-time license fee of $30.0 million in cash for certain technology during 2019, which has been recognized as an intangible asset subject to amortization.

The Company also entered into an ancillary agreement, as amended, relating to the provision of foundry services entered into in connection with the execution of the acquisition agreement, which provided the Company certain additional tools and flexibility in its capital expenditures and manufacturing plans for 2021 and 2022.

During the year ended December 31, 2023, the Company finalized its determination relating to the fair value of assets acquired and liabilities assumed from the EFK acquisition, which was completed on December 31, 2022. The final allocation of the purchase price of EFK to the assets acquired and liabilities assumed based on their relative fair values, which is materially consistent with the preliminary allocation is as follows (in millions):


	Purchase Price Allocation
Inventory	$	3.3
Other current assets	4.4
Property, plant and equipment	396.5
Other non-current assets	11.4


Total assets acquired	415.6
Current liabilities	3.0
Other long-term liabilities	6.3
Total liabilities assumed	9.3
Net assets acquired/purchase price	$	406.3

Unaudited pro-forma consolidated results of operations are not included considering the significance of the acquisition to the results of the Company.

Divestitures

During 2022, the Company divested four wafer manufacturing facilities to various parties:

•The Oudenaarde, Belgium manufacturing facility was divested to BelGaN Group BV for an aggregate consideration of approximately $19.9 million;

•The South Portland, Maine, manufacturing facility was divested to Diodes Incorporated for an aggregate consideration of approximately $80.0 million;

•The Pocatello, Idaho manufacturing facility was divested to LA Semiconductor for an aggregate consideration of approximately $80.0 million; and

•The Niigata, Japan manufacturing facility was divested to JS Foundry K.K., a Japan-based foundry company, for aggregate consideration of approximately $90.3 million.

These divestiture transactions resulted in a net gain on divestiture of $67.0 million in 2022.

2021 Acquisition and Divestiture

GT Advanced Technologies, Inc. ("GTAT") Acquisition

On October 28, 2021, the Company acquired all of outstanding equity interests of GTAT. The Company believes the acquisition of GTAT will act as a building block to fuel growth and accelerate innovation in disruptive intelligent power technologies and secure supply of SiC to meet growing customer demand for SiC-based solutions in the sustainable ecosystem.

Pursuant to the terms and subject to the conditions set forth in the Agreement and Plan of Merger, the purchase price totaled $434.9 million. Cash consideration amounted to $424.6 million, of which $17.0 million was deposited for general representation and warranty purposes in an escrow account, legally owned by the Company. All 17.0 million was released to the seller in accordance with the escrow agreements during the years ended December 31, 2023 and 2022. The remaining consideration of approximately $10.0 million represented the value of certain pre-acquisition deposits and payable balances effectively settled between the parties since the Company was GTAT's customer. From the closing date of the acquisition through December 31, 2021, the Company recognized immaterial revenue and net loss relating to GTAT .

The allocation of the purchase price of GTAT to the assets acquired and liabilities assumed based on their relative fair values is as follows (in millions):


	Purchase Price Allocation
Cash and cash equivalents	$	8.2

Inventory and other current assets	10.0

Property, plant and equipment	31.9
Goodwill	274.8
Intangible assets - Developed Technology	130.0

Deferred tax assets	13.4
Other non-current assets	7.4
Total assets acquired	475.7

Current liabilities	5.8



Other long-term liabilities	35.0
Total liabilities assumed	40.8
Net assets acquired/purchase price	$	434.9

Developed technology of $130.0 million, determined using the income approach is estimated to have a useful life of 13 years. There were no IPRD intangible assets identified. The acquisition produced $274.8 million of goodwill, which has been assigned to a reporting unit within PSG. Goodwill is attributable to the expected value generation by GTAT by being part of the Company along with a more meaningful engagement by the customers due to the scale of the combined entities, GTAT's assembled workforce and other product and operating synergies. Goodwill arising from the GTAT acquisition is not deductible for tax purposes.

GTAT Pro-Forma Results of Operations

Unaudited pro-forma consolidated results of operations for the years ended December 31, 2023 and 2022 is not required because the results of the acquired business are included in the Company's results. The following unaudited pro-forma

consolidated results of operations for the year ended December 31, 2021 has been prepared as if the acquisition of GTAT had occurred on January 1, 2021 and includes adjustments for the effect of fair value changes, transaction costs, taxation and financial structure (in millions):



	Year Ended December 31,
	2021
Revenue	$	6,750.4
Net income	972.4
Net income attributable to ON Semiconductor Corporation	970.8

Divestiture

On October 1, 2021, the Company divested itself of one of its businesses along with the related intellectual property for aggregate consideration of approximately $13.6 million and recognized a gain of $10.2 million after offsetting the carrying values of the disposed assets and liabilities.

Long-Term Debt - Maturity and Settlement of the 1.625% Notes due 2023 (Details) - USD ($) $ / shares in Units, $ in Millions		10 Months Ended	12 Months Ended
	Oct. 16, 2023	Oct. 16, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Repayments of long-term debt			$ 1,723.4	$ 530.0	$ 1,270.5
Treasury stock			3,937.4	2,829.7
Additional Paid in Capital			$ 5,210.9	$ 4,670.9
1.625% Notes Warrants
Debt Instrument [Line Items]
Share price	$ 30.70	$ 30.70
Number of convertible shares (in shares)	6,700,000	6,700,000
1.625% Notes \| Convertible Debt
Debt Instrument [Line Items]
Debt instrument, interest rate	1.625%	1.625%	1.625%	1.625%	1.625%
Repayments of long-term debt	$ 119.6
Shares issued excess over the principal	4,500,000
Repayments of convertible debt		$ 17.7
1.625% Notes \| Convertible Debt \| Embedded Derivative Financial Instruments
Debt Instrument [Line Items]
Treasury stock	$ 422.0	422.0
Additional Paid in Capital	$ 422.0	$ 422.0

Balance Sheet Information

12 Months Ended

Dec. 31, 2023

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Information

Note 8: Balance Sheet Information

Certain significant amounts included in the Company's Consolidated Balance Sheets consist of the following (in millions):


	As of
	December 31, 2023		December 31, 2022




Inventories:
Raw materials	$	469.3	$	236.8
Work in process	1,221.1		951.0
Finished goods	421.4		429.0
	$	2,111.8	$	1,616.8






Property, plant and equipment, net:
Land	$	117.8	$	117.8
Buildings	1,324.2		1,056.2
Machinery, equipment and other	6,489.0		5,431.8
Property, plant and equipment, gross	7,931.0		6,605.8
Less: Accumulated depreciation	(3,529.5)		(3,155.1)
	$	4,401.5	$	3,450.7
Accrued expenses and other current liabilities:
Accrued payroll and related benefits	$	183.8	$	284.8
Amount due to EFK seller	—		236.3
Sales related reserves	108.3		209.9



Income taxes payable	37.4		34.8

Other (1)	333.7		281.5
	$	663.2	$	1,047.3

_______________________

(1)The current portion of operating lease liabilities is included in this amount. See discussion below.

Depreciation expense for property, plant and equipment totaled $485.3 million, $398.1 million and $436.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Included within sales related reserves are ship and credit reserves for distributors amounting to $74.3 million and $158.6 million as of December 31, 2023 and 2022, respectively.

Leases

Operating and financing lease arrangements are comprised primarily of real estate and equipment agreements. The Company's existing leases do not contain significant restrictive provisions or residual value guarantees; however, certain leases contain renewal options and provisions for payment of real estate taxes, insurance and maintenance costs by the Company.

The components of operating lease expense are as follows (in millions):


	Year Ended
	December 31, 2023		December 31, 2022		December 31, 2021
Operating lease	$	48.0	$	47.8	$	39.7




Variable lease	5.1		9.8		3.8
Short-term lease	1.7		2.6		2.0
Total lease expense	$	54.8	$	60.2	$	45.5

The operating lease liabilities included in the Consolidated Balance Sheets are as follows (in millions):


	As of
	December 31, 2023		December 31, 2022
Operating lease liabilities included in:
Accrued expenses and other current liabilities	$	33.0	$	35.2
Other long-term liabilities	231.0		246.5
Total	$	264.0	$	281.7
Operating ROU assets included in:
Other assets	$	247.3	$	262.1

As of December 31, 2023, the weighted-average remaining lease-terms and weighted-average discount rates were 11.0 years and 18.0 years, and 4.8% and 6.2%, for operating and financing leases, respectively.

As of December 31, 2023, there was an insignificant amount of commitments for operating leases that have not yet commenced. The reconciliation of the maturities of the operating and financing leases to the lease liabilities recorded in the Consolidated Balance Sheet as of December 31, 2023 is as follows (in millions):


	Operating Leases		Financing Leases
2024	$	43.0	$	1.7
2025	36.8		1.7
2026	30.8		1.7
2027	28.9		1.8
2028	23.6		1.8
Thereafter	188.8		31.0
Total lease payments	351.9		39.7
Less: Interest	(87.9)		(16.5)
Total lease liabilities	$	264.0	$	23.2

Significant Accounting Policies	12 Months Ended
Significant Accounting Policies	Dec. 31, 2023
Accounting Policies [Abstract]
Significant Accounting Policies	Note 2: Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements include the assets, liabilities, revenue and expenses of all wholly-owned and majority-owned subsidiaries over which the Company exercises control and, when applicable, entities in which the Company has a controlling financial interest or is the primary beneficiary. Investments in affiliates where the Company does not exert a controlling financial interest are not consolidated. All intercompany balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations and various other assumptions that management believes are reasonable under the circumstances. Significant estimates have been used by management in conjunction with the following: (i) calculation of future payouts for customer incentives and amounts subject to allowances and returns; (ii) valuation and obsolescence relating to inventories; (iii) measurement of valuation allowances against deferred tax assets, and evaluations of uncertain tax positions; (iv) assumptions used in business combinations; and (v) testing for impairment of long-lived assets and goodwill. Actual results may differ from the estimates and assumptions used in the consolidated financial statements. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand deposits and highly liquid investments with original maturities at the time of purchase of three months or less. The Company maintains amounts on deposit at various financial institutions, which may at times exceed federally insured limits. However, management periodically evaluates the credit-worthiness of those institutions and has not experienced any losses on such deposits. Inventories Inventories are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or net realizable value. General market conditions, as well as the Company's design activities, can cause certain of its products to become obsolete. The Company writes down excess and obsolete inventories based upon a regular analysis of inventory on hand compared to historical and projected end-user demand. The determination of projected end-user demand requires the use of estimates and assumptions related to projected unit sales for each product. These write downs can influence results from operations. For example, when demand for a given part falls, all or a portion of the related inventory that is considered to be in excess of anticipated demand is written down, impacting cost of revenue and gross profit. However, the majority of product inventory that has been previously written down is ultimately discarded. Although the Company does sell some products that have previously been written down, such sales have historically been consistently insignificant and the related impact on the Company's gross profit has also been insignificant. Property, Plant and Equipment Property, plant and equipment are recorded at cost and are depreciated over estimated useful lives of 30 years for buildings and 3-20 years for computers, machinery and equipment using straight-line methods. Expenditures for maintenance and repairs are charged to operations in the period in which the expense is incurred. When assets are retired or otherwise disposed of, the related costs and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. The Company evaluates the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be fully recoverable. A potential impairment charge is evaluated when the undiscounted expected cash flows derived from an asset group are less than its carrying amount. Impairment losses, if applicable, are measured as the amount by which the carrying value of an asset group exceeds its fair value. Judgment is used when applying these impairment rules to determine the timing of the impairment test, the undiscounted cash flows used to assess impairments and the fair value of the asset group. Business Combination Purchase Price Allocation The allocation of the purchase price of business combinations is based on management estimates and assumptions, which utilize established valuation techniques appropriate for the technology industry. These techniques include the income approach, cost approach or market approach, depending upon which approach is the most appropriate based on the nature and reliability of available data. Management records the acquired assets and liabilities at fair value. If the income approach is used, the fair value determination is predicated upon the value of the future cash flows that an asset is expected to generate over its economic life. The cost approach takes into account the cost to replace (or reproduce) the asset and the effects on the asset's value of physical, functional and/or economic obsolescence that has occurred with respect to the asset. The market approach is used to estimate value from an analysis of actual market transactions or offerings for economically comparable assets available as of the valuation date. Determining the fair value of acquired technology assets is judgmental in nature and requires the use of significant estimates and assumptions, including the discount rate, revenue growth rates, projected gross margins, and estimated research and development and other operating expenses. Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in a business combination. The Company evaluates its goodwill for impairment annually during the fourth quarter and whenever events or changes in circumstances indicate the carrying value of a reporting unit may not be recoverable. The Company’s divisions are one level below the operating segments, constituting individual businesses, at which level the Company’s segment management conducts regular reviews of the operating results. The Company's divisions, either individually or in a combination, constitute reporting units for purposes of allocating and testing goodwill. The Company's impairment evaluation consists of a qualitative assessment. If this assessment indicates that it is more likely than not the estimated fair value of a reporting unit exceeds its carrying value, goodwill is not considered impaired. Otherwise, a quantitative impairment test is performed by comparing the fair value of a reporting unit to its carrying value, including goodwill. The Company can bypass the qualitative assessment for any period and proceed directly to the quantitative impairment test. If the carrying value of the net assets associated with the reporting unit exceeds the fair value of the reporting unit, goodwill is considered impaired and will be determined as the amount by which the reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Determining the fair value of the Company's reporting units is subjective in nature and involves the use of significant estimates and assumptions, including projected net cash flows, discount rates and long-term growth rates. The Company determines the fair value of its reporting units based on an income approach derived from the present value of estimated future cash flows. The assumptions about estimated cash flows include factors such as future revenue, gross profit, operating expenses and industry trends. The Company considers historical rates and current market conditions when determining the discount and long-term growth rates to use in its analysis. The Company considers other valuation methods, such as the cost approach or market approach, if it is determined that these methods provide a more representative approximation of fair value. Intangible Assets The Company's acquisitions have resulted in intangible assets consisting of values assigned to customer relationships, patents, developed technology, licenses, and trademarks, which are considered long-lived assets and are stated at cost less accumulated amortization. These intangible assets are amortized over their estimated useful lives and are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of an asset group containing these assets may not be recoverable. Leases The Company determines if an arrangement is a lease at its inception. Operating and financing lease arrangements are comprised primarily of real estate and equipment agreements. Operating right-of-use ("ROU") assets are included in other assets and the corresponding lease liabilities, depending on their maturity, are included in Accrued expenses and other current liabilities or other long-term liabilities. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The lease term includes options to extend the lease when it is reasonably certain that the option will be exercised. Leases with a term of 12 months or less are not recorded on the Consolidated Balance Sheet. The Company uses its estimated incremental borrowing rate in determining the present value of lease payments considering the term of the lease, which is derived from information available at the lease commencement date, giving consideration to publicly available data for instruments with similar characteristics. The Company accounts for the lease and non-lease components as a single lease component. Debt Issuance Costs Debt issuance costs for the Company's revolving credit facilities are capitalized and amortized over the term of the facility on a straight-line basis. Amortization is included in interest expense while the unamortized balance is included in other assets. Debt issuance costs for the Company's convertible notes, senior notes and term debt are recorded as a direct deduction from the carrying amounts of such debt, consistent with debt discounts, and are amortized over their term using the effective interest method. Amortization is included in interest expense. Government Incentives The Company receives government incentives for various reasons including capital expenditures, operating expenses, or to develop specific technologies, which may require the Company to meet or maintain certain metrics, and may be subject to reduction, termination, or recapture if such conditions are not met or maintained. Incentives related to the acquisition or construction of property, plant and equipment are recognized as a reduction in the cost-basis of the underlying assets with a reduction to depreciation expense based on the useful lives of the related assets. Incentives related to specific operating activities are offset against the related expense in the period the expense is incurred. Government incentives received prior to being earned are recognized in current or non-current liabilities or restricted cash, whereas incentives earned prior to being received are recognized in current or non-current receivables. Cash incentives related to operating expenses along with incentives that can offset taxes payable are included in operating activities, while cash received related to the acquisition of property, plant, and equipment are included in investing activities in the Consolidated Statements of Cash Flows. Contingencies The Company is involved in a variety of legal matters, IP matters, environmental, financing and indemnification contingencies that arise in the ordinary course of business. Based on the information available, management evaluates the relevant range and likelihood of potential outcomes and records the appropriate liability when the amount is deemed probable and reasonably estimable. Treasury Stock Treasury stock is recorded at cost, inclusive of fees, commissions and other expenses, when outstanding common shares are repurchased, bond hedges issued in connection with the convertible notes are settled and when outstanding shares are withheld to satisfy tax withholding obligations in connection with certain shares pursuant to RSUs under the Company's share-based compensation plans. Re-issuance of shares held in treasury stock is accounted for on a first-in, first-out basis. Revenue Recognition The Company generates revenue from sales of its semiconductor products to direct customers and distributors. The Company also generates revenue, to a much lesser extent, from product development agreements and manufacturing services provided to customers. The Company applies a five-step approach in determining the amount and timing of revenue to be recognized: (i) identifying the contract with a customer; (ii) identifying the performance obligations in the contract; (iii) determining the transaction price; (iv) allocating the transaction price to the performance obligations in the contract; and (v) recognizing revenue when the performance obligation is satisfied. The Company allocates the transaction price to each distinct product based on its relative stand-alone selling price. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. Revenue is recognized when the Company satisfies a performance obligation in an amount reflecting the consideration to which it expects to be entitled. For sales agreements, the Company has identified the promise to transfer products, each of which is distinct, as the performance obligation. The Company recognizes revenue from sales agreements upon transferring control of a product to the customer, which typically occurs when products are shipped or delivered, depending on the delivery terms, or when products that are consigned at customer locations are consumed. Revenue is also recognized over time for products with no alternative use and an enforceable right to payment as they are manufactured, which represents a contract asset. The Company can receive cash payments from customers in advance of the performance obligation being satisfied, which represents a contract liability. Contract liabilities are recognized as revenue when the performance obligations are satisfied. Frequently, the Company receives orders with multiple delivery dates that may extend across reporting periods. Each delivery constitutes an individual performance obligation, which consists of transferring control of the products to the customers based on their stand-alone selling price. The Company invoices the customer for each delivery upon shipment and recognizes revenue in accordance with delivery terms. As scheduled delivery dates are within one year, revenue allocated to future shipments of partially completed contracts are not disclosed. For product development agreements, the Company has identified the completion of a service defined in the agreement as the performance obligation. The Company recognizes revenue from product development agreements over time based on the cost-to-cost method. The Company recognizes revenue from manufacturing services when it satisfies the performance obligation by transferring the promised goods or services to the customer. Depending on the terms of the applicable contractual agreement with the customer, revenue is recognized at the point in time when the customer obtains control of the promised goods or service, or over time when the created asset has no alternate use to the Company and there is an enforceable right to payment for the performance to date. Sales agreements with customers are renewable periodically and contain terms and conditions with respect to payment, delivery, warranty and supply. In the absence of a sales agreement, the Company’s standard terms and conditions apply. The Company considers the customer purchase orders, governed by sales agreements or the Company’s standard terms and conditions, to be the contract with the customer. The Company evaluates certain factors including the customer’s ability to pay (or credit risk). The Company’s direct customers do not have the right to return products, other than pursuant to the provisions of the Company’s standard warranty. Sales to distributors, however, are typically made pursuant to agreements that provide return rights and stock rotation provisions permitting limited levels of product returns. Sales to certain distributors, primarily those with ship and credit rights, can also be subject to price adjustment on certain products. Although payment terms vary, most distributor agreements require payment within 30 days. In addition, the Company offers cash discounts to certain customers for payments received within an agreed upon time, generally ten days after shipment, which is recorded as a reduction to revenue. Sales returns and allowances, which include ship and credit reserves for distributors, are estimated based on historical claims data and expected future claims. Provisions for discounts and rebates to customers, estimated returns and allowances, ship and credit claims and other adjustments are provided for in the same period the related revenue are recognized, and are netted against revenue. The Company records freight and handling costs associated with outbound freight after control over a product has transferred to a customer as a fulfillment cost and includes it in cost of revenue. Taxes assessed by government authorities on revenue-producing transactions, including value-added and excise taxes, are presented on a net basis (excluded from revenue). The Company generally warrants that products sold to its customers will, at the time of shipment, be free from defects in workmanship and materials and conform to specifications. The Company’s standard warranty extends for a period of two years from the date of delivery, except in the case of image sensor products, which are warrantied for one year from the date of delivery. At the time revenue is recognized, the Company establishes an accrual for estimated warranty expenses associated with its sales and records them as a component of the cost of revenue. Research and Development Costs Research and development costs are expensed as incurred. Income Taxes Income taxes are accounted for using the asset and liability method. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which these temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which management cannot conclude that it is more likely than not that such deferred tax assets will be realized. In determining the amount of the valuation allowance, estimated future taxable income, feasible tax planning strategies, future reversals of existing temporary differences and taxable income in prior carryback years, if a carryback is permitted, are considered. If the Company determines it is more likely than not that all or a portion of the remaining deferred tax assets will not be realized, the valuation allowance will be increased with a charge to income tax expense. Conversely, if the Company determines it is more likely than not to be able to utilize all or a portion of the deferred tax assets for which a valuation allowance has been provided, the related portion of the valuation allowance will be recorded as a reduction to income tax expense. The Company recognizes and measures benefits for uncertain tax positions using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that is it more likely than not that the tax positions will be sustained upon audit, including resolution of any related appeals or litigation processes. For tax positions that are more likely than not to be sustained upon audit, the second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon settlement. No tax benefit is recognized for tax positions that are not more likely than not to be sustained. The Company's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Significant judgment is required to evaluate uncertain tax positions. Evaluations are based upon a number of factors, including changes in facts or circumstances, changes in tax law, correspondence with tax authorities during the course of tax audits and effective settlement of audit issues. Changes in the recognition or measurement of uncertain tax positions could result in significant increases or decreases in income tax expense in the period in which the change is made, which could have a significant impact to the Company's effective tax rate. Foreign Currencies Most of the Company's foreign subsidiaries conduct business primarily in U.S. dollars and, as a result, utilize the U.S. dollar as their functional currency. For the remeasurement of financial statements of these subsidiaries, assets and liabilities in foreign currencies that are receivable or payable in cash are remeasured at current exchange rates, while inventories and other non-monetary assets in foreign currencies are remeasured at historical rates. Gains and losses resulting from the remeasurement of such financial statements are included in the operating results, as are gains and losses incurred on foreign currency transactions. Some of the Company's Japanese subsidiaries utilize Japanese Yen as their functional currency. The assets and liabilities of these subsidiaries are translated at current exchange rates, while revenue and expenses are translated at the average rates in effect for the period. The related translation gains and losses are included in other comprehensive income or loss within the Consolidated Statements of Operations and Comprehensive Income. Defined Benefit Pension Plans The Company maintains defined benefit pension plans covering certain of its foreign employees. Net periodic pension costs and pension obligations are determined based on actuarial assumptions, including discount rates for plan obligations, assumed rates of return on pension plan assets and assumed rates of compensation increases for employees participating in plans. These assumptions are based upon management's judgment and consultation with actuaries, considering all known trends and uncertainties. The service cost component of the net periodic pension cost is allocated between the cost of revenue, research and development, selling and marketing and general and administrative line items, while the other components are included in other expense in the Consolidated Statements of Operations and Comprehensive Income. Fair Value Measurement The Company measures certain of its financial and non-financial assets at fair value by using the fair value hierarchy that prioritizes certain inputs into individual fair value measurement approaches. The fair value hierarchy, which is based on three levels of inputs, of which the first two are considered observable and the third, unobservable. The Company has elected not to carry any of its debt instruments at fair value.

Financial Instruments

12 Months Ended

Dec. 31, 2023

Investments, All Other Investments [Abstract]

Financial Instruments

Note 15: Financial Instruments

Foreign Currencies

As a multinational business, the Company's transactions are denominated in a variety of currencies. When appropriate, the Company uses forward foreign currency contracts to reduce its overall exposure to the effects of currency fluctuations on its results of operations and cash flows. The Company's policy prohibits trading in currencies for which there are no underlying exposures and entering into trades for any currency to intentionally increase the underlying exposure. The Company primarily hedges existing assets and liabilities associated with transactions currently on its balance sheet, which are undesignated hedges for accounting purposes.

As of December 31, 2023 and 2022, the Company had outstanding foreign exchange contracts with notional amounts of $262.2 million and $272.0 million, respectively. Such contracts were obtained through financial institutions and were scheduled to mature within one to three months from the time of purchase. Management believes that these financial instruments should not subject the Company to increased risks from foreign exchange movements because gains and losses on these contracts should offset gains and losses on the underlying assets, liabilities and transactions to which they are related.

The following schedule summarizes the Company's net foreign exchange positions in U.S. dollars (in millions):


	As of December 31,
	2023			2022
	Buy (Sell)		Notional Amount	Buy (Sell)		Notional Amount
Philippine Peso	47.3		47.3	63.9		63.9
Euro	64.6		64.6	26.0		26.0
Korean Won	(14.3)		14.3	35.7		35.7
Japanese Yen	55.2		55.2	27.0		27.0


Czech Koruna	16.8		16.8	41.7		41.7


Other currencies - Buy	54.4		54.4	66.5		66.5
Other currencies - Sell	(9.6)		9.6	(11.2)		11.2
	$	214.4	262.2	$	249.6	$	272.0

Amounts receivable or payable under the contracts were not material as of December 31, 2023 and 2022, and are included in other current assets or accrued expenses and other current liabilities in the accompanying Consolidated Balance Sheets. For the years ended December 31, 2023, 2022 and 2021, realized and unrealized foreign currency transactions totaled a loss of $7.9 million, $0.7 million and $0.8 million, respectively. The realized and unrealized foreign currency transactions are included in other income (expense) in the Company's Consolidated Statements of Operations and Comprehensive Income.

Cash Flow Hedges

Foreign currency risk

During 2023, the Company entered into foreign currency forward contracts to hedge its exposure to foreign currency exchange rate risk related to future forecasted transactions denominated in certain currencies other than the U.S. Dollar. These contracts generally mature within 12 months and are designated as cash flow hedges for accounting purposes.

As of December 31, 2023, the notional value of outstanding foreign currency forward contracts designated as cash flow hedges was $92.2 million, with a fair value of $0.9 million recorded as other current assets. A loss of $0.1 million was recognized as a component of cost of revenues for the year ended December 31, 2023. The Company did not identify any ineffectiveness with respect to the notional amounts of the foreign currency forward contracts effective as of December 31, 2023.

Interest rate risk

During 2023, the Company terminated its interest rate swap agreements with a notional value of $500 million for fiscal years 2023 and 2024, respectively, received cash proceeds of $27.7 million, net of termination fees, and recognized $6.9 million of other income related to the termination. Approximately $20.7 million was recorded in Accumulated Other Comprehensive Income, which will be recognized to other income through December 2024.

As of December 31, 2022, the Company had interest rate swap agreements for notional amounts of $750.0 million, $500.0 million and $500.0 million for fiscal years 2022, 2023 and 2024, respectively. The fair value of the interest rate swaps totaled $36.0 million as of December 31, 2022, which was classified based on each instrument’s maturity dates.

See Note 17: ''Changes in Accumulated Other Comprehensive Loss'' for the effective amounts related to derivative instruments designated as cash flow hedges affecting accumulated other comprehensive loss and the Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2023.

Convertible Note Hedges

The Company entered into convertible note hedges in connection with the issuance of the 0% Notes, 0.50% Notes and 1.625% Notes.

Other

As of December 31, 2023, the Company had no outstanding commodity derivatives, currency swaps, options or equity investments held at subsidiaries or affiliated companies. The Company does not hedge the value of its equity investments in its subsidiaries or affiliated companies.

The Company is exposed to credit-related losses if its hedge counterparties fail to perform their obligations. As of December 31, 2023, the counterparties to the Company's hedge contracts are held at financial institutions which the Company believes to be highly rated, and no credit-related losses are anticipated.

Employee Benefit Plans - Summary of Net Periodic Pension Cost (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]
Service cost	$ 4.7	$ 8.1	$ 11.7
Interest cost	$ 6.3	$ 4.0	$ 4.5
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Excluding Service Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest rate swaps terminations	Interest rate swaps terminations	Interest rate swaps terminations
Expected return on plan assets	$ (4.7)	$ (4.3)	$ (6.5)
Curtailment gain	0.0	0.0	(0.4)
Actuarial (gains) losses	4.0	(22.1)	(21.4)
Total net periodic pension (gain) cost	$ 10.3	$ (14.3)	$ (12.1)
Discount rate used for net periodic pension costs	3.27%	1.54%	1.31%
Discount rate used for pension benefit obligations	3.63%	3.63%	1.54%
Expected return on plan assets	3.46%	2.98%	3.04%
Rate of compensation increase	4.26%	3.43%	3.45%

Acquisitions and Divestitures - Purchase Price Allocation (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Oct. 28, 2021
Business Acquisition [Line Items]
Goodwill	$ 1,577.6	$ 1,577.6	$ 1,937.5
EFK
Business Acquisition [Line Items]
Inventory		3.3
Other current assets		4.4
Property, plant and equipment		396.5
Other non-current assets		11.4
Total assets acquired		415.6
Current liabilities		3.0
Other long-term liabilities		6.3
Total liabilities assumed		9.3
Net assets acquired/purchase price		$ 406.3
GT Advanced Technologies Inc
Business Acquisition [Line Items]
Cash and cash equivalents				$ 8.2
Inventory and other current assets				10.0
Property, plant and equipment				31.9
Goodwill				274.8
Other non-current assets				7.4
Intangible assets - Developed Technology				130.0
Deferred tax assets				13.4
Total assets acquired				475.7
Current liabilities				5.8
Other long-term liabilities				35.0
Total liabilities assumed				40.8
Net assets acquired/purchase price				$ 434.9

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Share-Based Compensation Expense

Total share-based compensation expense related to the Company's RSUs, stock grant awards and ESPP was recorded within the Consolidated Statements of Operations and Comprehensive Income as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Cost of revenue	$	18.1	$	12.0	$	15.6
Research and development	20.5		17.6		24.2
Selling and marketing	18.6		16.4		16.6
General and administrative	63.9		54.8		44.9

Share-based compensation expense	121.1		100.8		101.3
Income tax benefit	(25.4)		(21.2)		(21.3)
Share-based compensation expense, net of taxes	$	95.7	$	79.6	$	80.0

Summary of Restricted Stock Units Transactions

A summary of activity of RSUs during the year ended December 31, 2023 is as follows (number of shares in millions):


	Number of Shares	Weighted-Average Grant Date Fair Value
Nonvested shares of RSUs at December 31, 2022	3.8	$	46.56
Granted	1.9	80.32
Achieved	0.3	54.16
Released	(2.4)	41.56
Forfeited	(0.4)	62.12
Nonvested shares of RSUs at December 31, 2023	3.2	69.39

Goodwill and Intangible Assets - Summary of Amortization Expense (Details) $ in Millions	Dec. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 58.1
2025	47.9
2026	41.6
2027	34.6
2028	27.5
Thereafter	89.6
Total estimated amortization expense	$ 299.3

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Revenue	$ 8,253.0	$ 8,326.2	$ 6,739.8
Cost of revenue	4,369.5	4,249.0	4,025.5
Gross profit	3,883.5	4,077.2	2,714.3
Operating expenses:
Research and development	577.3	600.2	655.0
Selling and marketing	279.1	287.9	293.6
General and administrative	362.4	343.2	304.8
Amortization of acquisition-related intangible assets	51.1	81.2	99.0
Restructuring, asset impairments and other charges, net	74.9	17.9	71.4
Goodwill and intangible asset impairment	0.0	386.8	2.9
Total operating expenses	1,344.8	1,717.2	1,426.7
Operating income	2,538.7	2,360.0	1,287.6
Other income (expense), net:
Interest expense	(74.8)	(94.9)	(130.4)
Interest income	93.1	15.5	1.4
Loss on debt refinancing and prepayment	(13.3)	(7.1)	(29.0)
Gain (loss) on divestiture of businesses	(0.7)	67.0	10.2
Other income (expense), net	(7.2)	21.7	18.0
Other income (expense), net	(2.9)	2.2	(129.8)
Income before income taxes	2,535.8	2,362.2	1,157.8
Income tax provision	(350.2)	(458.4)	(146.6)
Net income	2,185.6	1,903.8	1,011.2
Less: Net income attributable to non-controlling interest	(1.9)	(1.6)	(1.6)
Net income attributable to ON Semiconductor Corporation	2,183.7	1,902.2	1,009.6
Net income for diluted earnings per share of common stock (Note 10)	$ 2,185.0	$ 1,904.2	$ 1,009.6
Net income per share of common stock attributable to ON Semiconductor Corporation:
Basic (in dollars per share)	$ 5.07	$ 4.39	$ 2.37
Diluted (in dollars per share)	$ 4.89	$ 4.25	$ 2.27
Weighted-average shares of common stock outstanding:
Basic (in shares)	430.7	433.2	425.7
Diluted (in shares)	446.8	448.2	443.8
Comprehensive income (loss), net of tax:
Net income	$ 2,185.6	$ 1,903.8	$ 1,011.2
Foreign currency translation adjustments	(2.1)	(6.0)	(3.8)
Effects of cash flow hedges	(19.9)	23.4	20.8
Other comprehensive income (loss), net of tax	(22.0)	17.4	17.0
Comprehensive income	2,163.6	1,921.2	1,028.2
Comprehensive income attributable to non-controlling interest	(1.9)	(1.6)	(1.6)
Comprehensive income attributable to ON Semiconductor Corporation	$ 2,161.7	$ 1,919.6	$ 1,026.6

Fair Value Measurements - Narrative (Details) - USD ($)	Dec. 31, 2023	Oct. 16, 2023	Feb. 28, 2023	Dec. 31, 2022	Dec. 31, 2021
Non-financial Assets \| Fair Value, Measurements, Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Non-financial assets	$ 0			$ 0	$ 0
Convertible Debt \| 0% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	0.00%			0.00%	0.00%
Convertible Debt \| 0.50% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	0.50%		0.50%
Convertible Debt \| 1.625% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	1.625%	1.625%		1.625%	1.625%
Notes Payable \| 3.875% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	3.875%			3.875%
Other Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	$ 0
Other Assets \| Demand and time deposits
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	$ 0

Income Taxes - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes [Line Items]
Effective income tax rate (benefit) (as a percent)	13.80%	19.40%	12.70%
Deferred tax assets, valuation allowance	$ 150.3	$ 152.4
Balance of unrecognized tax benefit	67.7	136.8	$ 137.2	$ 151.0
Unrecognized tax position, that would affect the annual effective tax rate	25.1
Unrecognized tax benefits that would impact deferred taxes	42.6
Estimate of decrease in unrecognized tax positions	3.9
Interest and penalties tax expense (benefit)	(0.8)	1.4	(3.3)
Accrued interest and penalties	2.0	2.7	$ 1.3
Federal
Income Taxes [Line Items]
Net operating loss carryforwards	22.2	50.4
Tax credit carryforwards	6.6	2.1
State
Income Taxes [Line Items]
Net operating loss carryforwards	273.3	324.6
Tax credit carryforwards	111.8	123.5
Deferred tax assets, valuation allowance	76.0
Foreign
Income Taxes [Line Items]
Net operating loss carryforwards	232.3	268.3
Tax credit carryforwards	$ 93.5	$ 65.7

Revenue and Segment Information (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Schedule of Revenue and Gross Profit from Reportable Segments

Revenue and gross profit for the Company’s operating and reportable segments are as follows (in millions):


	PSG		ASG		ISG		Total
For year ended December 31, 2023:
Revenue from external customers	$	4,449.0	$	2,488.5	$	1,315.5	$	8,253.0
Segment gross profit	2,111.3		1,131.9		640.3		3,883.5

For year ended December 31, 2022:
Revenue from external customers	$	4,208.2	$	2,841.3	$	1,276.7	$	8,326.2
Segment gross profit	1,994.3		1,474.5		608.4		4,077.2

For year ended December 31, 2021:
Revenue from external customers	$	3,439.1	$	2,399.9	$	900.8	$	6,739.8
Segment gross profit	1,318.3		1,055.6		340.4		2,714.3

Schedule of Disaggregation of Revenue

Revenue for the Company's operating and reportable segments disaggregated into geographic locations based on sales billed from the respective country and sales channels are as follows (in millions):


	Year Ended December 31, 2023
	PSG		ASG		ISG		Total
Geographic Location
Hong Kong	$	1,334.8	$	581.1	$	252.7	$	2,168.6
Singapore	1,202.3		533.2		203.3		1,938.8
United Kingdom	904.0		513.5		335.9		1,753.4
United States	712.4		534.0		327.3		1,573.7
Other	295.5		326.7		196.3		818.5
Total	$	4,449.0	$	2,488.5	$	1,315.5	$	8,253.0

Sales Channel
Distributors	$	2,643.0	$	1,089.8	$	576.3	$	4,309.1
Direct Customers	1,806.0		1,398.7		739.2		3,943.9

Total	$	4,449.0	$	2,488.5	$	1,315.5	$	8,253.0


	Year Ended December 31, 2022
	PSG		ASG		ISG		Total
Geographic Location
Hong Kong	$	1,314.9	$	742.7	$	258.2	$	2,315.8
Singapore	1,114.9		819.0		200.0		2,133.9
United Kingdom	762.0		454.8		275.5		1,492.3
United States	708.0		421.3		335.4		1,464.7
Other	308.4		403.5		207.6		919.5
Total	$	4,208.2	$	2,841.3	$	1,276.7	$	8,326.2

Sales Channel
Distributors	$	2,702.6	$	1,413.3	$	691.4	$	4,807.3
Direct Customers	1,505.6		1,428.0		585.3		3,518.9

Total	$	4,208.2	$	2,841.3	$	1,276.7	$	8,326.2


	Year Ended December 31, 2021
	PSG		ASG		ISG		Total
Geographic Location
Singapore	$	1,097.7	$	860.4	$	139.7	$	2,097.8
Hong Kong	1,055.6		572.4		200.6		1,828.6
United Kingdom	606.4		343.7		173.5		1,123.6
United States	432.0		304.7		194.9		931.6
Other	247.4		318.7		192.1		758.2
Total	$	3,439.1	$	2,399.9	$	900.8	$	6,739.8

Sales Channel
Distributors	$	2,443.0	$	1,335.5	$	553.5	$	4,332.0
Direct Customers	996.1		1,064.4		347.3		2,407.8

Total	$	3,439.1	$	2,399.9	$	900.8	$	6,739.8

The Company's revenue disaggregated into end-markets and product technologies is as follows (in millions):


	Year-Ended December 31,
	2023		2022		2021
End-Markets
Automotive	$	4,319.9	$	3,360.8	$	2,288.9
Industrial	2,278.4		2,290.5		1,802.3
Other*	1,654.7		2,674.9		2,648.6
Total	$	8,253.0	$	8,326.2	$	6,739.8
* Other includes the end-markets of computing, consumer, networking, communications, etc.

Product Technologies
Intelligent Power	$	4,214.8	$	3,997.3	$	3,073.6
Intelligent Sensing	1,606.8		1,573.7		1,114.1
Other	2,431.4		2,755.2		2,552.1
Total	$	8,253.0	$	8,326.2	$	6,739.8

Summary of Property, Plant and Equipment by Geographic Location

Property, plant and equipment, net by geographic location, are summarized as follows (in millions):


	As of December 31,
	2023		2022
United States	$	1,456.5	$	1,329.2
South Korea	1,360.8		871.0
Philippines	252.9		296.8
Czech Republic	559.7		279.3
China	252.2		215.3
Malaysia	199.3		190.2

Vietnam	164.3		86.8
Other	155.8		182.1
Total	$	4,401.5	$	3,450.7

Schedule of Segments and Product Lines

These segments represent the Company's view of the business and as such are used to evaluate progress of major initiatives and allocation of resources.

PSG

ASG

ISG

Analog products

Actuator Drivers

SiC products

ASIC products

CMOS Image Sensors

Discrete products

ECL products

Image Signal Processors

MOSFET products

Foundry products / services

Single Photon Detectors

Power Module products

Gate Driver products

Isolation products

LSI products

Memory products

Standard Logic products

Gate Driver products

Standard Logic products

Financial Instruments - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Oct. 16, 2023	Feb. 28, 2023
Derivatives, Fair Value [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ (45.2)	$ (23.2)
0% Notes \| Convertible Debt
Derivatives, Fair Value [Line Items]
Debt instrument, interest rate	0.00%	0.00%	0.00%
1.625% Notes \| Convertible Debt
Derivatives, Fair Value [Line Items]
Debt instrument, interest rate	1.625%	1.625%	1.625%	1.625%
0.50% Notes \| Convertible Debt
Derivatives, Fair Value [Line Items]
Debt instrument, interest rate	0.50%				0.50%
Foreign exchange contract
Derivatives, Fair Value [Line Items]
Notional amount	$ 262.2	$ 272.0
Realized and unrealized foreign currency transaction loss	7.9	0.7	$ 0.8
Foreign exchange contract \| Cash Flow Hedging \| Designated as Hedging Instrument
Derivatives, Fair Value [Line Items]
Notional amount	92.2
Derivative Assets (Liabilities), at Fair Value, Net	0.9
Gain (Loss) on Hedging Activity	$ 0.1
Foreign exchange contract \| Minimum
Derivatives, Fair Value [Line Items]
Derivative, term of contract (in months)	1 month
Foreign exchange contract \| Maximum
Derivatives, Fair Value [Line Items]
Derivative, term of contract (in months)	3 months
Interest rate swap agreements, 2023 and 2024
Derivatives, Fair Value [Line Items]
Proceeds from Derivative Instrument, Investing Activities	$ 27.7
Other Income	6.9
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ 20.7
Interest rate swap agreement 2023
Derivatives, Fair Value [Line Items]
Notional amount		500.0
Interest rate swap agreement 2024
Derivatives, Fair Value [Line Items]
Notional amount		500.0
Interest rate swap agreement 2022
Derivatives, Fair Value [Line Items]
Notional amount		750.0
Interest Rate Swap
Derivatives, Fair Value [Line Items]
Interest rate swaps, fair value		$ 36.0

Employee Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2023

Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]

Summary of Net Periodic Pension Cost

Following is a summary of the status of the Company's foreign defined benefit pension plans and the net periodic pension cost (in millions):


	Year Ended December 31,
	2023			2022			2021
Service cost	$	4.7		$	8.1		$	11.7
Interest cost	6.3			4.0			4.5
Expected return on plan assets	(4.7)			(4.3)			(6.5)

Curtailment gain	—			—			(0.4)
Actuarial (gains) losses	4.0			(22.1)			(21.4)
Total net periodic pension (gain) cost	$	10.3		$	(14.3)		$	(12.1)
Weighted average assumptions
Discount rate used for net periodic pension costs	3.27		%	1.54		%	1.31		%
Discount rate used for pension benefit obligations	3.63		%	3.63		%	1.54		%
Expected return on plan assets	3.46		%	2.98		%	3.04		%
Rate of compensation increase	4.26		%	3.43		%	3.45		%

Summary of Status Of Foreign Pension Plans


	As of December 31,
	2023		2022
Change in projected benefit obligation (PBO)
Projected benefit obligation at the beginning of the year	$	185.5	$	293.6
Divestiture of businesses	—		(41.3)
Service cost	4.7		8.1
Interest cost	6.3		4.0
Net actuarial (gain) loss	7.8		(38.3)
Benefits paid by plan assets	(10.7)		(5.3)
Benefits paid by the Company	(3.2)		(3.4)
Participant contributions	0.1		0.1

Translation and other (gain) loss	0.6		(32.0)
Projected benefit obligation at the end of the year	$	191.1	$	185.5
Accumulated benefit obligation at the end of the year	$	157.3	$	153.8
Change in plan assets
Fair value of plan assets at the beginning of the year	$	131.7	$	189.7



Divestiture of businesses	—		(21.9)
Actual return on plan assets	8.5		(11.9)
Benefits paid from plan assets	(10.7)		(5.3)
Employer contributions	11.3		2.3

Translation and other gain (loss)	(0.5)		(21.2)
Fair value of plan assets at the end of the year	$	140.3	$	131.7

	As of December 31,
	2023		2022
Plans with underfunded or non-funded projected benefit obligation
Projected benefit obligation	$	118.2	$	121.1
Fair value of plan assets	50.2		54.2
Plans with underfunded or non-funded accumulated benefit obligation
Accumulated benefit obligation	$	87.7	$	84.2
Fair value of plan assets	50.2		44.9
Amounts recognized in the balance sheet consist of
Current assets	$	0.7	$	0.7
Non-current assets	16.4		12.4
Current liabilities	(1.4)		(0.4)
Non-current liabilities	(66.5)		(66.5)
Funded status	$	(50.8)	$	(53.8)

Schedule of Fair Value Measurement of Plan Assets

The following table sets forth, by level within the fair value hierarchy, a summary of investments measured at fair value and the asset allocations of the plan assets in the Company's foreign pension plans (in millions):



	As of December 31, 2023
	Allocation		Total		Level 1		Level 2		Level 3
Asset Category
Cash/Money Markets	2	%	$	3.5	$	3.5	$	—	$	—
Foreign Government/Treasury Securities (1)	7	%	9.9		9.9		—		—
Corporate Bonds, Debentures (2)	31	%	43.2		—		43.2		—
Equity Securities (3)	22	%	31.3		—		31.3		—
Mutual Funds	9	%	11.9		—		11.9		—
Investment and Insurance Contracts (4)	29	%	40.5		—		16.0		24.5
	100	%	$	140.3	$	13.4	$	102.4	$	24.5


	As of December 31, 2022
	Allocation		Total		Level 1		Level 2		Level 3
Asset Category
Cash/Money Markets	2	%	$	3.0	$	3.0	$	—	$	—
Foreign Government/Treasury Securities (1)	10	%	13.4		13.4		—		—
Corporate Bonds, Debentures (2)	26	%	33.4		—		33.4		—
Equity Securities (3)	23	%	30.2		—		30.2		—
Mutual Funds	7	%	9.3		—		9.3		—
Investment and Insurance Contracts (4)	32	%	42.4		—		18.6		23.8
	100	%	$	131.7	$	16.4	$	91.5	$	23.8

_______________________

(1)Includes investments primarily in guaranteed return securities.

(2) Includes investments in government bonds and corporate bonds of developed countries, emerging market government bonds, emerging market corporate bonds and convertible bonds.

(3) Includes investments in equity securities of developed countries and emerging markets.

(4) Includes certain investments with insurance companies that guarantee a minimum rate of return on the investment.

Schedule of Activity of Plan Assets With Fair Value Measurement Using Significant Unobservable Inputs

Activity during the years ended December 31, 2023 and 2022, respectively, for plan assets with fair value measurement using significant unobservable inputs (Level 3) were as follows (in millions):


	Investment and Insurance Contracts
Balance at December 31, 2021	$	50.6
Actual return on plan assets	(2.8)
Purchase, sales and settlements, net	(21.7)
Foreign currency impact	(2.3)
Balance at December 31, 2022	$	23.8
Actual return on plan assets	1.2
Purchase, sales and settlements, net	(1.3)
Foreign currency impact	0.8
Balance at December 31, 2023	$	24.5

Schedule of Expected Benefit Payments

The expected benefit payments from the Company's defined benefit plans from 2024 through 2028 and the five years thereafter are as follows (in millions):


2024	$	7.1
2025	9.4
2026	8.2
2027	11.4
2028	13.0
Five years thereafter	68.4
Total	$	117.5

Commitments and Contingencies - Future Minimum Purchase Obligations Under Non-cancelable Agreements (Details) $ in Millions	Dec. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2024	$ 964.4
2025	314.4
2026	60.2
2027	40.7
2028	28.2
Thereafter	0.3
Total	$ 1,408.2

Long-Term Debt - 0% Convertible Senior Notes due 2027 (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) day $ / shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021
Debt Instrument [Line Items]
Current portion of long-term debt \| $	$ 794.0	$ 147.8
0% Notes \| Convertible Debt
Debt Instrument [Line Items]
Debt instrument, interest rate	0.00%	0.00%	0.00%
Current portion of long-term debt \| $	$ 794.0
Threshold trading days \| day	20
Threshold consecutive trading days \| day	30
Stock price trigger (in dollars per share) \| $ / shares	$ 68.86
Threshold percentage of stock price trigger (greater than or equal to)	130.00%

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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Significant Accounting Policies (Details)	12 Months Ended
Significant Accounting Policies (Details)	Dec. 31, 2023
Significant Accounting Policies [Line Items]
Payment terms	30 days
Payment period to receive cash discount	10 days
Term for scheduled deliveries (up to)	1 year
Standard product warranty, period from the date of delivery	2 years
ISG
Significant Accounting Policies [Line Items]
Standard product warranty, period from the date of delivery	1 year
Minimum \| Buildings
Significant Accounting Policies [Line Items]
Estimated useful lives of property, plant and equipment (in years)	30 years
Minimum \| Computers, machinery and equipment
Significant Accounting Policies [Line Items]
Estimated useful lives of property, plant and equipment (in years)	3 years
Maximum \| Computers, machinery and equipment
Significant Accounting Policies [Line Items]
Estimated useful lives of property, plant and equipment (in years)	20 years

Income Taxes - Activity for Unrecognized Gross Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Unrecognized Gross Tax Benefits
Balance at beginning of year	$ 136.8	$ 137.2	$ 151.0
Acquired balances	0.0	0.0	9.3
Additions for tax benefits related to the current year	3.4	3.3	3.1
Additions for tax benefits of prior years	0.7	0.5	0.0
Reductions for tax benefits of prior years	(48.0)	(0.3)	(19.7)
Lapse of statute	(9.9)	(3.8)	(2.7)
Settlements	(15.3)	(0.1)	(3.8)
Balance at end of year	$ 67.7	$ 136.8	$ 137.2

Long-Term Debt - Schedule of Annual Maturities Relating to Long-Term Debt (Details) $ in Millions	Dec. 31, 2023 USD ($)
Debt Disclosure [Abstract]
2024	$ 804.9
2025	0.0
2026	0.0
2027	0.0
2028	1,075.0
Thereafter	1,500.0
Total	$ 3,379.9

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities:
Net income	$ 2,185.6	$ 1,903.8	$ 1,011.2
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	609.5	551.8	596.7
(Gain) loss on sale or disposal of fixed assets	11.6	(32.6)	0.0
(Gain) loss on divestiture of businesses	0.7	(67.0)	(10.2)
Loss on debt refinancing and prepayment	13.3	7.1	29.0
Amortization of debt discount and issuance costs	11.3	11.0	10.7
Share-based compensation	121.1	100.8	101.3
Non-cash interest on convertible notes	0.0	0.0	24.7
Non-cash asset impairment charges	19.5	18.6	10.8
Goodwill and Intangible asset impairment charges	0.0	386.8	0.0
Change in deferred tax balances	(127.7)	3.1	62.4
Other	(4.7)	0.1	4.3
Changes in assets and liabilities (exclusive of acquisitions and divestitures):
Receivables	(112.8)	(47.8)	(136.3)
Inventories	(495.2)	(235.2)	(122.8)
Other assets	0.7	(110.5)	(22.9)
Accounts payable	(91.7)	38.2	70.7
Accrued expenses and other current liabilities	(178.6)	96.5	123.9
Other long-term liabilities	14.9	8.4	28.5
Net cash provided by operating activities	1,977.5	2,633.1	1,782.0
Cash flows from investing activities:
Purchase of property, plant and equipment	(1,575.6)	(1,005.0)	(444.6)
Proceeds from sale of property, plant and equipment	4.0	59.1	14.0
Deposits utilized (made) for purchases of property, plant and equipment	36.5	(31.0)	(47.4)
Payments related to acquisition of business, net of cash acquired	(236.3)	(2.4)	(399.4)
Divestiture of business, net of cash transferred and proceeds from escrow	0.0	263.1	7.0
Purchase of available-for-sale securities	0.0	(18.0)	(48.9)
Proceeds from sale or maturity of available-for-sale securities	33.5	28.8	4.2
Net cash used in investing activities	(1,737.9)	(705.4)	(915.1)
Cash flows from financing activities:
Proceeds for the issuance of common stock under the ESPP	25.8	22.9	23.5
Payment of tax withholding for RSUs	(66.8)	(78.1)	(38.9)
Repurchase of common stock	(564.2)	(259.8)	0.0
Issuance and borrowings under debt agreements	1,845.0	500.0	787.3
Reimbursement of debt issuance and other financing costs	4.5	0.0	2.7
Payment of debt issuance and other financing costs	(12.4)	0.0	(3.8)
Repayment of borrowings under debt agreements	(1,723.4)	(530.0)	(1,270.5)
Payment of finance lease obligations	(15.3)	(11.5)	0.0
Payment for purchase of bond hedges	(414.0)	0.0	(160.3)
Proceeds from issuance of warrants	242.5	0.0	93.8
Payments related to prior acquisition	(5.8)	(9.2)	(3.2)
Dividend to non-controlling shareholder	(2.4)	(4.3)	0.0
Net cash used in financing activities	(686.5)	(370.0)	(569.4)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(1.1)	(2.4)	(1.3)
Net increase (decrease) in cash, cash equivalents and restricted cash	(448.0)	1,555.3	296.2
Cash, cash equivalents and restricted cash, beginning of period	2,933.0	1,377.7	1,081.5
Cash, cash equivalents and restricted cash, end of period	$ 2,485.0	$ 2,933.0	$ 1,377.7

Acquisitions and Divestitures - 2022 Acquisition (Details) - USD ($) $ in Millions			12 Months Ended
	Jan. 03, 2023	Dec. 31, 2022	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2023	Dec. 31, 2021
Business Acquisition [Line Items]
Acquisition and divestiture related costs		$ 12.9			$ 0.0	$ 11.9
EFK
Business Acquisition [Line Items]
Cash consideration		$ 406.3
Non-refundable deposit			$ 100.0	$ 70.0
Deferred payments	$ 236.3
License fee				$ 30.0

Earnings Per Share and Equity

12 Months Ended

Dec. 31, 2023

Earnings Per Share and Equity

Note 10: Earnings Per Share and Equity

Earnings Per Share

Net income per share of common stock attributable to ON Semiconductor Corporation is shown below (in millions, except per share data):


	Year ended December 31,
	2023		2022		2021
Net income for basic earnings per share of common stock	$	2,183.7	$	1,902.2	$	1,009.6
Add: Interest on 1.625% Notes	1.3		2.0		—
Net income for diluted earnings per share of common stock	$	2,185.0	$	1,904.2	$	1,009.6

Basic weighted-average shares of common stock outstanding	430.7		433.2		425.7
Dilutive effect of share-based awards	1.2		1.8		2.5
Dilutive effect of convertible notes and warrants	14.9		13.2		15.6
Diluted weighted average shares of common stock outstanding	446.8		448.2		443.8

Net income per share of common stock:
Basic	$	5.07	$	4.39	$	2.37
Diluted	$	4.89	$	4.25	$	2.27

Basic income per share of common stock is computed by dividing net income attributable to the Company by the weighted average number of shares of common stock outstanding during the period. To calculate the diluted weighted-average shares of common stock outstanding, treasury stock method has been applied to calculate the number of incremental shares from the assumed issuance of shares relating to RSUs. The excluded number of anti-dilutive share-based awards was approximately 0.1 million, 0.3 million and 0.3 million for the years ended December 31, 2023, 2022 and 2021, respectively.

The dilutive impact related to the Company’s 0.50% Notes, 0% Notes and 1.625% Notes has been calculated using the if-converted method for the years ended December 31, 2023 and 2022 and using the treasury stock method for the year ended 2021. While the 0.50% Notes and the 0% Notes are repayable in cash up to the par value and in cash or shares of common stock for their entire value, the 1.625% Notes were repayable in cash or shares of common stock for their entire value.

Prior to conversion, the convertible note hedges are not considered for purposes of the earnings per share calculations, as their effect would be anti-dilutive. Upon conversion, the convertible note hedges are expected to offset the dilutive effect of the 0.50% Notes, 0% Notes and 1.625% Notes when the stock price is above $103.87, $52.97 and $20.72 per share, respectively. The dilutive impact of the warrants issued concurrently with the issuance of the 0.50% Notes, 0% Notes and 1.625% Notes with exercise prices of $156.78, $74.34 and $30.70, respectively, has been included in the calculation of diluted weighted-average common shares outstanding, if applicable.

Equity

Share Repurchase Program

In February 2023, the Board of Directors approved a new share repurchase program (the “2023 Share Repurchase Program”) under which the Company may repurchase up to an aggregate of $3.0 billion of the Company's common stock (exclusive of fees, commissions and other expenses). Under the 2023 Share Repurchase Program, which does not require the Company to purchase any minimum amount of common stock or at all, the Company may repurchase shares from February 8, 2023 through December 31, 2025. The repurchases under the 2023 Share Repurchase Program amounted to $564.0 million during the year ended December 31, 2023.

Under the Company's previous share repurchase program announced on November 15, 2018, the Company could repurchase up to $1.5 billion (exclusive of fees, commissions and other expenses) of the Company's common stock from December 1, 2018 through December 31, 2022. The repurchases under the previous share repurchase program amounted to $259.8 million during the year ended December 31, 2022. There were no repurchases during the year ended December 31, 2021. The previous share repurchase program, which did not require the Company to purchase any particular amount of common stock and was subject to

the discretion of the Board of Directors, expired on December 31, 2022, with approximately $1,036.0 million remaining unutilized.

Activity under both the 2023 Share Repurchase Program and the previous program is as follows (in millions, except per share data):


	Year ended December 31,
	2023		2022		2021
Number of repurchased shares (1)	7.6		4.0		—

Aggregate purchase price	$	564.0	$	259.8	$	—
Fees, commissions and excise tax	4.1		—		—

Total	$	568.1	$	259.8	$	—

Weighted-average purchase price per share (2)	$	74.54	$	65.13	$	—
Available amounts	$	2,436.0	$	1,036.0	$	1,295.8

_______________________

(1)None of these shares had been reissued or retired as of December 31, 2023 but may be reissued or retired later.

(2) Exclusive of fees, commission or other expenses.

Shares for Restricted Stock Units Tax Withholding

The amounts remitted for tax withholding during the years ended December 31, 2023, 2022 and 2021 were $67.1 million, $78.1 million and $38.9 million, respectively, for which the Company withheld approximately 0.8 million, 1.3 million and 0.9 million shares of common stock, respectively, that were underlying the RSUs that vested. This activity in connection with tax withholding upon vesting was not made under the 2023 Share Repurchase Program or the previous share repurchase program.

Non-Controlling Interest

Leshan operates assembly and test operations in Leshan, China. The Company owns 80% of the outstanding equity interests in Leshan, and the results of Leshan have been consolidated in the Company's financial statements. As of December 31, 2023, the Leshan non-controlling interest balance was $18.0 million. This balance included the Leshan non-controlling interest's $1.9 million share of the earnings for the year ended December 31, 2023 offset by $2.4 million of dividends paid to the non-controlling shareholder. As of December 31, 2022, the Leshan non-controlling interest balance was $18.5 million. This balance included the Leshan non-controlling interest's $1.6 million share of the earnings for the year ended December 31, 2022 offset by $2.1 million of dividends declared to the non-controlling shareholder.

The entire disclosure for equity.

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Summary of Restructuring, Asset Impairments and Other, Net

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Stockholders' Equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	1,250,000,000	1,250,000,000
Common stock, shares issued (in shares)	616,281,996	608,367,713
Common stock, shares outstanding (in shares)	426,386,426	431,936,415
Treasury stock common (in shares)	189,895,570	176,431,298

Restructuring, Asset Impairments and Other Charges, net (Tables)

12 Months Ended

Dec. 31, 2023

Restructuring Charges [Abstract]

Details of restructuring, asset impairments and other charges, net are as follows (in millions):


	Restructuring		Asset Impairments			Other			Total
Year Ended December 31, 2023
Business Realignment	59.1		9.3		(1)	2.8			71.2

Other	(0.6)		10.2		(2)	(5.9)		(3)	3.7
Total	$	58.5	$	19.5		$	(3.1)		$	74.9
Year Ended December 31, 2022

QCS wind down	12.6		18.6			18.9		(4)	50.1

Other	(1.4)		4.0			(34.8)		(5)	(32.2)
Total	$	11.2	$	22.6		$	(15.9)		$	17.9
Year Ended December 31, 2021
2021 Involuntary separation program	$	65.3	$	—		$	—		$	65.3


Other	$	2.2	$	3.3		$	0.6		$	6.1
Total	$	67.5	$	3.3		$	0.6		$	71.4

_______________________

(1)Primarily relates to property, plant and equipment impairment charges associated with the business realignment efforts.

(2)Property, plant and equipment and ROU asset impairment charges related to the site consolidation efforts in the U.S.

(3)Primarily for the reversal of certain contract cancellation charges relating to the QCS wind down.

(4)Primarily relates to contract cancellation charges of approximately $15.4 million and legal charges of $3.5 million.

(5)Primarily relates to the gain on the sale of two office buildings and the previous corporate headquarters.

Rollforward of Accrued Restructuring Charges

Summary of changes in accrued restructuring charges are as follows (in millions):


	Estimated employee separation charges
Balance as of December 31, 2021	$	10.8
Charges	11.2
Usage	(17.6)
Balance as of December 31, 2022	$	4.4
Charges	58.5
Usage	(45.0)
Balance as of December 31, 2023	$	17.9

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Note 6: Goodwill and Intangible Assets

Goodwill

Goodwill is tested for impairment annually on the first day of the fourth quarter or more frequently if events or changes in circumstances (each, a "triggering event") would more-likely-than-not reduce the fair value of a reporting unit below its carrying value.

During 2022, the Company recorded $330.0 million of goodwill impairment charges and $56.8 million of intangible impairment charges relating to the approved exit plan to wind down QCS. The division was generally associated with the Company’s legacy Quantenna division, representing less than 2.0% and 3.0% of the consolidated revenue for 2022 and 2021, respectively.

Of the $330.0 million of goodwill impairment charges, $115.0 million was recorded during the second fiscal quarter ended July 1, 2022, when the Company determined that a market approach was the most appropriate method to evaluate the recoverability of the carrying value of the net assets of the reporting unit, as the Company was attempting to sell this reporting unit to an interested party. For the remainder of the impairment charge recorded during the third fiscal quarter ended September 30, 2022, the Company determined that the discounted cash flow method under the income approach was the most appropriate to estimate the fair value of the reporting unit to evaluate the recoverability of the carrying value of the reporting unit's net assets. QCS, which has since been wound down, had no remaining goodwill or intangible balances.

The following table summarizes goodwill by operating and reportable segments (in millions):


	As of December 31, 2023				As of December 31, 2022						As of December 31, 2021
	Goodwill		Accumulated Impairment Losses		Carrying Value		Goodwill		Accumulated Impairment Losses			Carrying Value		Goodwill		Accumulated Impairment Losses		Carrying Value
Operating and Reportable Segments:
ASG	$	1,536.4	$	(748.9)	$	787.5	$	1,536.4	$	(748.9)		$	787.5	$	1,566.3	$	(418.9)	$	1,147.4
ISG	114.0		—		114.0		114.0		—			114.0		114.0		—		114.0
PSG	708.0		(31.9)		676.1		708.0		(31.9)			676.1		708.0		(31.9)		676.1
Total	$	2,358.4	$	(780.8)	$	1,577.6	$	2,358.4	$	(780.8)		$	1,577.6	$	2,388.3	$	(450.8)	$	1,937.5

The following table summarizes the change in goodwill (in millions):



Net balance as of December 31, 2021	$	1,937.5
Goodwill impairment	(330.0)
Business divestitures - Goodwill disposed	(29.9)

Net balance as of December 31, 2022	$	1,577.6

There was no change in the balance of goodwill during the year ended December 31, 2023.

Intangible Assets

Intangible assets subject to amortization, net, were as follows (in millions):


	As of December 31, 2023
	Original Cost		Accumulated Amortization		Accumulated Impairment Losses		Carrying Value

Customer relationships	$	581.5	$	(473.3)	$	(36.3)	$	71.9

Developed technology	939.6		(696.4)		(40.7)		202.5




Licenses	30.0		(5.1)		—		24.9
Other intangibles	79.1		(63.9)		(15.2)		—
Total intangible assets	$	1,630.2	$	(1,238.7)	$	(92.2)	$	299.3


	As of December 31, 2022
	Original Cost		Accumulated Amortization		Accumulated Impairment Losses		Carrying Value

Customer relationships	$	581.5	$	(460.1)	$	(36.3)	$	85.1

Developed technology	939.6		(656.7)		(40.7)		242.2




Licenses	30.0		(1.7)		—		28.3
Other intangibles	82.7		(63.4)		(15.2)		4.1
Total intangible assets	$	1,633.8	$	(1,181.9)	$	(92.2)	$	359.7

Amortization of acquisition-related intangible assets amounted to $56.8 million, $82.8 million and $99.0 million for the years ended December 31, 2023, 2022 and 2021, respectively. During the year ended December 31, 2022, the remaining IPRD projects were completed resulting in the reclassification of $11.6 million to developed technology.

Amortization expense for the intangible assets is expected to be as follows over the next five years, and thereafter (in millions):



2024	$	58.1
2025	47.9
2026	41.6
2027	34.6
2028	27.5
Thereafter	89.6
Total estimated amortization expense	$	299.3

Long-Term Debt

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Long-Term Debt

Note 9: Long-Term Debt

The Company's long-term debt consists of the following (annualized interest rates, dollars in millions):


	As of
	December 31, 2023		December 31, 2022
New Credit Agreement
Revolving Credit Facility due 2028, interest payable monthly at 6.71%	$	375.0	$	—
Prior Credit Agreement (1):
Revolver due 2024, interest payable monthly at 5.67%	—		500.0
Term Loan "B" Facility due 2026, interest payable monthly at 6.42%	—		1,086.0
0.50% Notes due 2029 (2)	1,500.0		—
0% Notes due 2027	804.9		805.0
3.875% Notes due 2028 (3)	700.0		700.0

1.625% Notes due 2023 (4)	—		137.3


Gross long-term debt, including current maturities	3,379.9		3,228.3
Less: Debt discount (5)	(4.2)		(9.2)
Less: Debt issuance costs (6)	(39.1)		(25.6)
Net long-term debt, including current maturities	3,336.6		3,193.5
Less: Current maturities	(794.0)		(147.8)
Net long-term debt	$	2,542.6	$	3,045.7

_______________________

(1)The Prior Credit Agreement, including the Revolver due 2024 and Term Loan "B" Facility, was terminated and replaced by the New Credit Agreement, effective June 22, 2023.

(2)Interest is payable on March 1 and September 1 of each year at 0.50% annually.

(3)Interest is payable on March 1 and September 1 of each year at 3.875% annually.

(4)Interest was payable on April 15 and October 15 of each year at 1.625% annually. On October 16, 2023, the Company repaid $119.6 million of the remaining outstanding principal amount of the 1.625% Notes in cash and settled the excess over the principal amount by issuing 4.5 million shares of common stock.

(5)Debt discount of $0.0 million and $4.2 million for the Term Loan "B" Facility, and $4.2 million and $5.0 million for the 3.875% Notes, in each case as of December 31, 2023 and December 31, 2022, respectively.

(6)Debt issuance costs of $0.0 million and $9.7 million for the Term Loan "B" Facility, $26.8 million and $0.0 million for the 0.50% Notes, $10.9 million and $13.9 million for the 0% Notes, $1.4 million and $1.7 million for the 3.875% Notes and $0.0 million and $0.3 million for the 1.625% Notes, in each case as of December 31, 2023 and December 31, 2022, respectively.

Maturities

Expected maturities of gross long-term debt (including current portion - see section regarding 0% Notes below) as of December 31, 2023 are as follows (in millions):


	Expected Maturities
2024	$	804.9
2025	—
2026	—
2027	—
2028	1,075.0
Thereafter	1,500.0
Total	$	3,379.9

Maturity and Settlement of the 1.625% Notes due 2023

On October 16, 2023, the Company settled the outstanding principal portion of the 1.625% Notes upon maturity for $119.6 million in cash. The excess over the principal amount was settled by issuing approximately 4.5 million shares of the Company's common stock. At the time of issuance of the 1.625% Notes, the Company concurrently entered into hedge transactions with certain of the initial purchasers of the 1.625% Notes. According to the terms of these hedge contracts, on October 16, 2023, the Company repurchased an equivalent number of shares of its common stock at the prevailing fair market value, to effectively offset the issuance of shares. This transaction resulted in $422.0 million being recorded to additional paid-in capital and treasury stock, with no overall impact to equity.

Also at the time of issuance of the 1.625% Notes, the Company sold warrants to certain bank counterparties whereby the holders of the warrants have the option to purchase the equivalent number of shares of the Company’s common stock at a price of $30.70 per share from the Company. These warrants can be exercised by the holders beginning in January 16, 2024 and expire no later than March 12, 2024. The Company currently anticipates the holders to exercise the warrants to purchase up to 6.7 million shares of common stock from the Company, which will be settled on a net-share basis depending on the average stock price on the day of exercise.

Prior to the maturity date, during 2023, the Company settled $17.7 million of the 1.625% Notes based on conversion requests from the holders. In all cases, the principal amount was settled in cash with excess over principal settled in shares of common stock.

New Credit Agreement

On June 22, 2023, the Company entered into the New Credit Agreement by and among the Company, JP-Morgan Chase Bank, N.A., as Administrative Agent, and the other financial institutions party thereto as Lenders (collectively, the “Lenders” and individually each a “Lender”), which consists of a $1.5 billion Revolving Credit Facility (the "Revolving Credit Facility"). Borrowings under the Revolving Credit Facility are available for general corporate purposes, including working capital, capital expenditures, and acquisitions, but also include $25.0 million sub-limit for the issuance of letters of credit and a foreign currency sub-limit of $75.0 million. During the year ended December 31, 2023, the Company drew down $375.0 million under this facility and repaid the entire outstanding balance under the Revolver due 2024 (as defined below).

The maturity date for the borrowings under the New Credit Agreement is June 22, 2028. Interest is payable based on either Secured Overnight Financing Rate (“SOFR”) or base rate options, as established at the commencement of each borrowing period, plus an applicable rate that varies based on the total leverage ratio. Lenders are owed certain fees, including a commitment fee that varies based on the total leverage ratio. The Company may prepay loans under the New Credit Agreement at any time, in whole or in part, upon payment of accrued interest and break funding payments, if applicable.

The obligations are guaranteed by certain of the Company’s domestic subsidiaries and SCI LLC and are collateralized by, among other things, a pledge of the equity interests in certain of the Company’s and SCI LLC’s domestic subsidiaries and material first tier foreign subsidiaries. The affirmative and negative covenants are customary for credit agreements of this nature. The New Credit Agreement contains customary events of default, the occurrence of which could result in the acceleration of the associated obligations. The financial covenant relates to a maximum total net leverage ratio of 4.00 to 1.00 calculated using the consolidated total indebtedness to consolidated earnings before interest, taxes, depreciation and amortization and other adjustments for the trailing four consecutive quarters. The Company was in compliance with the total net leverage ratio as of December 31, 2023.

Debt issuance costs of $6.8 million were incurred for the Revolving Credit Facility and recorded as other assets, which along with the existing debt issuance costs, will be amortized through June 22, 2028. As of December 31, 2023, the Company had approximately $1,125.0 million available under the Revolving Credit Facility for future borrowings, except for amounts utilized for the letters of credit.

0.50% Convertible Senior Notes due 2029

On February 28, 2023, the Company completed a private unregistered offering of $1.5 billion aggregate principal amount of its 0.50% Convertible Senior Notes due 2029 (the "0.50% Notes") and received net proceeds of approximately $1,470 million after deducting the initial purchasers' discount. The Company used the net proceeds to repay $1,086.0 million of the existing

outstanding indebtedness under the Term Loan “B” Facility, the related transaction fees and expenses, to pay approximately $171.5 million net cost of the related convertible note hedges after such costs were offset by the proceeds from the sale of warrants, and for general corporate purposes. The 0.50% Notes were issued under an indenture (the "0.50% Indenture"), dated as of February 28, 2023, by and among the Company, the guarantors (as defined therein) and Computershare Trust Company, National Association, as trustee, which provides, among other things, that the 0.50% Notes will mature on March 1, 2029, unless earlier repurchased or redeemed by the Company or converted pursuant to their terms. On or after December 1, 2028, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the 0.50% Notes may convert all or a portion of their 0.50% Notes at any time. The 0.50% Notes are senior unsecured obligations and are fully and unconditionally guaranteed, on a joint and several basis, by each of the Company’s subsidiaries that is a borrower or guarantor under the New Credit Agreement. The Company may satisfy any conversion elections by paying cash up to the aggregate principal amount of the 0.50% Notes to be converted, and paying or delivering, as the case may be, cash, shares of common stock or a combination thereof, at the Company’s election, in respect of the remainder, if any, of its conversion obligation in excess of the aggregate principal amount of the 0.50% Notes to be converted.

The initial conversion rate of the 0.50% Notes is 9.6277 shares of common stock per $1,000 principal amount, which is equivalent to an initial conversion price of approximately $103.87 per share of common stock. The Company may redeem for cash all or any portion of the 0.50% Notes, at the Company’s option, on or after March 6, 2026, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading-day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides the related notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Prior to December 1, 2028, the holders may convert their 0.50% Notes at their option only under the following circumstances: (i) during any calendar quarter commencing after the calendar quarter ending on December 31, 2023 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (ii) during the five consecutive business-day period after any five consecutive trading-day period in which the trading price per $1,000 principal amount of the 0.50% Notes for each trading day of such period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; iii) if the Company calls any or all of the 0.50% Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (iv) upon the occurrence of specified corporate transactions described in the 0.50% Indenture.

The conversion rate is subject to adjustment upon the occurrence of certain specified events as set forth in the 0.50% Indenture. The maximum number of shares of common stock issuable in connection with the conversion of the 0.50% Notes is approximately 19.1 million. In addition to the initial purchasers' discount of $30.0 million, the Company also incurred issuance costs of approximately $1.3 million, all of which was capitalized as debt issuance costs. The effective interest rate, including the impact of the debt discount and debt issuance costs, is 0.85% over the contractual term of the 0.50% Notes.

In addition, the Company entered into convertible note hedge transactions with respect to the common stock with the initial purchasers or their affiliates and certain other financial institutions. The Company will exercise the note hedges simultaneously when the 0.50% Notes are settled. The convertible note hedges cover, subject to customary anti-dilution adjustments, the number of shares of common stock that initially underlie the 0.50% Notes and are expected to reduce the potential dilution to the common stock and/or offset potential cash payments in excess of the principal amount upon conversion of the 0.50% Notes. The Company paid approximately $414.0 million in cash for the convertible note hedges, which was recorded to stockholders’ equity.

The Company also entered into warrant transactions with certain other financial institutions, whereby the Company sold warrants to acquire 14.4 million shares of the Company's common stock, which is the same number of shares of the Company’s common stock covered by the convertible note hedges at an initial strike price of $156.78 per share, which represents a 100% premium over the closing price of the Company's common stock of $78.39 per share on February 23, 2023, subject to antidilution adjustments. The warrants expire on June 1, 2029. The maximum number of shares of common stock issuable in connection with the warrants is approximately 28.9 million. The Company received $242.5 million in cash for the sale of warrants, which was recorded to stockholders’ equity.

Deferred tax assets of $92.3 million were recorded to reflect the tax impact of the issuance of the 0.50% Notes and the convertible note hedge transactions.

Debt Prepayments

The Company used a portion of the proceeds of the 0.50% Notes to repay the remaining outstanding balance of $1,086.0 million under the Term Loan "B" Facility and expensed $13.3 million of unamortized debt discount and issuance costs as loss on debt prepayment during the year ended December 31, 2023. The Company also repaid $125.0 million under the Revolver due 2024 in addition to the repayment of $375.0 million (under the Revolver due 2024) upon execution of the New Credit Agreement during the year ended December 31, 2023.

0% Convertible Senior Notes due 2027

Pursuant to the indenture governing the 0% Notes, as of December 31, 2023, the $794.0 million remaining outstanding principal amount of the 0% Notes, net of unamortized issuance costs, was classified as a current portion of long-term debt since the last reported sale price of the Company’s common stock for at least 20 trading days during the period of 30 consecutive trading days ending on December 31, 2023 was greater than or equal to $68.86 (130% of the conversion price) on each applicable trading day. This condition gives holders the right to surrender any portion of their 0% Notes (in minimum denominations of $1,000 in principal amount or an integral multiple thereof) for conversion during the calendar quarter ending March 31, 2024, and only during such calendar quarter.

Amendments to the Prior Credit Agreement

The Company entered into the Prior Credit Agreement in 2016 which provided for a $1.97 billion revolving credit facility (the Revolver due 2024) and a $2.4 billion term loan "B" facility (the Term Loan "B" Facility). Between 2016 and 2022, the Company, the Guarantors (as defined in the Prior Credit Agreement), the several lenders party thereto and the Agent (as defined in the Prior Credit Agreement) entered into ten amendments to the Prior Credit Agreement. These amendments, among others, reduced the interest rates payable and increased the amounts that could be borrowed under the Term Loan "B" Facility and the Revolver due 2024 and also amended certain financial covenants.

The obligations under the Prior Credit Agreement were guaranteed by the Guarantors and collateralized by a pledge of substantially all of the assets of the Company and the Guarantors, including a pledge of the equity interests in certain of the Company’s domestic and first tier foreign subsidiaries, subject to customary exceptions. The obligations under the Prior Credit Agreement were also collateralized by mortgages on certain real property assets of the Company and its domestic subsidiaries.

The Prior Credit Agreement included a maximum total net leverage ratio as a financial maintenance covenant. It also contained other customary affirmative and negative covenants and events of default. The Prior Credit Agreement was terminated and replaced with the New Credit Agreement on June 22, 2023.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Insider Trading Arrangements	3 Months Ended	12 Months Ended
Insider Trading Arrangements	Dec. 31, 2023 shares	Dec. 31, 2023 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Sudhir Gopalswamy [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		Sudhir Gopalswamy, Senior Vice President and General Manager, ASG, adopted a Rule 10b5-1 trading arrangement on December 15, 2023. Under this arrangement, a total of 8,537 shares of our common stock may be sold, subject to certain conditions, before the plan expires on December 13, 2024. The above arrangement is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act.
Name	Sudhir Gopalswamy
Title	Senior Vice President and General Manager
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 15, 2023
Arrangement Duration	364 days
Aggregate Available	8,537	8,537

Earnings Per Share and Equity - Schedule of Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Oct. 16, 2023
Equity [Abstract]
Net income for basic earnings per share of common stock	$ 2,183.7	$ 1,902.2	$ 1,009.6
Add: Interest on 1.625% Notes	1.3	2.0	0.0
Net income for diluted earnings per share of common stock	$ 2,185.0	$ 1,904.2	$ 1,009.6
Basic weighted average shares of common stock outstanding (in shares)	430.7	433.2	425.7
Dilutive effect of share-based awards (in shares)	1.2	1.8	2.5
Dilutive effect of convertible notes and warrants (in shares)	14.9	13.2	15.6
Diluted weighted average shares of common stock outstanding (in shares)	446.8	448.2	443.8
Net income per share of common stock:
Basic (in dollars per share)	$ 5.07	$ 4.39	$ 2.37
Diluted (in dollars per share)	$ 4.89	$ 4.25	$ 2.27
1.625% Notes \| Convertible Debt
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Debt instrument, interest rate	1.625%	1.625%	1.625%	1.625%

Changes in Accumulated Other Comprehensive Loss

12 Months Ended

Dec. 31, 2023

Changes in Accumulated Other Comprehensive Loss

Note 17: Changes in Accumulated Other Comprehensive Loss

Amounts comprising the Company's accumulated other comprehensive loss and reclassifications are as follows (in millions):


	Currency Translation Adjustments		Effects of Cash Flow Hedges		Total
Balance December 31, 2021	$	(44.4)	$	3.8	$	(40.6)
Other comprehensive income (loss) prior to reclassifications	(6.0)		14.5		8.5
Amounts reclassified from accumulated other comprehensive loss	—		8.9		8.9
Net current period other comprehensive income (loss) (1)	(6.0)		23.4		17.4
Balance December 31, 2022	(50.4)		27.2		(23.2)
Other comprehensive income (loss) prior to reclassifications	(2.1)		0.9		(1.2)
Amounts reclassified from accumulated other comprehensive loss	—		(20.8)		(20.8)
Net current period other comprehensive loss (1)	(2.1)		(19.9)		(22.0)
Balance December 31, 2023	$	(52.5)	$	7.3	$	(45.2)

_______________________

(1)Effects of cash flow hedges are net of tax expense of $0.2 million and $7.0 million for the years ended December 31, 2023 and 2022, respectively.

Amounts reclassified from accumulated other comprehensive loss to the specific caption within the Consolidated Statements of Operations and Comprehensive Income were as follows:



	Year Ended December 31,
	2023		2022		To caption
Cash Flow Hedges	$	(0.1)	$	—	COGS
Interest rate swaps	(13.8)		(8.9)		Interest expense
Interest rate swaps terminations	(6.9)		—		Other Income
Total reclassifications	$	(20.8)	$	(8.9)

Employee Benefit Plans - Summary of Status Of Foreign Pension Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Change in projected benefit obligation (PBO)
Projected benefit obligation at the beginning of the year	$ 185.5	$ 293.6
Divestiture of businesses	0.0	(41.3)
Service cost	4.7	8.1	$ 11.7
Interest cost	6.3	4.0	4.5
Net actuarial (gain) loss	7.8	(38.3)
Benefits paid by plan assets	(10.7)	(5.3)
Benefits paid by the Company	(3.2)	(3.4)
Participant contributions	0.1	0.1
Translation and other (gain) loss	0.6	(32.0)
Projected benefit obligation at the end of the year	191.1	185.5	293.6
Accumulated benefit obligation at the end of the year	157.3	153.8
Change in plan assets
Fair value of plan assets at the beginning of the year	131.7	189.7
Divestiture of businesses	0.0	(21.9)
Actual return on plan assets	8.5	(11.9)
Benefits paid from plan assets	(10.7)	(5.3)
Employer contributions	11.3	2.3
Translation and other gain (loss)	(0.5)	(21.2)
Fair value of plan assets at the end of the year	140.3	131.7	$ 189.7
Plans with underfunded or non-funded projected benefit obligation
Projected benefit obligation	118.2	121.1
Fair value of plan assets	50.2	54.2
Plans with underfunded or non-funded accumulated benefit obligation
Accumulated benefit obligation	87.7	84.2
Fair value of plan assets	50.2	44.9
Amounts recognized in the balance sheet consist of
Current assets	0.7	0.7
Non-current assets	16.4	12.4
Current liabilities	(1.4)	(0.4)
Non-current liabilities	(66.5)	(66.5)
Funded status	$ (50.8)	$ (53.8)

Revenue and Segment Information - Schedule of Revenue Disaggregated into End-Markets And Product Technologies (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Revenue from external customers	$ 8,253.0	$ 8,326.2	$ 6,739.8
Automotive
Segment Reporting Information [Line Items]
Revenue from external customers	4,319.9	3,360.8	2,288.9
Industrial
Segment Reporting Information [Line Items]
Revenue from external customers	2,278.4	2,290.5	1,802.3
Other
Segment Reporting Information [Line Items]
Revenue from external customers	1,654.7	2,674.9	2,648.6
Intelligent Power
Segment Reporting Information [Line Items]
Revenue from external customers	4,214.8	3,997.3	3,073.6
Intelligent Sensing
Segment Reporting Information [Line Items]
Revenue from external customers	1,606.8	1,573.7	1,114.1
Other
Segment Reporting Information [Line Items]
Revenue from external customers	$ 2,431.4	$ 2,755.2	$ 2,552.1

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Investments, All Other Investments [Abstract]

Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2023

Schedule of Net Foreign Exchange Positions

The following schedule summarizes the Company's net foreign exchange positions in U.S. dollars (in millions):


	As of December 31,
	2023			2022
	Buy (Sell)		Notional Amount	Buy (Sell)		Notional Amount
Philippine Peso	47.3		47.3	63.9		63.9
Euro	64.6		64.6	26.0		26.0
Korean Won	(14.3)		14.3	35.7		35.7
Japanese Yen	55.2		55.2	27.0		27.0


Czech Koruna	16.8		16.8	41.7		41.7


Other currencies - Buy	54.4		54.4	66.5		66.5
Other currencies - Sell	(9.6)		9.6	(11.2)		11.2
	$	214.4	262.2	$	249.6	$	272.0

Long-Term Debt (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of Long-Term Debt

The Company's long-term debt consists of the following (annualized interest rates, dollars in millions):


	As of
	December 31, 2023		December 31, 2022
New Credit Agreement
Revolving Credit Facility due 2028, interest payable monthly at 6.71%	$	375.0	$	—
Prior Credit Agreement (1):
Revolver due 2024, interest payable monthly at 5.67%	—		500.0
Term Loan "B" Facility due 2026, interest payable monthly at 6.42%	—		1,086.0
0.50% Notes due 2029 (2)	1,500.0		—
0% Notes due 2027	804.9		805.0
3.875% Notes due 2028 (3)	700.0		700.0

1.625% Notes due 2023 (4)	—		137.3


Gross long-term debt, including current maturities	3,379.9		3,228.3
Less: Debt discount (5)	(4.2)		(9.2)
Less: Debt issuance costs (6)	(39.1)		(25.6)
Net long-term debt, including current maturities	3,336.6		3,193.5
Less: Current maturities	(794.0)		(147.8)
Net long-term debt	$	2,542.6	$	3,045.7

_______________________

(1)The Prior Credit Agreement, including the Revolver due 2024 and Term Loan "B" Facility, was terminated and replaced by the New Credit Agreement, effective June 22, 2023.

(2)Interest is payable on March 1 and September 1 of each year at 0.50% annually.

(3)Interest is payable on March 1 and September 1 of each year at 3.875% annually.

Schedule of Annual Maturities Relating to Long-Term Debt

Expected maturities of gross long-term debt (including current portion - see section regarding 0% Notes below) as of December 31, 2023 are as follows (in millions):


	Expected Maturities
2024	$	804.9
2025	—
2026	—
2027	—
2028	1,075.0
Thereafter	1,500.0
Total	$	3,379.9

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Supplemental Cash Flow Elements [Abstract]

Fair Value Measurements - Available-for-sale Securities (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Cash and Cash Equivalents \| Demand and time deposits
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		$ 233.1
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		233.1
Cash and Cash Equivalents \| Demand and time deposits \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		233.1
Cash and Cash Equivalents \| Demand and time deposits \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		0.0
Cash and Cash Equivalents \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		17.0
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		17.0
Cash and Cash Equivalents \| Money market funds \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		17.0
Cash and Cash Equivalents \| Money market funds \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		0.0
Other current assets \| Corporate bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		23.8
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		23.8
Other current assets \| Corporate bonds \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		0.0
Other current assets \| Corporate bonds \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		23.8
Other current assets \| Certificate of deposit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		3.1
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		3.1
Other current assets \| Certificate of deposit \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		0.0
Other current assets \| Certificate of deposit \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		3.1
Other current assets \| Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		3.2
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		3.2
Other current assets \| Commercial paper \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		1.2
Other current assets \| Commercial paper \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		2.0
Other current assets \| US Treasury bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		2.1
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		2.1
Other current assets \| US Treasury bonds \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		0.0
Other current assets \| US Treasury bonds \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		2.1
Other Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	$ 0.0
Other Assets \| Demand and time deposits
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	$ 0.0
Other Assets \| Corporate bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost		0.8
Unrealized gains		0.0
Unrealized losses		0.0
Fair value		0.8
Other Assets \| Corporate bonds \| Level 1 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		0.0
Other Assets \| Corporate bonds \| Level 2 \| Fair Value, Measurements, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value		$ 0.8

Revenue and Segment Information - Revenues by Geographic Location Including Local Sales and Exports (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Revenue from external customers	$ 8,253.0	$ 8,326.2	$ 6,739.8
Distributors
Segment Reporting Information [Line Items]
Revenue from external customers	4,309.1	4,807.3	4,332.0
Direct Customers
Segment Reporting Information [Line Items]
Revenue from external customers	3,943.9	3,518.9	2,407.8
Hong Kong
Segment Reporting Information [Line Items]
Revenue from external customers	2,168.6	2,315.8	1,828.6
Singapore
Segment Reporting Information [Line Items]
Revenue from external customers	1,938.8	2,133.9	2,097.8
United Kingdom
Segment Reporting Information [Line Items]
Revenue from external customers	1,753.4	1,492.3	1,123.6
United States
Segment Reporting Information [Line Items]
Revenue from external customers	1,573.7	1,464.7	931.6
Other
Segment Reporting Information [Line Items]
Revenue from external customers	818.5	919.5	758.2
PSG
Segment Reporting Information [Line Items]
Revenue from external customers	4,449.0	4,208.2	3,439.1
PSG \| Distributors
Segment Reporting Information [Line Items]
Revenue from external customers	2,643.0	2,702.6	2,443.0
PSG \| Direct Customers
Segment Reporting Information [Line Items]
Revenue from external customers	1,806.0	1,505.6	996.1
PSG \| Hong Kong
Segment Reporting Information [Line Items]
Revenue from external customers	1,334.8	1,314.9	1,055.6
PSG \| Singapore
Segment Reporting Information [Line Items]
Revenue from external customers	1,202.3	1,114.9	1,097.7
PSG \| United Kingdom
Segment Reporting Information [Line Items]
Revenue from external customers	904.0	762.0	606.4
PSG \| United States
Segment Reporting Information [Line Items]
Revenue from external customers	712.4	708.0	432.0
PSG \| Other
Segment Reporting Information [Line Items]
Revenue from external customers	295.5	308.4	247.4
ASG
Segment Reporting Information [Line Items]
Revenue from external customers	2,488.5	2,841.3	2,399.9
ASG \| Distributors
Segment Reporting Information [Line Items]
Revenue from external customers	1,089.8	1,413.3	1,335.5
ASG \| Direct Customers
Segment Reporting Information [Line Items]
Revenue from external customers	1,398.7	1,428.0	1,064.4
ASG \| Hong Kong
Segment Reporting Information [Line Items]
Revenue from external customers	581.1	742.7	572.4
ASG \| Singapore
Segment Reporting Information [Line Items]
Revenue from external customers	533.2	819.0	860.4
ASG \| United Kingdom
Segment Reporting Information [Line Items]
Revenue from external customers	513.5	454.8	343.7
ASG \| United States
Segment Reporting Information [Line Items]
Revenue from external customers	534.0	421.3	304.7
ASG \| Other
Segment Reporting Information [Line Items]
Revenue from external customers	326.7	403.5	318.7
ISG
Segment Reporting Information [Line Items]
Revenue from external customers	1,315.5	1,276.7	900.8
ISG \| Distributors
Segment Reporting Information [Line Items]
Revenue from external customers	576.3	691.4	553.5
ISG \| Direct Customers
Segment Reporting Information [Line Items]
Revenue from external customers	739.2	585.3	347.3
ISG \| Hong Kong
Segment Reporting Information [Line Items]
Revenue from external customers	252.7	258.2	200.6
ISG \| Singapore
Segment Reporting Information [Line Items]
Revenue from external customers	203.3	200.0	139.7
ISG \| United Kingdom
Segment Reporting Information [Line Items]
Revenue from external customers	335.9	275.5	173.5
ISG \| United States
Segment Reporting Information [Line Items]
Revenue from external customers	327.3	335.4	194.9
ISG \| Other
Segment Reporting Information [Line Items]
Revenue from external customers	$ 196.3	$ 207.6	$ 192.1

Supplemental Disclosures

12 Months Ended

Dec. 31, 2023

Supplemental Disclosures

Note 18: Supplemental Disclosures

Supplemental Disclosure of Cash Flow Information

Certain of the Company's cash and non-cash activities were as follows (in millions):


	Year ended December 31,
	2023		2022		2021
Non-cash investing activities:
Capital expenditures in accounts payable and other long-term liabilities	$	303.0	$	324.8	$	150.7
Divestiture/Sale of property in exchange for note receivable	—		—		7.5
Operating ROU assets obtained in exchange of lease liabilities	25.8		140.1		69.3
Finance ROU assets obtained in exchange of lease liabilities	—		25.4		22.3



Amount due to seller in connection with the EFK acquisition	—		236.3		—

Cash paid for:

Interest expense	$	73.2	$	80.7	$	96.9
Income taxes	428.2		443.2		88.2
Operating lease payments in operating cash flows	45.7		42.5		42.1

Following is a reconciliation of the captions in the Consolidated Balance Sheets to the Consolidated Statements of Cash Flows (in millions):


	As of December 31,
	2023		2022		2021
Consolidated Balance Sheets:
Cash and cash equivalents	$	2,483.0	$	2,919.0	$	1,352.6
Restricted cash (included in other current assets)	2.0		14.0		20.1
Restricted cash (included in other non-current assets)	—		—		5.0
Cash, cash equivalents and restricted cash in Consolidated Statements of Cash Flows	$	2,485.0	$	2,933.0	$	1,377.7

Earnings Per Share and Equity - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Oct. 16, 2023	Feb. 28, 2023	Feb. 08, 2023	Nov. 15, 2018
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Anti-dilutive shares (in shares)	100,000	300,000	300,000
Common stock repurchased	$ 564,000,000.0	$ 259,800,000	$ 0
Payments of tax withholding for RSUs	67,100,000	78,100,000	38,900,000
Noncontrolling interest balance	18,000,000.0	18,500,000
Income attributable to non-controlling interests	1,900,000	1,600,000	1,600,000
Dividend to non-controlling shareholder	$ 2,400,000	2,100,000	2,200,000
0.50% Notes Warrants
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Exercise price, warrants (in dollars per share)	$ 156.78
0% Notes Warrants
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Exercise price, warrants (in dollars per share)	74.34
1.625% Notes Warrants
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Exercise price, warrants (in dollars per share)	$ 30.70
Leshan
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Noncontrolling interest balance	$ 18,000,000
Leshan \| Leshan
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Ownership percentage	80.00%
Noncontrolling Interest
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Dividend to non-controlling shareholder	$ 2,400,000	2,100,000	2,200,000
Treasury Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Payments of tax withholding for RSUs	$ 67,100,000	$ 78,100,000	$ 38,900,000
Shares withheld for payment of taxes (in shares)	805,107	1,254,030	945,531
2018 Program
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Authorized repurchases							$ 1,500,000,000
Common stock repurchased		$ 259,800,000	$ 0
Amount unutilized under the stock purchase program		$ 1,036,000,000
2023 Program
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Authorized repurchases						$ 3,000,000,000
Common stock repurchased	$ 564
0.50% Notes \| 0.50% Notes Warrants
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Exercise price, warrants (in dollars per share)					$ 156.78
0.50% Notes \| Convertible Debt
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Debt instrument, interest rate	0.50%				0.50%
Conversion price per share (in dollars per share)	$ 103.87				$ 103.87
0% Notes \| Convertible Debt
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Debt instrument, interest rate	0.00%	0.00%	0.00%
Conversion price per share (in dollars per share)	$ 52.97
1.625% Notes \| Convertible Debt
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Debt instrument, interest rate	1.625%	1.625%	1.625%	1.625%
Conversion price per share (in dollars per share)	$ 20.72

Revenue and Segment Information - Narrative (Details) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Segment Reporting Information [Line Items]
Revenue	$ 8,253.0	$ 8,326.2	$ 6,739.8
Revenue remaining performance obligation, amount	$ 16,500.0
Revenue remaining performance obligation, current obligation, maximum term	1 year
Number of operating segments \| segment	3
Number of reportable segments \| segment	3
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Segment Reporting Information [Line Items]
Revenue remaining performance obligation, percentage	29.00%
Revenue, remaining performance obligation, expected timing of satisfaction, period	12 months
One Customer \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk, percentage		12.00%	13.00%
Product Sales
Segment Reporting Information [Line Items]
Revenue	$ 7,988.4	$ 8,166.2	$ 6,578.1
Manufacturing Services
Segment Reporting Information [Line Items]
Revenue	248.1	139.9	141.8
Product development agreements
Segment Reporting Information [Line Items]
Revenue	16.5	20.1	$ 19.9
Long Term Supply Arrangement
Segment Reporting Information [Line Items]
Capacity payments and deposits received	206.3	162.9
Contract receivable	23.8	8.4
Contract liability	304.2	190.4
Current contract liability	87.6	60.5
Noncurrent contract liability	216.6	129.9
Contract asset	95.1	2.3
Contract other current asset	83.1	2.3
Contract other asset	12.0	0.0
Revenue recognized for satisfying performance obligations	$ 88.2	$ 23.8

Long-Term Debt - Amendments to the Existing Credit Agreement (Details)	84 Months Ended
	Dec. 31, 2022 amendment	Dec. 31, 2023 USD ($)	Dec. 31, 2016 USD ($)
Line of Credit Facility [Line Items]
Carrying Amount		$ 3,379,900,000
Number of amendments to credit agreement \| amendment	10
Term Loan B Facility
Line of Credit Facility [Line Items]
Carrying Amount			$ 2,400,000,000
Revolving Credit Facility
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity			$ 1,970,000,000

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

Supplemental Disclosures - Schedule of Cash Flow, Supplemental Disclosures and Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Non-cash investing activities:
Capital expenditures in accounts payable and other long-term liabilities	$ 303.0	$ 324.8	$ 150.7
Divestiture/Sale of property in exchange for note receivable	0.0	0.0	7.5
Operating ROU assets obtained in exchange of lease liabilities	25.8	140.1	69.3
Finance ROU assets obtained in exchange of lease liabilities	0.0	25.4	22.3
Amount due to seller in connection with the EFK acquisition	0.0	236.3	0.0
Cash paid for:
Interest expense	73.2	80.7	96.9
Income taxes	428.2	443.2	88.2
Operating lease payments in operating cash flows	45.7	42.5	42.1
Reconciliation of balance sheet to cash flow
Cash and cash equivalents	2,483.0	2,919.0	1,352.6
Restricted cash (included in other current assets)	2.0	14.0	20.1
Restricted cash (included in other non-current assets)	0.0	0.0	5.0
Cash, cash equivalents and restricted cash in Consolidated Statements of Cash Flows	$ 2,485.0	$ 2,933.0	$ 1,377.7	$ 1,081.5

Income Taxes - Income Before Income Taxes and Non-controlling Interests (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
United States	$ 2,222.2	$ 1,979.8	$ 873.2
Foreign	313.6	382.4	284.6
Income before income taxes	$ 2,535.8	$ 2,362.2	$ 1,157.8

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net Income (Loss)	$ 2,183.7	$ 1,902.2	$ 1,009.6

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Business Combination and Asset Acquisition [Abstract]

Goodwill and Intangible Assets - Summary of Intangible Assets, Net (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Carrying Value	$ 299.3	$ 359.7
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Original Cost	581.5	581.5
Accumulated Amortization	(473.3)	(460.1)
Accumulated Impairment Losses	(36.3)	(36.3)
Carrying Value	71.9	85.1
Developed technology
Finite-Lived Intangible Assets [Line Items]
Original Cost	939.6	939.6
Accumulated Amortization	(696.4)	(656.7)
Accumulated Impairment Losses	(40.7)	(40.7)
Carrying Value	202.5	242.2
Licenses
Finite-Lived Intangible Assets [Line Items]
Original Cost	30.0	30.0
Accumulated Amortization	(5.1)	(1.7)
Accumulated Impairment Losses	0.0	0.0
Carrying Value	24.9	28.3
Other intangibles
Finite-Lived Intangible Assets [Line Items]
Original Cost	79.1	82.7
Accumulated Amortization	(63.9)	(63.4)
Accumulated Impairment Losses	(15.2)	(15.2)
Carrying Value	0.0	4.1
Total intangible assets, excluding IPRD
Finite-Lived Intangible Assets [Line Items]
Original Cost	1,630.2	1,633.8
Accumulated Amortization	(1,238.7)	(1,181.9)
Accumulated Impairment Losses	(92.2)	(92.2)
Carrying Value	$ 299.3	$ 359.7

Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Actuarial and other gain (loss)	$ (4.0)	$ 22.1	$ 21.4
Net actuarial gain (loss)	(7.8)	38.3
Gain related to higher-than-expected returns on plan assets	$ 3.8
Employer contribution as percentage of employee contribution	100.00%
United States
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Compensation expense recognized	$ 19.9	14.7	16.7
Foreign Plan
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Expected future employer contributions, next year	22.7
Compensation expense recognized	$ 22.3	$ 20.5	$ 27.2
Minimum
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Percentage of employee contribution, basis for employer contribution	0.00%
Maximum
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Percentage of employee contribution, basis for employer contribution	4.00%

Share-Based Compensation - Narrative (Details) - USD ($) shares in Millions, $ in Millions			12 Months Ended
	May 20, 2021	Mar. 23, 2010	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Increase in shares available for issuance under the plan (in shares)	22.5
Shares available for issuance under the plan (in shares)	109.5
Share-based compensation expense			$ 121.1	$ 100.8	$ 101.3
Amended And Restated Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate of common stock available for grant (in shares)			37.1
Time Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation expense on non-vested restricted stock units			$ 123.2
Compensation expense recognized on restricted stock units			$ 64.0
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Recognition period for compensation expense (in years)			1 year 4 months 24 days
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Pre-vesting forfeitures (as a percent)			8.00%	8.00%	6.00%
Equity awards granted in period (in shares)			1.9
Compensation expense recognized on restricted stock units			$ 113.7
Restricted Stock Units \| Officers And Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity awards granted in period (in shares)			0.6
Equity awards granted in period, value			$ 202.6	$ 232.8	$ 123.5
Service Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation expense on non-vested restricted stock units			90.5
Service Based Restricted Stock Units \| Amended And Restated Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)		3 years
Performance And Market Based Restricted Stock Units \| Amended And Restated Stock Incentive Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)		2 years
Performance And Market Based Restricted Stock Units \| Amended And Restated Stock Incentive Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)		3 years
Performance Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation expense on non-vested restricted stock units			18.7
Market Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation expense on non-vested restricted stock units			$ 14.0
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Increase in shares available for issuance under the plan (in shares)	6.0
Shares available for issuance under the plan (in shares)	34.5
Aggregate of common stock available for grant (in shares)			7.3
Shares issued pursuant to the ESPP (in shares)			0.4	0.5	0.7
Share-based compensation expense			$ 7.4

Employee Benefit Plans - Fair Value Measurement of Plan Assets (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Allocation	100.00%	100.00%
Pension assets	$ 140.3	$ 131.7	$ 189.7
Cash/Money Markets
Defined Benefit Plan Disclosure [Line Items]
Allocation	2.00%	2.00%
Pension assets	$ 3.5	$ 3.0
Foreign Government/Treasury Securities
Defined Benefit Plan Disclosure [Line Items]
Allocation	7.00%	10.00%
Pension assets	$ 9.9	$ 13.4
Corporate Bonds, Debentures
Defined Benefit Plan Disclosure [Line Items]
Allocation	31.00%	26.00%
Pension assets	$ 43.2	$ 33.4
Equity Securities
Defined Benefit Plan Disclosure [Line Items]
Allocation	22.00%	23.00%
Pension assets	$ 31.3	$ 30.2
Mutual Funds
Defined Benefit Plan Disclosure [Line Items]
Allocation	9.00%	7.00%
Pension assets	$ 11.9	$ 9.3
Investment and Insurance Contracts
Defined Benefit Plan Disclosure [Line Items]
Allocation	29.00%	32.00%
Pension assets	$ 40.5	$ 42.4
Level 1
Defined Benefit Plan Disclosure [Line Items]
Pension assets	13.4	16.4
Level 1 \| Cash/Money Markets
Defined Benefit Plan Disclosure [Line Items]
Pension assets	3.5	3.0
Level 1 \| Foreign Government/Treasury Securities
Defined Benefit Plan Disclosure [Line Items]
Pension assets	9.9	13.4
Level 1 \| Corporate Bonds, Debentures
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 1 \| Equity Securities
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 1 \| Mutual Funds
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 1 \| Investment and Insurance Contracts
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 2
Defined Benefit Plan Disclosure [Line Items]
Pension assets	102.4	91.5
Level 2 \| Cash/Money Markets
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 2 \| Foreign Government/Treasury Securities
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 2 \| Corporate Bonds, Debentures
Defined Benefit Plan Disclosure [Line Items]
Pension assets	43.2	33.4
Level 2 \| Equity Securities
Defined Benefit Plan Disclosure [Line Items]
Pension assets	31.3	30.2
Level 2 \| Mutual Funds
Defined Benefit Plan Disclosure [Line Items]
Pension assets	11.9	9.3
Level 2 \| Investment and Insurance Contracts
Defined Benefit Plan Disclosure [Line Items]
Pension assets	16.0	18.6
Level 3
Defined Benefit Plan Disclosure [Line Items]
Pension assets	24.5	23.8
Level 3 \| Cash/Money Markets
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 3 \| Foreign Government/Treasury Securities
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 3 \| Corporate Bonds, Debentures
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 3 \| Equity Securities
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 3 \| Mutual Funds
Defined Benefit Plan Disclosure [Line Items]
Pension assets	0.0	0.0
Level 3 \| Investment and Insurance Contracts
Defined Benefit Plan Disclosure [Line Items]
Pension assets	$ 24.5	$ 23.8	$ 50.6

Acquisitions and Divestitures (Tables)

12 Months Ended

Dec. 31, 2023

Schedule of Purchase Price Allocation

The final allocation of the purchase price of EFK to the assets acquired and liabilities assumed based on their relative fair values, which is materially consistent with the preliminary allocation is as follows (in millions):


	Purchase Price Allocation
Inventory	$	3.3
Other current assets	4.4
Property, plant and equipment	396.5
Other non-current assets	11.4


Total assets acquired	415.6
Current liabilities	3.0
Other long-term liabilities	6.3
Total liabilities assumed	9.3
Net assets acquired/purchase price	$	406.3

The allocation of the purchase price of GTAT to the assets acquired and liabilities assumed based on their relative fair values is as follows (in millions):


	Purchase Price Allocation
Cash and cash equivalents	$	8.2

Inventory and other current assets	10.0

Property, plant and equipment	31.9
Goodwill	274.8
Intangible assets - Developed Technology	130.0

Deferred tax assets	13.4
Other non-current assets	7.4
Total assets acquired	475.7

Current liabilities	5.8



Other long-term liabilities	35.0
Total liabilities assumed	40.8
Net assets acquired/purchase price	$	434.9

Schedule of Pro Forma Information

The following unaudited pro-forma



	Year Ended December 31,
	2021
Revenue	$	6,750.4
Net income	972.4
Net income attributable to ON Semiconductor Corporation	970.8

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Note 19: Subsequent Events During the first quarter of 2024, management made the following changes to its segment reporting structure: •The existing divisions within the PSG reportable segment were reorganized from the divisions of Advanced Power Division, and Integrated Circuits, Protection and Signal Division (IPS) to the divisions of Automotive Power Division ("APD"), Industrial Power Division ("IPD"), and Multi-Market Power Division ("MPD"). Further, the IPS division was split with portions remaining in MPD and portions moving to the new IPS division within the ASG reportable segment. Management performed a goodwill impairment analysis on the divisions (which were the reporting units) prior to the reorganization and did not identify an impairment. Goodwill assigned to previous reporting units will be reallocated to the new reporting units based on the relative fair value of the businesses transferred. Additionally, the reportable segment footnote in Form 10-Q for the quarter ending March 29, 2024 and subsequent filings will include the revised disclosures with corresponding information for earlier periods along with the current period information.

Fair Value Measurements

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 14: Fair Value Measurements

Fair Value of Financial Instruments

During 2022, the Company began investing portions of its excess cash in different marketable securities, which were classified as available-for-sale. During the year ended December 31, 2023, the Company sold these investments. The following fair value tier level hierarchy is used to determine fair values of financial instruments:

•Level 1: based on observable inputs that reflect quoted prices for identical assets or liabilities in active markets.

•Level 2: based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.

•Level 3: based on the use of unobservable inputs for the assets and liabilities and other types of analyses.

The carrying value of cash and cash equivalents which includes time deposits, money market funds, corporate bonds and commercial paper approximates fair value because of the short-term maturity of these instruments. Demand and money market funds are classified as Level 1 within the fair value hierarchy, while corporate bonds and commercial paper are classified as Level 2. The carrying amount of other current assets and liabilities, such as accounts receivable and accounts payable, approximates fair value due to the short-term maturity of the amounts, and such current assets and liabilities are considered Level 2 in the fair value hierarchy.

The Company held an insignificant amount of investments in money market funds as of December 31, 2023. There were no demand and time deposits or investments in other assets as of December 31, 2023. The following table summarizes financial assets and liabilities, excluding pension assets, disaggregated by the security type, measured at fair value on a recurring basis as

of December 31, 2022 (in millions):



As of
December 31, 2022									Fair Value Level
Description	Amortized Cost		Unrealized gains		Unrealized losses		Fair value		Level 1		Level 2
Assets:
Cash and cash equivalents:
Demand and time deposits	$	233.1	$	—	$	—	$	233.1	$	233.1	$	—
Money market funds	17.0		—		—		17.0		17.0		—



Other current assets:
Corporate bonds	$	23.8	$	—	$	—	$	23.8	$	—	$	23.8
Certificate of deposit	3.1		—		—		3.1		—		3.1
Commercial paper	3.2		—		—		3.2		1.2		2.0
US Treasury bonds	2.1		—		—		2.1		—		2.1

Other assets:
Corporate bonds	$	0.8	$	—	$	—	$	0.8	$	—	$	0.8

Fair Value of Long-Term Debt, including Current Portion

The carrying amounts and fair value of the Company’s long-term borrowings are as follows (in millions):


	As of December 31,
	2023				2022
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Long-term debt, including current portion (1)
0% Notes	$	794.0	$	1,334.4	$	791.1	$	1,057.8
0.50% Notes	1,473.1		1,596.6		—		—
1.625% Notes	—		—		137.0		417.8
3.875% Notes	694.4		652.0		693.3		618.3
Long-term debt	375.0		390.6		1,572.1		1,549.2

_______________________

(1)Long-term debt is carried on the Consolidated Balance Sheets at historical cost net of debt discount and issuance costs.

The fair value of the 0% Notes, 0.50% Notes, 1.625% Notes and 3.875% Notes was estimated based on market prices in active markets (Level 1). The fair value of other long-term debt, which includes the Term Loan "B" Facility as of December 31, 2022 was estimated based on discounting the remaining principal and interest payments using current market rates for similar debt (Level 2).

Fair Values Measured on a Non-Recurring Basis

The Company's non-financial assets, such as property, plant and equipment, goodwill and intangible assets, are recorded at fair value upon a business combination and are remeasured at fair value only if an impairment charge is recognized. The Company uses unobservable inputs to the valuation methodologies that are significant to the fair value measurements, and the valuations require management's judgment due to the absence of quoted market prices. The Company determines the fair value of its held and used assets, goodwill and intangible assets using an income, cost or market approach as determined reasonable.

During the years ended December 31, 2023, 2022 and 2021, there were no non-financial assets included in the Company's Consolidated Balance Sheet that were remeasured at fair value on a non-recurring basis. The following table shows the adjustments to fair value of certain of the Company's non-financial assets that had an impact on the Company's results of operations (in millions):


	Year Ended December 31,
	2023		2022		2021
Nonrecurring fair value measurements
Goodwill impairments (Level 3)	$	—	$	330.0	$	—
Intangibles impairment (Level 3)	—		56.8		—
Asset impairments (Level 3)	10.5		14.8		7.9

IPRD impairments (Level 3)	—		—		2.9
	$	10.5	$	401.6	$	10.8

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Fair Value Measurements - Adjustments to Fair Value of Non-Financial Assets (Details) - Fair Value, Measurements, Nonrecurring - Fair Value Inputs (Level 3) - Changes Measurement - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Goodwill impairments (Level 3)	$ 0.0	$ 330.0	$ 0.0
Intangibles impairment (Level 3)	0.0	56.8	0.0
Asset impairments (Level 3)	10.5	14.8	7.9
IPRD impairments (Level 3)	0.0	0.0	2.9
Total	$ 10.5	$ 401.6	$ 10.8

Earnings Per Share and Equity - Schedule of Share Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Equity [Abstract]
Number of repurchased shares (in shares)	7,600,000	4,000,000.0	0
Aggregate purchase price	$ 564.0	$ 259.8	$ 0.0
Fees, commissions and excise tax	4.1	0.0	0.0
Total	$ 568.1	$ 259.8	$ 0.0
Weighted-average purchase price per share (in dollars per share)	$ 74.54	$ 65.13	$ 0
Available amounts	$ 2,436.0	$ 1,036.0	$ 1,295.8
Treasury shares reissued or retired (in shares)	0

Equity impact of the value of stock that has been repurchased during the period and has not been retired and is not held in treasury. Some state laws may mandate the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock.

Commitments and Contingencies - Narrative (Details) $ in Millions	Dec. 31, 2023 USD ($)
Loss Contingencies [Line Items]
Availability under senior revolving credit facility	$ 25.0
Outstanding guarantees and letters of credit outside of Revolving Credit Facility	13.3
Guarantees related subsidiaries	0.9
Letter of Credit \| Senior Revolving Credit Facility
Loss Contingencies [Line Items]
Credit commitment outstanding	0.9
Fairchild
Loss Contingencies [Line Items]
Maximum remediation cost recoveries receivable	$ 150.0

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

Share-Based Compensation - Summary of Share-Based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 121.1	$ 100.8	$ 101.3
Income tax benefit	(25.4)	(21.2)	(21.3)
Share-based compensation expense, net of taxes	95.7	79.6	80.0
Cost of revenue
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	18.1	12.0	15.6
Research and development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	20.5	17.6	24.2
Selling and marketing
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	18.6	16.4	16.6
General and administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 63.9	$ 54.8	$ 44.9

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

Note 16: Income Taxes

The Company's geographic sources of income before income taxes are as follows (in millions):


	Year ended December 31,
	2023		2022		2021
United States	$	2,222.2	$	1,979.8	$	873.2
Foreign	313.6		382.4		284.6
Income before income taxes	$	2,535.8	$	2,362.2	$	1,157.8

The Company's provision for income taxes is as follows (in millions):


	Year ended December 31,
	2023		2022		2021
Current:
Federal	$	372.7	$	331.9	$	8.0
State and local	21.6		31.8		4.8
Foreign	76.9		73.8		43.3
	471.2		437.5		56.1
Deferred:
Federal	(107.9)		(36.9)		89.2
State and local	13.2		25.7		7.8
Foreign	(26.3)		32.1		(6.5)
	(121.0)		20.9		90.5
Total provision	$	350.2	$	458.4	$	146.6

A reconciliation of the U.S. federal statutory income tax rate to the Company's effective income tax rate is as follows:


	Year ended December 31,
	2023		2022		2021
U.S. federal statutory rate	21.0	%	21.0	%	21.0	%
Increase (decrease) resulting from:
State and local taxes, net of federal tax benefit	0.7		1.7		1.4

Impact of foreign operations	0.3		1.7		(2.0)

Foreign derived intangible income benefit	(6.8)		(7.4)		(7.8)


Nondeductible goodwill	—		3.1		—

Change in valuation allowance and related effects (1)	0.5		(0.1)		(0.4)


Share-based compensation costs	(0.2)		(0.5)		(0.1)
U.S. federal R&D credit	(0.4)		(0.2)		(0.4)
Non-deductible officer compensation	0.3		0.3		0.4
Impact of audit settlement	(1.8)		—		—
Other (2)	0.2		(0.2)		0.6
Total	13.8	%	19.4	%	12.7	%

_______________________

(1)For the year ended December 31, 2023, this included a benefit of $13.7 million, or 0.5% related to a decrease in the valuation allowance for the expiration of Japan net operating losses ("NOLs"), partially netted with an offsetting expense of $15.3 million or 0.6% related to the expiration of those same Japan NOLs. For the year ended December 31, 2022, this included a benefit of $55.6 million, or 2.4% related to a decrease in the valuation allowance for the expiration of Japan NOLs, partially netted with an offsetting expense of $54.3 million, or 2.3% related to the expiration of those same Japan NOLs. For the year ended December 31, 2021, this included a benefit of $26.3 million, or 2.2% related to a decrease in the valuation allowance for the expiration of Japan NOLs, partially netted with an offsetting expense of $22.6 million, or 1.9% related to the expiration of those same Japan NOLs.

(2)For the year ended December 31, 2021, this included an expense of $8.5 million, or 0.7%, related to an election to waive Base Erosion Anti-Abuse Tax ("BEAT") deductions for all U.S. federal tax purposes for the 2021 tax year.

The Company's effective tax rate for 2023 was 13.8%, which differs from the U.S. federal income tax rate of 21%, primarily due to the benefit received from the Section 250 deduction related to FDII and a benefit due to the net release of unrecognized tax benefits as a result of effective settlement with tax authorities and lapse in statute of limitations.

The Company’s effective tax rate for 2022 was 19.4%, which differs from the U.S. federal income tax rate of 21%, primarily due to the benefit received from the Section 250 deduction related to FDII, partially offset by the impact of nondeductible goodwill.

The Company’s effective tax rate for 2021 was 12.7%, which differs from the U.S. federal income tax rate of 21%, primarily due to the benefit received from the Section 250 deduction related to FDII.

The tax effects of temporary differences in the recognition of income and expense for tax and financial reporting purposes that give rise to significant portions of the net deferred tax asset (liability) are as follows (in millions):


	As of December 31,
	2023		2022
NOL and tax credit carryforwards	$	227.6	$	221.6
163 (j) interest expense carryforward	4.6		5.1
Lease liabilities	59.7		65.0
ROU asset	(58.9)		(60.9)
Tax-deductible goodwill and amortizable intangibles	(32.2)		(35.9)
Capitalization of research and development expenses	419.9		311.4
Reserves and accruals	60.2		79.1
Property, plant and equipment	(165.1)		(156.3)
Inventories	134.2		78.3
Undistributed earnings of foreign subsidiaries	(67.7)		(64.2)
Share-based compensation	9.7		7.5
Pension	5.8		7.5
Convertible Debt	108.1		27.0
Other	6.5		9.8
Deferred tax assets and liabilities before valuation allowance	712.4		495.0
Valuation allowance	(150.3)		(152.4)
Net deferred tax asset	$	562.1	$	342.6

We have investment tax credits, which are accounted for pursuant to ASC 740, in Korea and the Czech Republic. We use the deferral method of accounting for investment tax credits under which the credits are recognized as reductions in the carrying value of the related assets. Deferred tax related to differences in GAAP versus tax carrying value is recorded pursuant to the gross-up method.

As of December 31, 2023 and 2022, the Company had approximately $22.2 million and $50.4 million, respectively, of U.S. federal NOL carryforwards, before the impact of unrecognized tax benefits. The decrease is due to current year utilization. These NOL carryforwards can be carried forward indefinitely until utilized. As of December 31, 2023 and 2022, the Company had approximately $6.6 million and $2.1 million, respectively, of U.S. federal credit carryforwards, before consideration of the impact of unrecognized tax benefits and the valuation allowance. The credits will expire in 2033 if unutilized. These NOL and credit carryforwards relate to acquisitions and, consequently, are limited in the amount that can be utilized in any one year.

As of December 31, 2023 and 2022, the Company had approximately $273.3 million and $324.6 million, respectively, of U.S. state NOL carryforwards, before consideration of valuation allowance or the impact of unrecognized tax benefits. The decrease is primarily due to current year utilization. The U.S. state NOL carryforwards will expire in varying amounts from 2024 to 2040, if unutilized. As of December 31, 2023 and 2022, the Company had $111.8 million and $123.5 million, respectively, of U.S. state credit carryforwards before consideration of valuation allowance or the impact of unrecognized tax benefits. The U.S. state credits will expire in varying amounts beginning in 2024 while a substantial amount of the state credits carryforward indefinitely.

As of December 31, 2023 and 2022, the Company had approximately $232.3 million and $268.3 million, respectively, of foreign NOL carryforwards, before consideration of valuation allowance. The decrease is primarily due to the expiration of Japan NOLs. As of December 31, 2023 and 2022, the Company had $93.5 million and $65.7 million, respectively, of foreign credit carryforwards before consideration of valuation allowance. A significant portion of the foreign NOLs and credit carryforwards will expire in varying amounts prior to 2025, if unutilized.

The Company maintains a partial valuation allowance of $76.0 million on its U.S. state deferred tax assets, primarily NOLs and credits. The remaining valuation allowance primarily relates to NOLs and tax credits in certain other foreign jurisdictions that

primarily expire in 2025.

As of December 31, 2023, the Company was not indefinitely reinvested with respect to the earnings of its foreign subsidiaries and has therefore accrued withholding taxes that would be owed upon future distributions of such earnings.

The activity for unrecognized gross tax benefits is as follows (in millions):


	2023		2022		2021
Balance at beginning of year	$	136.8	$	137.2	$	151.0
Acquired balances	—		—		9.3
Additions for tax benefits related to the current year	3.4		3.3		3.1
Additions for tax benefits of prior years	0.7		0.5		—
Reductions for tax benefits of prior years	(48.0)		(0.3)		(19.7)
Lapse of statute	(9.9)		(3.8)		(2.7)
Settlements	(15.3)		(0.1)		(3.8)

Balance at end of year	$	67.7	$	136.8	$	137.2

Included in the December 31, 2023 balance of $67.7 million is $25.1 million related to unrecognized tax benefits that, if recognized, would affect the annual effective tax rate. Also included in the balance of unrecognized tax benefits as of December 31, 2023 is $42.6 million of benefit that, if recognized, would result in adjustments to other tax accounts, primarily deferred taxes. Although the Company cannot predict the timing of resolution with taxing authorities, if any, the Company believes it is reasonably possible that its unrecognized tax benefits will be reduced by $3.9 million in the next 12 months due to settlement with tax authorities or expiration of the applicable statute of limitations.

The Company recognizes interest and penalties accrued related to uncertain tax positions in tax expense in the Consolidated Statements of Operations and Comprehensive Income. The Company recognized approximately $0.8 million of net tax benefit and $1.4 million of tax expense and $3.3 million of net tax benefit for interest and penalties during the year ended December 31, 2023, 2022 and 2021, respectively. The Company had approximately $2.0 million, $2.7 million, and $1.3 million of accrued interest and penalties as of December 31, 2023, 2022, and 2021, respectively.

The Company has completed its IRS examination for the 2017 and 2018 tax years. The Company has recognized a reduction in unrecognized tax benefits due to the effective settlement with the IRS and lapse in statute of limitations. Tax years prior to 2020 are generally not subject to examination by the IRS. For state tax returns, the Company is generally not subject to income tax examinations for tax years prior to 2019. With respect to jurisdictions outside the United States, the Company is generally not subject to examination for tax years prior to 2013.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
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-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
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-Subparagraph (SAB TOPIC 6.I.5.Q1)
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-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-Paragraph 2
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

Share-Based Payment Arrangement [Abstract]

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Millions	Total	1.00% Notes	1.625% Notes	0% Notes	0.50% Notes	Cumulative Effect, Period of Adoption, Adjustment	Common Stock	Common Stock 1.00% Notes	Common Stock 1.625% Notes	Common Stock 0% Notes	Additional Paid-in Capital	Additional Paid-in Capital 1.00% Notes	Additional Paid-in Capital 1.625% Notes	Additional Paid-in Capital 0% Notes	Additional Paid-in Capital 0.50% Notes	Additional Paid-in Capital Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive Loss	Accumulated (Deficit) Earnings	Accumulated (Deficit) Earnings Cumulative Effect, Period of Adoption, Adjustment	Treasury Stock	Treasury Stock 1.625% Notes	Treasury Stock 0% Notes	Non-Controlling Interest
Balance, beginning (in shares) at Dec. 31, 2020							570,766,439
Beginning balance treasury stock (in shares) at Dec. 31, 2020																				(158,923,810)
Balance, beginning at Dec. 31, 2020	$ 3,558.1						$ 5.7				$ 4,133.1						$ (57.6)	$ 1,425.5		$ (1,968.2)			$ 19.6
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercises (in shares)							4,000
Stock option exercises	0.0										0.0
Shares issued pursuant to the ESPP (in shares)							724,223
Shares issued pursuant to the ESPP	23.5										23.5
RSUs released and stock grant awards issued (in shares)							3,037,866
RSUs released and stock grant awards issued	0.0						$ 0.0				0.0
Shares issued for warrants exercise (in shares)								13,424,951
Shares issued for warrants exercise		$ 0.0						$ 0.1				$ (0.1)
Partial settlement (in shares)									7,004,663
Partial settlement			$ (142.3)						$ 0.1				$ (142.4)
Partial settlement of warrants (in shares)									8,081,937
Partial settlement of warrants			0.0						$ 0.1				(0.1)
Partial settlement of bond hedges (in shares)																					(10,701,920)
Partial settlement of bond hedges			0.0										441.3								$ (441.3)
Equity component - 0% Notes				$ 136.6										$ 136.6
Warrant and bond hedges, net				(66.5)										(66.5)
Tax impact of convertible notes, warrants and bond hedges, net	6.6										6.6
Payment of tax withholding for RSUs (in shares)																				(945,531)
Payment of tax withholding for RSUs	(38.9)																			$ (38.9)
Share-based compensation	$ 101.3										101.3
Repurchase of common stock (in shares)	0
Dividend to non-controlling shareholder	$ (2.2)																						(2.2)
Comprehensive income	1,028.2																17.0	1,009.6					1.6
Balance, ending (in shares) at Dec. 31, 2021							603,044,079
Ending balance treasury stock (in shares) at Dec. 31, 2021																				(170,571,261)
Balance, ending at Dec. 31, 2021	4,604.4					$ (102.0)	$ 6.0				4,633.3					$ (129.1)	(40.6)	2,435.1	$ 27.1	$ (2,448.4)			19.0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued pursuant to the ESPP (in shares)							493,484
Shares issued pursuant to the ESPP	22.9										22.9
RSUs released and stock grant awards issued (in shares)							3,739,726
RSUs released and stock grant awards issued	0.0						$ 0.1				(0.1)
Partial settlement (in shares)									611,431
Partial settlement			(0.3)						$ 0.0				(0.3)
Partial settlement of warrants (in shares)									478,993
Partial settlement of warrants			0.0						$ 0.0				0.0
Partial settlement of bond hedges (in shares)																					(617,554)
Partial settlement of bond hedges			0.0										43.4								$ (43.4)
Payment of tax withholding for RSUs (in shares)																				(1,254,030)
Payment of tax withholding for RSUs	(78.1)																			$ (78.1)
Share-based compensation	$ 100.8										100.8
Repurchase of common stock (in shares)	(4,000,000.0)																			(3,988,453)
Repurchase of common stock	$ (259.8)																			$ (259.8)
Dividend to non-controlling shareholder	(2.1)																						(2.1)
Comprehensive income	$ 1,921.2																17.4	1,902.2					1.6
Balance, ending (in shares) at Dec. 31, 2022	431,936,415						608,367,713
Ending balance treasury stock (in shares) at Dec. 31, 2022	176,431,298																			(176,431,298)
Balance, ending at Dec. 31, 2022	$ 6,207.0						$ 6.1				4,670.9						(23.2)	4,364.4		$ (2,829.7)			18.5
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]						Accounting Standards Update 2020-06 [Member]
Shares issued pursuant to the ESPP (in shares)							387,770
Shares issued pursuant to the ESPP	25.7										25.7
RSUs released and stock grant awards issued (in shares)							2,433,671
RSUs released and stock grant awards issued	0.0						$ 0.0				0.0
Partial settlement (in shares)									5,091,710	794
Partial settlement			0.0	0.0					$ 0.1	$ 0.0			(0.1)	0.0
Partial settlement of warrants (in shares)									159	179
Partial settlement of warrants			0.0						$ 0.0				0.0
Partial settlement of bond hedges (in shares)																					(5,091,752)	(785)
Partial settlement of bond hedges			$ 0.0	$ 0.0									$ 472.4	$ 0.1							$ (472.4)	$ (0.1)
Warrant and bond hedges, net					$ (171.5)										$ (171.5)
Tax impact of convertible notes, warrants and bond hedges, net	92.3										92.3
Payment of tax withholding for RSUs (in shares)																				(805,107)
Payment of tax withholding for RSUs	(67.1)																			$ (67.1)
Share-based compensation	$ 121.1										121.1
Repurchase of common stock (in shares)	(7,600,000)																			(7,566,628)
Repurchase of common stock	$ (568.1)																			$ (568.1)
Dividend to non-controlling shareholder	(2.4)																						(2.4)
Comprehensive income	$ 2,163.6																(22.0)	2,183.7					1.9
Balance, ending (in shares) at Dec. 31, 2023	426,386,426						616,281,996
Ending balance treasury stock (in shares) at Dec. 31, 2023	189,895,570																			(189,895,570)
Balance, ending at Dec. 31, 2023	$ 7,800.6						$ 6.2				$ 5,210.9						$ (45.2)	$ 6,548.1		$ (3,937.4)			$ 18.0

Balance Sheet Information - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Depreciation expense for property, plant and equipment	$ 485.3	$ 398.1	$ 436.5
Ship and credit reserves	$ 74.3	$ 158.6
Operating lease weighted average remaining lease term	11 years
Finance lease weighted average remaining lease term	18 years
Weighted average discount rate	4.80%
Finance lease weighted average discount rate percent	6.20%

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Assets
Cash and cash equivalents	$ 2,483.0	$ 2,919.0
Receivables, net	935.4	842.3
Inventories	2,111.8	1,616.8
Other current assets	382.1	351.3
Total current assets	5,912.3	5,729.4
Property, plant and equipment, net	4,401.5	3,450.7
Goodwill	1,577.6	1,577.6
Intangible assets, net	299.3	359.7
Deferred tax assets	600.8	376.7
ROU financing lease assets	42.4	45.8
Other assets	381.3	438.6
Total assets	13,215.2	11,978.5
Liabilities and Stockholders’ Equity
Accounts payable	725.6	852.1
Accrued expenses and other current liabilities	663.2	1,047.3
Current portion of financing lease liabilities	0.8	14.2
Current portion of long-term debt	794.0	147.8
Total current liabilities	2,183.6	2,061.4
Long-term debt	2,542.6	3,045.7
Deferred tax liabilities	38.7	34.1
Long-term financing lease liabilities	22.4	23.0
Other long-term liabilities	627.3	607.3
Total liabilities	5,414.6	5,771.5
Commitments and contingencies
ON Semiconductor Corporation stockholders’ equity:
Common stock ($0.01 par value, 1,250,000,000 shares authorized, 616,281,996 and 608,367,713 shares issued, 426,386,426 and 431,936,415 shares outstanding, respectively)	6.2	6.1
Additional paid-in capital	5,210.9	4,670.9
Accumulated other comprehensive loss	(45.2)	(23.2)
Accumulated earnings	6,548.1	4,364.4
Less: Treasury stock, at cost; 189,895,570 and 176,431,298 shares, respectively	(3,937.4)	(2,829.7)
Total ON Semiconductor Corporation stockholders’ equity	7,782.6	6,188.5
Non-controlling interest	18.0	18.5
Total stockholders' equity	7,800.6	6,207.0
Total liabilities and stockholders' equity	$ 13,215.2	$ 11,978.5

Share-Based Compensation

12 Months Ended

Dec. 31, 2023

Share-Based Compensation

Note 11: Share-Based Compensation


	Year Ended December 31,
	2023		2022		2021
Cost of revenue	$	18.1	$	12.0	$	15.6
Research and development	20.5		17.6		24.2
Selling and marketing	18.6		16.4		16.6
General and administrative	63.9		54.8		44.9

Share-based compensation expense	121.1		100.8		101.3
Income tax benefit	(25.4)		(21.2)		(21.3)
Share-based compensation expense, net of taxes	$	95.7	$	79.6	$	80.0

As of December 31, 2023, total unrecognized share-based compensation expense, net of estimated forfeitures, related to non-vested RSUs with service, performance and market conditions was $123.2 million, which is expected to be recognized over a weighted-average period of 1.4 years. Upon vesting of RSUs, stock grant awards or completion of a purchase under the ESPP, the Company issues new shares of common stock.

Share-Based Compensation Information

The fair value per unit of each RSU and stock grant award is determined on the grant date. Share-based compensation expense is based on awards ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The annualized pre-vesting forfeitures for RSUs were estimated to be approximately 8% for the year ended December 31, 2023, 8% for the year ended December 31, 2022 and 6% for the year ended December 31, 2021.

Plan and Award Descriptions

On March 23, 2010, the Company adopted the Amended and Restated SIP which has been subsequently amended over the years primarily to increase the number of shares of common stock subject to all awards. Generally, RSUs granted under the Amended and Restated SIP vest ratably over three years for awards with service conditions and over two or three years for awards with performance or market conditions, or a combination thereof, and are settled in shares of the Company's common stock upon vesting. Generally, upon the termination of an RSU holder's employment, all unvested RSUs will immediately cancel, except under circumstances where the service condition has been fulfilled.

On May 20, 2021, the Company's stockholders approved certain amendments to the Amended and Restated SIP to extend the expiration date from 2022 to 2031 and to increase the number of shares of common stock subject to all awards by 22.5 million to 109.5 million. As of December 31, 2023, there was an aggregate of 37.1 million shares of common stock available for grant under the Amended and Restated SIP.

Restricted Stock Units

A summary of activity of RSUs during the year ended December 31, 2023 is as follows (number of shares in millions):


	Number of Shares	Weighted-Average Grant Date Fair Value
Nonvested shares of RSUs at December 31, 2022	3.8	$	46.56
Granted	1.9	80.32
Achieved	0.3	54.16
Released	(2.4)	41.56
Forfeited	(0.4)	62.12
Nonvested shares of RSUs at December 31, 2023	3.2	69.39

The RSUs awared during 2023 include RSUs that vest upon satisfaction of service conditions and 0.6 million RSUs granted to certain officers and employees of the Company that vest upon the achievement of certain performance criteria and market conditions. The number of units expected to vest is evaluated each reporting period and compensation expense is recognized for those units for which achievement of the performance criteria is considered probable. Compensation expense for RSUs with market conditions is recognized based on the grant date fair value irrespective of the achievement of the condition. The fair value of the vested awards are based on the stock price as of the vesting dates, and during the years ended December 31, 2023, 2022 and 2021 totaled $202.6 million, $232.8 million and $123.5 million, respectively.

As of December 31, 2023, unrecognized compensation expense, net of estimated forfeitures related to non-vested RSUs granted under the Amended and Restated SIP with service, performance and market conditions, was $90.5 million, $18.7 million and $14.0 million, respectively. For RSUs with time-based service conditions, expense is being recognized over the vesting period; for RSUs with performance criteria, expense is recognized over the period when the performance criteria is expected to be achieved; for RSUs with market conditions, expense is recognized over the period in which the condition is assessed irrespective of whether it would be achieved or not. Unrecognized compensation cost for awards with certain performance criteria that are not expected to be achieved is not included here. Total compensation expense related to service-based, performance-based and market-based RSUs was $113.7 million for the year ended December 31, 2023, which included $64.0 million for RSUs with time-based service conditions that were granted in 2023 and prior that are expected to vest.

Employee Stock Purchase Plan

On February 17, 2000, the Company adopted the ESPP. During the years ended December 31, 2023, 2022 and 2021 employees

purchased approximately 0.4 million, 0.5 million and 0.7 million shares, respectively, under the ESPP. On May 20, 2021, the stockholders approved an amendment to the ESPP, which increased the number of shares available to be issued pursuant to the ESPP by 6.0 million to 34.5 million. As of December 31, 2023, there were approximately 7.3 million shares available for issuance under the ESPP. Total compensation expense related to the ESPP for the year ended December 31, 2023 was $7.4 million.

Changes in Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning	$ 6,207.0	$ 4,604.4	$ 3,558.1
Other comprehensive income (loss) prior to reclassifications	(1.2)	8.5
Amounts reclassified from accumulated other comprehensive loss	(20.8)	8.9
Other comprehensive income (loss), net of tax	(22.0)	17.4	17.0
Balance, ending	7,800.6	6,207.0	4,604.4
Effects of cash flow hedges, tax expense (benefit)	0.2	7.0
Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning	(50.4)	(44.4)
Other comprehensive income (loss) prior to reclassifications	(2.1)	(6.0)
Amounts reclassified from accumulated other comprehensive loss	0.0	0.0
Other comprehensive income (loss), net of tax	(2.1)	(6.0)
Balance, ending	(52.5)	(50.4)	(44.4)
Effects of Cash Flow Hedges
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning	27.2	3.8
Other comprehensive income (loss) prior to reclassifications	0.9	14.5
Amounts reclassified from accumulated other comprehensive loss	(20.8)	8.9
Other comprehensive income (loss), net of tax	(19.9)	23.4
Balance, ending	7.3	27.2	3.8
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning	(23.2)	(40.6)	(57.6)
Balance, ending	$ (45.2)	$ (23.2)	$ (40.6)

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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Reference 32: http://www.xbrl.org/2003/role/disclosureRef
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Reference 37: http://www.xbrl.org/2003/role/disclosureRef
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Reference 38: http://www.xbrl.org/2009/role/commonPracticeRef
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Restructuring, Asset Impairments and Other, net

Employee Benefit Plans - Expected Benefit Payments (Details) $ in Millions	Dec. 31, 2023 USD ($)
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]
2024	$ 7.1
2025	9.4
2026	8.2
2027	11.4
2028	13.0
Five years thereafter	68.4
Total	$ 117.5

Income Taxes - Reconciliation Of The U.S. Federal Statutory Income Tax Rate (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Taxes [Line Items]
U.S. federal statutory rate (as a percent)	21.00%	21.00%	21.00%
Increase (decrease) resulting from:
State and local taxes, net of federal tax benefit	0.70%	1.70%	1.40%
Impact of foreign operations	0.30%	1.70%	(2.00%)
Foreign derived intangible income benefit	(6.80%)	(7.40%)	(7.80%)
Nondeductible goodwill	0.00%	3.10%	0.00%
Change in valuation allowance and related effects	0.50%	(0.10%)	(0.40%)
Share-based compensation costs	(0.20%)	(0.50%)	(0.10%)
U.S. federal R&D credit	(0.40%)	(0.20%)	(0.40%)
Non-deductible officer compensation	0.30%	0.30%	0.40%
Impact of audit settlement	(1.80%)	0.00%	0.00%
Other	0.20%	(0.20%)	0.60%
Total	13.80%	19.40%	12.70%
Election to waive deductions			$ 8.5
Election to waive deductions, percent			0.70%
Foreign
Increase (decrease) resulting from:
Change in valuation allowance, benefit	$ 13.7	$ 55.6	$ 26.3
Change in valuation allowance, benefit, percent	0.50%	2.40%	2.20%
Change in valuation allowance, expense	$ 15.3	$ 54.3	$ 22.6
Change in valuation allowance, expense, percent	0.60%	2.30%	1.90%

Restructuring, Asset Impairments and Other Charges, net

12 Months Ended

Dec. 31, 2023

Restructuring Charges [Abstract]

Note 7: Restructuring, Asset Impairments and Other Charges, net

Details of restructuring, asset impairments and other charges, net are as follows (in millions):


	Restructuring		Asset Impairments			Other			Total
Year Ended December 31, 2023
Business Realignment	59.1		9.3		(1)	2.8			71.2

Other	(0.6)		10.2		(2)	(5.9)		(3)	3.7
Total	$	58.5	$	19.5		$	(3.1)		$	74.9
Year Ended December 31, 2022

QCS wind down	12.6		18.6			18.9		(4)	50.1

Other	(1.4)		4.0			(34.8)		(5)	(32.2)
Total	$	11.2	$	22.6		$	(15.9)		$	17.9
Year Ended December 31, 2021
2021 Involuntary separation program	$	65.3	$	—		$	—		$	65.3


Other	$	2.2	$	3.3		$	0.6		$	6.1
Total	$	67.5	$	3.3		$	0.6		$	71.4

_______________________

(1)Primarily relates to property, plant and equipment impairment charges associated with the business realignment efforts.

(2)Property, plant and equipment and ROU asset impairment charges related to the site consolidation efforts in the U.S.

(3)Primarily for the reversal of certain contract cancellation charges relating to the QCS wind down.

(4)Primarily relates to contract cancellation charges of approximately $15.4 million and legal charges of $3.5 million.

(5)Primarily relates to the gain on the sale of two office buildings and the previous corporate headquarters.

Summary of changes in accrued restructuring charges are as follows (in millions):


	Estimated employee separation charges
Balance as of December 31, 2021	$	10.8
Charges	11.2
Usage	(17.6)
Balance as of December 31, 2022	$	4.4
Charges	58.5
Usage	(45.0)
Balance as of December 31, 2023	$	17.9

Year ended December 31, 2023:

Business Realignment

During 2023, the Company announced the elimination of approximately 1,900 jobs in an effort to realign its operating models, drive organizational effectiveness and efficiencies, increase collaboration within its ASG operating segment and IT support organizations, and right-size its workforce to consolidate manufacturing resources into fewer, common sites across the world to align with the next phase of the Company's multi-year "Fab Right" manufacturing strategy. As a result, ASG ceased its design and test operations in certain locations and there were changes in the IT operating model by transferring selected IT functions to strategic service providers. In connection with these actions, severance costs, related benefit expenses and other ancillary charges of $59.1 million were recorded during the year ended December 31, 2023. An insignificant amount is expected to be recorded during the first quarter of 2024.

Of the aggregate expense, the Company paid $41.9 million in connection with the approximately 1,600 employees who have exited and $17.2 million remained accrued as of December 31, 2023. The remaining employees subject to this realignment are expected to be terminated and paid any applicable severance and related benefit payments during the first half of 2024.

The Company continues to evaluate employee positions and locations for potential operating improvements and efficiencies and may incur additional severance and related charges in the future.

Year ended December 31, 2022:

QCS wind down

On September 16, 2022, the Company's Board of Directors approved an exit plan to wind down QCS as part of its ongoing efforts to focus on growth drivers and key markets, and to streamline its operations. As part of the exit plan, during the third quarter of 2022, the Company notified approximately 330 employees of their employment termination and incurred severance costs and other benefits of approximately $12.7 million. Approximately 304 employees exited during 2022 and the remaining employees exited during 2023. An insignificant amount remained accrued as of December 31, 2023.

In connection with the exit plan, the Company recorded $18.9 million of exit costs, which primarily relates to contract cancellation charges and litigation charges. The Company impaired $8.0 million of Property, Plant and Equipment as well as $10.6 million of other miscellaneous assets. The Company recorded inventory reserves associated with the QCS wind down of $24.5 million which was recorded in cost of revenue.

Year ended December 31, 2021:

2021 Involuntary Separation Program

During 2021, the Company implemented the 2021 Involuntary Separation Program restructuring program (the "2021 ISP"). Under the 2021 ISP, the Company notified approximately 960 employees of their employment termination with aggregate severance costs and other charges amounting to $65.3 million. The Company also incurred certain insignificant charges relating to another program during the fourth quarter of 2021.

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Audit Information [Abstract]
Auditor Firm ID	238
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	Phoenix, Arizona

Balance Sheet Information - Summary of Operating Leases Maturity and Future Minimum Payments (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Operating Leases
2024	$ 43.0
2025	36.8
2026	30.8
2027	28.9
2028	23.6
Thereafter	188.8
Total lease payments	351.9
Less: Interest	(87.9)
Total lease liabilities	264.0	$ 281.7
Financing Leases
2024	1.7
2025	1.7
2026	1.7
2027	1.8
2028	1.8
Thereafter	31.0
Total lease payments	39.7
Less: Interest	(16.5)
Total lease liabilities	$ 23.2

Revenue and Segment Information - Segment Information Of Revenues, Gross Profit And Operating Income (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Revenue from external customers	$ 8,253.0	$ 8,326.2	$ 6,739.8
Segment gross profit	3,883.5	4,077.2	2,714.3
PSG
Segment Reporting Information [Line Items]
Revenue from external customers	4,449.0	4,208.2	3,439.1
Segment gross profit	2,111.3	1,994.3	1,318.3
ASG
Segment Reporting Information [Line Items]
Revenue from external customers	2,488.5	2,841.3	2,399.9
Segment gross profit	1,131.9	1,474.5	1,055.6
ISG
Segment Reporting Information [Line Items]
Revenue from external customers	1,315.5	1,276.7	900.8
Segment gross profit	$ 640.3	$ 608.4	$ 340.4

Supplemental Cash Flow Elements [Abstract]

Acquisitions and Divestitures - 2022 Divestitures (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($) facility	Oct. 01, 2021 USD ($) business
Business Acquisition [Line Items]
Number of business divested \| facility	4
Disposal Group Not Discontinued Operation Gain Loss On Disposal Statement Of Income Extensible List Not Disclosed Flag	gain on divestiture
Disposal Group, Disposed of by Sale, Not Discontinued Operations
Business Acquisition [Line Items]
Number of business divested \| business		1
Cash consideration received		$ 13.6
Gain on disposal	$ 67.0
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Belgium Fab
Business Acquisition [Line Items]
Cash consideration received	19.9
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| South Portland
Business Acquisition [Line Items]
Cash consideration received	80.0
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Pocatello, Idaho
Business Acquisition [Line Items]
Cash consideration received	80.0
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Niigata, Japan
Business Acquisition [Line Items]
Cash consideration received	$ 90.3

Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
GT Advanced Technologies Inc
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Charged to Other Accounts			$ 22.0
Valuation Allowance of Deferred Tax Assets
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at Beginning of Period	$ 152.4	$ 227.4	249.9
Charged (Credited) to Costs and Expenses	0.4	7.0	3.3
Charged to Other Accounts	0.2	(16.7)	8.7
Deductions/Write-offs	(2.7)	(65.3)	(34.5)
Balance at End of Period	$ 150.3	$ 152.4	$ 227.4

Long-Term Debt - Debt prepayments (Details) - USD ($) $ in Millions		12 Months Ended
	Feb. 28, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Line of Credit Facility [Line Items]
Repayments of long-term debt		$ 1,723.4	$ 530.0	$ 1,270.5
0.50% Notes \| Term Loan B Facility
Line of Credit Facility [Line Items]
Repayments of long-term debt	$ 1,086.0	$ 1,086.0
0.50% Notes \| Convertible Debt
Line of Credit Facility [Line Items]
Debt instrument, interest rate	0.50%	0.50%
0.50% Notes \| Convertible Debt \| Term Loan B Facility
Line of Credit Facility [Line Items]
Expense of unamortized debt discount and issuance costs		$ 13.3
Revolver due 2024 \| Line of Credit \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Repayments of debt		125.0
New Credit Agreement \| Line of Credit \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Borrowings used to enter into convertible note hedge and warrant transactions		$ 375.0

Supplemental Disclosures (Tables)

12 Months Ended

Dec. 31, 2023

Schedule of Cash Flow, Supplemental Disclosures

Certain of the Company's cash and non-cash activities were as follows (in millions):


	Year ended December 31,
	2023		2022		2021
Non-cash investing activities:
Capital expenditures in accounts payable and other long-term liabilities	$	303.0	$	324.8	$	150.7
Divestiture/Sale of property in exchange for note receivable	—		—		7.5
Operating ROU assets obtained in exchange of lease liabilities	25.8		140.1		69.3
Finance ROU assets obtained in exchange of lease liabilities	—		25.4		22.3



Amount due to seller in connection with the EFK acquisition	—		236.3		—

Cash paid for:

Interest expense	$	73.2	$	80.7	$	96.9
Income taxes	428.2		443.2		88.2
Operating lease payments in operating cash flows	45.7		42.5		42.1

Schedule of Cash and Cash Equivalents

Following is a reconciliation of the captions in the Consolidated Balance Sheets to the Consolidated Statements of Cash Flows (in millions):


	As of December 31,
	2023		2022		2021
Consolidated Balance Sheets:
Cash and cash equivalents	$	2,483.0	$	2,919.0	$	1,352.6
Restricted cash (included in other current assets)	2.0		14.0		20.1
Restricted cash (included in other non-current assets)	—		—		5.0
Cash, cash equivalents and restricted cash in Consolidated Statements of Cash Flows	$	2,485.0	$	2,933.0	$	1,377.7

Schedule of Restrictions on Cash and Cash Equivalents

Following is a reconciliation of the captions in the Consolidated Balance Sheets to the Consolidated Statements of Cash Flows (in millions):


	As of December 31,
	2023		2022		2021
Consolidated Balance Sheets:
Cash and cash equivalents	$	2,483.0	$	2,919.0	$	1,352.6
Restricted cash (included in other current assets)	2.0		14.0		20.1
Restricted cash (included in other non-current assets)	—		—		5.0
Cash, cash equivalents and restricted cash in Consolidated Statements of Cash Flows	$	2,485.0	$	2,933.0	$	1,377.7

Recent Accounting Pronouncements and Other Developments	12 Months Ended
Recent Accounting Pronouncements and Other Developments	Dec. 31, 2023
Accounting Standards Update and Change in Accounting Principle [Abstract]
Recent Accounting Pronouncements and Other Developments	Note 4: Recent Accounting Pronouncements and Other Developments Pending Adoption Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07") In November 2023, the FASB issued ASU 2023-07 to enhance disclosures about significant segment expenses. The amendments in this ASU require a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. The amendments in this ASU also clarify circumstances in which an entity can disclose multiple segment measures of profit or loss and provide new segment disclosure requirements for entities with a single reportable segment. For public business entities, the provisions of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance will be applied retrospectively to all periods presented in the financial statements. ASU 2023-07 will be applicable for the Company's financial statements for the year ended December 31, 2024. Management is currently evaluating and understanding the requirements under this new standard. Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09") In December 2023, the FASB issued ASU 2023-09 to enhance disclosures about income taxes. The amendments in this ASU require a public entity to disclose in tabular format, using both percentages and reporting currency amounts, specific categories in the rate reconciliation and to provide additional information for reconciling items that meet a quantitative threshold. The amendments in this ASU also require taxes paid (net of refunds received) to be disaggregated by federal, state, and foreign taxes and further disaggregated for specific jurisdictions to the extent the related amounts exceed a quantitative threshold. For public business entities, the provisions of ASU 2023-09 are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. Management is currently evaluating the requirements under this new standard.

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 326
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 4
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479654/326-10-65-4

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 326
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 4
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479654/326-10-65-4

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 926
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (f)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483194/926-20-65-2

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 926
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (f)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483194/926-20-65-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 926
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (f)(3)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483194/926-20-65-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480530/250-10-S99-6

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 250
-Publisher FASB
-URI https://asc.fasb.org//250/tableOfContent

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (d)(1)
-SubTopic 20
-Topic 310
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481925/310-20-65-2

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (d)(2)
-SubTopic 20
-Topic 310
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481925/310-20-65-2

Commitments and Contingencies Disclosure [Abstract]

Background and Basis of Presentation	12 Months Ended
Background and Basis of Presentation	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Background and Basis of Presentation	Note 1: Background and Basis of Presentation ON Semiconductor Corporation, with its wholly and majority-owned subsidiaries ("onsemi" or the "Company") operate under the onsemiTM brand, and prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP"). As of December 31, 2023, the Company was organized into three operating segments, which also represent its three reportable segments: PSG, ASG, and ISG. Unless otherwise noted, all dollar amounts are in millions, except per share amounts.

Long-Term Debt - 0.50% Convertible Senior Notes due 2029 (Details) $ / shares in Units, shares in Millions, $ in Millions		12 Months Ended
	Feb. 28, 2023 USD ($) day $ / shares shares	Dec. 31, 2023 USD ($) $ / shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Feb. 23, 2023 $ / shares
Debt Instrument [Line Items]
Repayments of long-term debt		$ 1,723.4	$ 530.0	$ 1,270.5
Payment for purchase of bond hedges		414.0	0.0	160.3
Proceeds from issuance of warrants		242.5	0.0	$ 93.8
Deferred tax asset		$ 562.1	$ 342.6
0.50% Notes Warrants
Debt Instrument [Line Items]
Exercise price, warrants (in dollars per share) \| $ / shares		$ 156.78
Share price \| $ / shares					$ 78.39
0.50% Notes \| Term Loan B Facility
Debt Instrument [Line Items]
Repayments of long-term debt	$ 1,086.0	$ 1,086.0
0.50% Notes \| 0.50% Notes Warrants
Debt Instrument [Line Items]
Exercise price, warrants (in dollars per share) \| $ / shares	$ 156.78
Premium over closing share price	100.00%
Maximum number of shares to be issued in connection with warrants (in shares) \| shares	28.9
Proceeds from issuance of warrants	$ 242.5
0.50% Notes \| Convertible Debt
Debt Instrument [Line Items]
Debt instrument, interest rate	0.50%	0.50%
Principal amount of debt	$ 1,500.0
Proceeds from convertible debt	1,470.0
Payments for fees and expenses	$ 171.5
Conversion rate	0.0962770
Conversion price per share (in dollars per share) \| $ / shares	$ 103.87	$ 103.87
Threshold percentage of stock price trigger (greater than or equal to)	130.00%
Threshold trading days \| day	20
Threshold consecutive trading days \| day	30
Percentage of principal amount redeemed	100.00%
Maximum shares issuable (in shares) \| shares	19.1
Discount on Initial purchase of shares	$ 30.0
Debt issuance costs	$ 1.3
Effective interest rate	0.85%
Deferred tax asset	$ 92.3
0.50% Notes \| Convertible Debt \| 0.50% Notes Warrants
Debt Instrument [Line Items]
Number of convertible shares (in shares) \| shares	14.4
0.50% Notes \| Convertible Debt \| Embedded Derivative Financial Instruments
Debt Instrument [Line Items]
Payment for purchase of bond hedges	$ 414.0
0.50% Notes \| Convertible Debt \| Debt Conversion One
Debt Instrument [Line Items]
Threshold percentage of stock price trigger (greater than or equal to)	130.00%
Threshold trading days \| day	20
Threshold consecutive trading days \| day	30
0.50% Notes \| Convertible Debt \| Debt Conversion Two
Debt Instrument [Line Items]
Threshold consecutive trading days \| day	5
Period immediately following consecutive trading days (in business days)	5 days
Ratio of trading price per 1000 principal amount (as a percent) (less than)	0.98

Commitments and Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies

Note 13: Commitments and Contingencies

Purchase Obligations

The Company has agreements with suppliers, external manufacturers and other vendors for capital expenditures, inventory purchases, manufacturing services, information technology and other goods and services. The following is a schedule by year of future minimum purchase obligations under non-cancelable arrangements entered into during the ordinary course of business as of December 31, 2023 (in millions):




2024	$	964.4
2025	314.4
2026	60.2
2027	40.7
2028	28.2
Thereafter	0.3
Total	$	1,408.2

Environmental Contingencies

The Company currently leases its headquarters in Scottsdale, Arizona on Salt River Maricopa Indian Community property.

Though the Company has encountered and dealt with a number of environmental issues over time relating to the various locations that comprise its operations, any costs to the Company in connection with such matters have not been, and, based on the information available, are not expected to be material.

The following presents a summary of such environmental contingencies:

•East Greenwich, Rhode Island. The Company’s design center in East Greenwich, Rhode Island is located on property that has localized soil contamination. In connection with the purchase of the facility, the Company entered into a Settlement Agreement and Covenant Not to Sue with the State of Rhode Island. This agreement requires that remedial actions be undertaken and a quarterly groundwater monitoring program be initiated by the former owners of the property.

•Santa Clara, California. As a result of the acquisition of AMIS in 2008, the Company is a "primary responsible party" to an environmental remediation and clean-up plan at AMIS’s former corporate headquarters in Santa Clara, California. Costs incurred by AMIS include implementation of the clean-up plan, operations and maintenance of remediation systems, and other project management costs. However, AMIS’s former parent company, a subsidiary of Nippon Mining, contractually agreed to indemnify AMIS and the Company for any obligations relating to environmental remediation and clean-up activities at this location. This facility was divested to Lincoln Property Company Commercial, Inc. in 2022.

•South Portland, Maine. Through its acquisition of Fairchild, the Company acquired a facility in South Portland, Maine. This facility was divested to Diodes, Inc. in 2022. This facility has ongoing environmental remediation projects to respond to certain releases of hazardous substances that occurred prior to the leveraged recapitalization of Fairchild from its former parent company, National Semiconductor Corporation, which is now owned by TI. To the extent the Company could still incur liabilities with respect to these remediation projects, pursuant to a 1997 asset purchase agreement entered into in connection with the Fairchild recapitalization, National Semiconductor Corporation agreed to indemnify Fairchild, without limitation and for an indefinite period of time, for all future costs related to these projects.

•Bucheon, South Korea. Under a 1999 asset purchase agreement pursuant to which Fairchild purchased the power device business of Samsung, Samsung agreed to indemnify Fairchild in an amount up to $150.0 million for remediation costs and other liabilities related to historical contamination at Samsung’s Bucheon, South Korea operations.

•Mountain Top, Pennsylvania. Under a 2001 asset purchase agreement pursuant to which Fairchild purchased a manufacturing facility in Mountain Top, Pennsylvania, Intersil Corp. (subsequently acquired by Renesas Electronics Corporation) agreed to indemnify Fairchild for remediation costs and other liabilities related to historical contamination at the facility.

•Hartford, Illinois. The Company was notified by the EPA that it has been identified as a PRP under CERCLA in the Chemetco Superfund matter. Chemetco, a defunct reclamation services supplier that operated in Hartford, Illinois at what is now a Superfund site, has performed reclamation services for the Company in the past. The EPA is pursuing Chemetco customers for contribution to the site clean-up activities. The Company has joined a PRP group, which is cooperating with the EPA in the evaluation and funding of the clean-up activities.

Financing Contingencies

In the ordinary course of business, the Company provides standby letters of credit or other guarantee instruments to certain parties initiated by either the Company or its subsidiaries, as required for transactions, including, but not limited to, material purchase commitments, agreements to mitigate collection risk, leases, utilities or customs guarantees. As of December 31, 2023, the Company's Revolving Credit Facility included $25.0 million available for the issuance of letters of credit. There were $0.9 million letters of credit outstanding under the Revolving Credit Facility as of December 31, 2023, which reduced the Company's borrowing capacity. The Company also had outstanding guarantees and letters of credit outside of its Revolving Credit Facility totaling $13.3 million as of December 31, 2023.

As part of obtaining financing in the ordinary course of business, the Company issued guarantees related to certain of its subsidiaries, which totaled $0.9 million as of December 31, 2023. Based on historical experience and information currently available, the Company believes that it will not be required to make payments under the standby letters of credit or guarantee arrangements for the foreseeable future.

Indemnification Contingencies

The Company is a party to a variety of agreements entered into in the ordinary course of business, including acquisition agreements, pursuant to which it may be obligated to indemnify the other parties for certain liabilities that arise out of or relate to the subject matter of the agreements. Some of the agreements entered into by the Company require it to indemnify the other party against losses due to IP infringement, property damage (including environmental contamination), personal injury, failure to comply with applicable laws, the Company’s negligence or willful misconduct or breach of representations and warranties and covenants related to such matters as title to sold assets. In the case of certain acquisition agreements, these agreements may require us to maintain such indemnification provisions for the acquiree’s directors, officers and other employees and agents, in certain cases for a number of years following the acquisition.

The Company faces risk of exposure to warranty and product liability claims in the event that its products fail to perform as expected or such failure of its products results, or is alleged to result, in economic damage, bodily injury or property damage. In addition, if any of the Company’s designed products are alleged to be defective, the Company may be required to participate in their recall. Depending on the significance of any particular customer and other relevant factors, the Company may agree to provide more favorable rights to such customer for valid defective product claims.

The Company and its subsidiaries provide for indemnification of directors, officers and other persons in accordance with limited liability company operating agreements, certificates of incorporation, by-laws, articles of association or similar organizational documents, as the case may be. Section 145 of the Delaware General Corporation Law ("DGCL") authorizes a court to award, or a corporation’s board of directors to grant, indemnity to directors and officers under certain circumstances and subject to certain limitations. The terms of Section 145 of the DGCL are sufficiently broad to permit indemnification under certain circumstances for liabilities, including reimbursement of expenses incurred, arising under the Exchange Act. As permitted by the DGCL, the Company’s Amended and Restated Certificate of Incorporation (as amended, the "Certificate of Incorporation") contains provisions relating to the limitation of liability and indemnification of directors and officers. The Certificate of Incorporation eliminates the personal liability of each of the Company’s directors to the fullest extent permitted by Section 102(b)(7) of the DGCL, as it may be amended or supplemented, and provides that the Company will indemnify its directors and officers to the fullest extent permitted by Section 145 of the DGCL, as amended from time to time.

The Company has entered into indemnification agreements with each of its directors and executive officers. The form of agreement (the "Indemnification Agreement") provides, subject to certain exceptions and conditions specified in the Indemnification Agreement, that the Company will indemnify each indemnitee to the fullest extent permitted by Delaware law against all expenses, judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with a proceeding or claim in which such person is involved because of his or her status as one of the Company’s directors or executive officers. In addition, the Indemnification Agreement provides that the Company will, to the extent not prohibited by law and subject to certain exceptions and repayment conditions, advance specified indemnifiable expenses incurred by the indemnitee in connection with such proceeding or claim.

The Company also maintains directors’ and officers’ insurance policies that indemnify its directors and officers against various liabilities, including certain liabilities under the Exchange Act, which might be incurred by any director or officer in his or her capacity as such.

While the Company’s future obligations under certain agreements may contain limitations on liability for indemnification, other agreements do not contain such limitations and under such agreements it is not possible to predict the maximum potential

amount of future payments due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under any of these indemnities have not had a material effect on the Company’s business, financial condition, results of operations or cash flows. Additionally, the Company does not believe that any amounts that it may be required to pay under these indemnities in the future will be material to the Company’s business, financial position, results of operations, or cash flows.

Government Assistance

2023 Government Incentives

The Company receives government incentives from U.S. federal and state governments and non-U.S. governments in the form of cash grants and tax abatements, which in most cases, attach conditions for a specific duration period, generally related to hiring, training and/or retaining employees, the construction or acquisition of assets and placing them in service or the development of specific technologies. If conditions are not satisfied or the duration period for the agreement is infringed, the incentives are subject to reduction, termination, or recapture.

As of December 31, 2023, relating to government incentives, $12.9 million and $5.2 million were included in other current assets and other non-current assets, respectively, representing the amounts receivable, $80.4 million was recorded as a net decrease to PP&E, net, and $83.6 million was recorded as a reduction to taxes payable included in accrued expenses and other current liabilities. Additionally, $5.1 million and $4.9 million were recorded as a reduction to cost of revenue and operating expenses, respectively, for the year ended December 31, 2023.

The duration of the agreements for the incentives received by the Company in 2023 ranges from one to ten years, with a recapture period that can extend up to 10 years.

2022 Government Incentives

During the year ended December 31, 2022, the Company received a nominal amount related to these programs. To the extent amounts have been received by the Company in advance of the completion of the conditions, they have been recorded as a liability. The duration of the agreements for the incentives received by the Company in 2022 ranges from one to five years, with a recapture period that can extend up to five years.

Legal Matters

From time to time, the Company is party to various legal proceedings arising in the ordinary course of business, including indemnification claims, claims of alleged infringement of patents, trademarks, copyrights and other IP rights, claims of alleged non-compliance with contract provisions and claims related to alleged violations of laws and regulations. The Company evaluates the status of the legal proceedings in which it is involved to assess whether a loss is reasonably estimable and either remote, reasonably possible or probable of occurring. The Company further evaluates each legal proceeding to assess whether an estimate of possible loss or range of possible loss can be made for disclosure purposes. Although litigation is inherently unpredictable, the Company believes that it has adequate provisions for any probable and reasonably estimable losses. However, the Company’s estimates may not represent its maximum possible exposure in any particular legal proceeding. Legal expenses related to defense, negotiations, settlements, rulings and advice of outside legal counsel are expensed as incurred.

The Company is currently involved in a variety of legal matters that arise in the ordinary course of business. Based on information currently available, except as disclosed below (if any), the Company is not involved in any pending or threatened legal proceedings that it believes could reasonably be expected to have a material adverse effect on its financial condition, results of operations or liquidity. The litigation process is inherently uncertain, and the Company cannot guarantee that the outcome of any litigation matter will be favorable to the Company.

Securities Class Action And Derivative Litigation Concerning the Company's SiC Business

On December 13, 2023, a putative class action captioned Hubacek v. On Semiconductor Corp., et al., Case No. 1:23-cv-01429 (D. Del.), was filed by an alleged stockholder of the Company in the U.S. District Court for the District of Delaware against the Company and certain of its officers. The complaint asserts claims for alleged violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. The complaint alleges that the defendants made misleading statements regarding the Company's SiC business. The plaintiff seeks a ruling that this case may proceed as a class action, and seeks damages, attorneys’ fees and costs. The case is in its early stages. They Company believes that it has strong legal defenses to the claims asserted, and will vigorously defend it.

On January 3, 2024, a purported stockholder derivative action captioned Silva v. El-Khoury, et al., Case No. 1:24-cv-00007 (D. Del.), was filed by a purported stockholder of the Company in the U.S. District Court for the District of Delaware. The allegations in the derivative complaint are substantially similar to the allegations in the securities class action complaint discussed above. The derivative suit purports to assert claims on behalf of the Company against certain of its officers for contribution under the federal securities laws, and asserts claims against all of the defendants for breach of fiduciary duty, aiding and abetting, unjust enrichment, abuse of control, gross mismanagement, and waste. The plaintiff seeks an award of damages, pre-judgment interest, punitive damages, attorneys’ fees, and other costs and expenses related to the litigation. This case is in its early stages. The Company believes that the Plaintiff lacks standing to assert claims on the Company’s behalf.

Intellectual Property Matters

The Company faces risk of exposure from claims of infringement of the IP rights of others. In the ordinary course of business, the Company receives letters asserting that the Company’s products or components breach another party’s rights. Such letters may request royalty payments from the Company, that the Company cease and desist using certain IP or other remedies.

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Income (Loss) Before Income Taxes And Minority Interests

The Company's geographic sources of income before income taxes are as follows (in millions):


	Year ended December 31,
	2023		2022		2021
United States	$	2,222.2	$	1,979.8	$	873.2
Foreign	313.6		382.4		284.6
Income before income taxes	$	2,535.8	$	2,362.2	$	1,157.8

Schedule of Provision (Benefit) For Income Taxes

The Company's provision for income taxes is as follows (in millions):


	Year ended December 31,
	2023		2022		2021
Current:
Federal	$	372.7	$	331.9	$	8.0
State and local	21.6		31.8		4.8
Foreign	76.9		73.8		43.3
	471.2		437.5		56.1
Deferred:
Federal	(107.9)		(36.9)		89.2
State and local	13.2		25.7		7.8
Foreign	(26.3)		32.1		(6.5)
	(121.0)		20.9		90.5
Total provision	$	350.2	$	458.4	$	146.6

Schedule of Reconciliation Of The U.S. Federal Statutory Income Tax Rate

A reconciliation of the U.S. federal statutory income tax rate to the Company's effective income tax rate is as follows:


	Year ended December 31,
	2023		2022		2021
U.S. federal statutory rate	21.0	%	21.0	%	21.0	%
Increase (decrease) resulting from:
State and local taxes, net of federal tax benefit	0.7		1.7		1.4

Impact of foreign operations	0.3		1.7		(2.0)

Foreign derived intangible income benefit	(6.8)		(7.4)		(7.8)


Nondeductible goodwill	—		3.1		—

Change in valuation allowance and related effects (1)	0.5		(0.1)		(0.4)


Share-based compensation costs	(0.2)		(0.5)		(0.1)
U.S. federal R&D credit	(0.4)		(0.2)		(0.4)
Non-deductible officer compensation	0.3		0.3		0.4
Impact of audit settlement	(1.8)		—		—
Other (2)	0.2		(0.2)		0.6
Total	13.8	%	19.4	%	12.7	%

_______________________

Schedule of Tax Effects Of Temporary Differences


	As of December 31,
	2023		2022
NOL and tax credit carryforwards	$	227.6	$	221.6
163 (j) interest expense carryforward	4.6		5.1
Lease liabilities	59.7		65.0
ROU asset	(58.9)		(60.9)
Tax-deductible goodwill and amortizable intangibles	(32.2)		(35.9)
Capitalization of research and development expenses	419.9		311.4
Reserves and accruals	60.2		79.1
Property, plant and equipment	(165.1)		(156.3)
Inventories	134.2		78.3
Undistributed earnings of foreign subsidiaries	(67.7)		(64.2)
Share-based compensation	9.7		7.5
Pension	5.8		7.5
Convertible Debt	108.1		27.0
Other	6.5		9.8
Deferred tax assets and liabilities before valuation allowance	712.4		495.0
Valuation allowance	(150.3)		(152.4)
Net deferred tax asset	$	562.1	$	342.6

Schedule of Activity For Unrecognized Gross Tax Benefits

The activity for unrecognized gross tax benefits is as follows (in millions):


	2023		2022		2021
Balance at beginning of year	$	136.8	$	137.2	$	151.0
Acquired balances	—		—		9.3
Additions for tax benefits related to the current year	3.4		3.3		3.1
Additions for tax benefits of prior years	0.7		0.5		—
Reductions for tax benefits of prior years	(48.0)		(0.3)		(19.7)
Lapse of statute	(9.9)		(3.8)		(2.7)
Settlements	(15.3)		(0.1)		(3.8)

Balance at end of year	$	67.7	$	136.8	$	137.2

Background and Basis of Presentation (Details)	12 Months Ended
Background and Basis of Presentation (Details)	Dec. 31, 2023 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	3
Number of reportable segments	3

Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) shares in Millions, $ in Millions		12 Months Ended
	Oct. 16, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Feb. 28, 2023
Debt Instrument [Line Items]
Long-term debt		$ 3,379.9	$ 3,228.3
Less: Debt discount		(4.2)	(9.2)
Less: Debt issuance costs		(39.1)	(25.6)
Net long-term debt, including current maturities		3,336.6	3,193.5
Less: Current maturities		(794.0)	(147.8)
Net long-term debt		2,542.6	3,045.7
Repayments of long-term debt		1,723.4	530.0	$ 1,270.5
New Credit Agreement
Debt Instrument [Line Items]
Long-term debt		$ 375.0	0.0
Debt instrument, interest rate (as a percent)		6.71%
Senior Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt		$ 0.0	$ 500.0
Debt instrument, interest rate (as a percent)			5.67%
Term Loan B Facility
Debt Instrument [Line Items]
Long-term debt		0.0	$ 1,086.0
Less: Debt discount		0.0	(4.2)
Less: Debt issuance costs		0.0	$ (9.7)
Debt instrument, interest rate (as a percent)			6.42%
0.50% Notes \| Convertible Debt
Debt Instrument [Line Items]
Long-term debt		1,500.0	$ 0.0
Less: Debt issuance costs		$ (26.8)	0.0
Debt instrument, interest rate (as a percent)		0.50%			0.50%
0% Notes \| Convertible Debt
Debt Instrument [Line Items]
Long-term debt		$ 804.9	805.0
Less: Debt issuance costs		(10.9)	$ (13.9)
Less: Current maturities		$ (794.0)
Debt instrument, interest rate (as a percent)		0.00%	0.00%	0.00%
3.875% Notes \| Notes Payable
Debt Instrument [Line Items]
Long-term debt		$ 700.0	$ 700.0
Less: Debt discount		(4.2)	(5.0)
Less: Debt issuance costs		$ (1.4)	$ (1.7)
Debt instrument, interest rate (as a percent)		3.875%	3.875%
1.625% Notes \| Convertible Debt
Debt Instrument [Line Items]
Long-term debt		$ 0.0	$ 137.3
Less: Debt issuance costs		$ 0.0	$ (0.3)
Debt instrument, interest rate (as a percent)	1.625%	1.625%	1.625%	1.625%
Repayments of long-term debt	$ 119.6
Shares issued excess over the principal	4.5

Commitments and Contingencies - Government Assistance (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Loss Contingencies [Line Items]
Government assistance recapture period	10 years	5 years
Minimum
Loss Contingencies [Line Items]
Government assistance agreement, term	1 year	1 year
Maximum
Loss Contingencies [Line Items]
Government assistance agreement, term	10 years	5 years
Cost of revenue
Loss Contingencies [Line Items]
Government assistance	$ 5.1
Government Assistance, Statement of Income or Comprehensive Income [Extensible Enumeration]	Cost of revenue
Operating Expense
Loss Contingencies [Line Items]
Government assistance	$ 4.9
Government Assistance, Statement of Income or Comprehensive Income [Extensible Enumeration]	Operating Expenses
Other current assets
Loss Contingencies [Line Items]
Government assistance, cumulative	$ 12.9
Government Assistance, Statement of Financial Position [Extensible Enumeration]	Other current assets
Other non-current assets
Loss Contingencies [Line Items]
Government assistance, cumulative	$ 5.2
Government Assistance, Statement of Financial Position [Extensible Enumeration]	Other assets
PP&E
Loss Contingencies [Line Items]
Government assistance, decrease to cumulative	$ (80.4)
Government Assistance, Statement of Financial Position [Extensible Enumeration]	Property, plant and equipment, net
Accrued expenses and other current liabilities
Loss Contingencies [Line Items]
Government assistance, cumulative	$ 83.6
Government Assistance, Statement of Financial Position [Extensible Enumeration]	Accrued Liabilities, Current

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - Convertible Debt	Dec. 31, 2021
1.00% Notes
Debt instrument, interest rate	1.00%
1.625% Notes
Debt instrument, interest rate	1.625%
0% Notes
Debt instrument, interest rate	0.00%

Financial Instruments - Schedule of Net Foreign Exchange Positions (Details) - Foreign exchange contract - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Financial Instruments [Line Items]
Buy (Sell)	$ 214.4	$ 249.6
Notional Amount	262.2	272.0
Other currencies - Buy
Financial Instruments [Line Items]
Buy (Sell)	54.4	66.5
Notional Amount	54.4	66.5
Other currencies - Sell
Financial Instruments [Line Items]
Buy (Sell)	(9.6)	(11.2)
Notional Amount	9.6	11.2
Philippine Peso
Financial Instruments [Line Items]
Buy (Sell)	47.3	63.9
Notional Amount	47.3	63.9
Euro
Financial Instruments [Line Items]
Buy (Sell)	64.6	26.0
Notional Amount	64.6	26.0
Korean Won
Financial Instruments [Line Items]
Buy (Sell)	(14.3)	35.7
Notional Amount	14.3	35.7
Japanese Yen
Financial Instruments [Line Items]
Buy (Sell)	55.2	27.0
Notional Amount	55.2	27.0
Czech Koruna
Financial Instruments [Line Items]
Buy (Sell)	16.8	41.7
Notional Amount	$ 16.8	$ 41.7

Significant Accounting Policies (Policies)	12 Months Ended
Significant Accounting Policies (Policies)	Dec. 31, 2023
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the assets, liabilities, revenue and expenses of all wholly-owned and majority-owned subsidiaries over which the Company exercises control and, when applicable, entities in which the Company has a controlling financial interest or is the primary beneficiary. Investments in affiliates where the Company does not exert a controlling financial interest are not consolidated. All intercompany balances and transactions have been eliminated.
Use of Estimates	Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations and various other assumptions that management believes are reasonable under the circumstances. Significant estimates have been used by management in conjunction with the following: (i) calculation of future payouts for customer incentives and amounts subject to allowances and returns; (ii) valuation and obsolescence relating to inventories; (iii) measurement of valuation allowances against deferred tax assets, and evaluations of uncertain tax positions; (iv) assumptions used in business combinations; and (v) testing for impairment of long-lived assets and goodwill. Actual results may differ from the estimates and assumptions used in the consolidated financial statements.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand deposits and highly liquid investments with original maturities at the time of purchase of three months or less. The Company maintains amounts on deposit at various financial institutions, which may at times exceed federally insured limits. However, management periodically evaluates the credit-worthiness of those institutions and has not experienced any losses on such deposits.
Inventories	Inventories Inventories are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or net realizable value. General market conditions, as well as the Company's design activities, can cause certain of its products to become obsolete. The Company writes down excess and obsolete inventories based upon a regular analysis of inventory on hand compared to historical and projected end-user demand. The determination of projected end-user demand requires the use of estimates and assumptions related to projected unit sales for each product. These write downs can influence results from operations. For example, when demand for a given part falls, all or a portion of the related inventory that is considered to be in excess of anticipated demand is written down, impacting cost of revenue and gross profit. However, the majority of product inventory that has been previously written down is ultimately discarded. Although the Company does sell some products that have previously been written down, such sales have historically been consistently insignificant and the related impact on the Company's gross profit has also been insignificant.
Property, Plant and Equipment	Property, Plant and Equipment Property, plant and equipment are recorded at cost and are depreciated over estimated useful lives of 30 years for buildings and 3-20 years for computers, machinery and equipment using straight-line methods. Expenditures for maintenance and repairs are charged to operations in the period in which the expense is incurred. When assets are retired or otherwise disposed of, the related costs and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. The Company evaluates the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be fully recoverable. A potential impairment charge is evaluated when the undiscounted expected cash flows derived from an asset group are less than its carrying amount. Impairment losses, if applicable, are measured as the amount by which the carrying value of an asset group exceeds its fair value. Judgment is used when applying these impairment rules to determine the timing of the impairment test, the undiscounted cash flows used to assess impairments and the fair value of the asset group.
Business Combination Purchase Price Allocation	Business Combination Purchase Price Allocation The allocation of the purchase price of business combinations is based on management estimates and assumptions, which utilize established valuation techniques appropriate for the technology industry. These techniques include the income approach, cost approach or market approach, depending upon which approach is the most appropriate based on the nature and reliability of available data. Management records the acquired assets and liabilities at fair value. If the income approach is used, the fair value determination is predicated upon the value of the future cash flows that an asset is expected to generate over its economic life. The cost approach takes into account the cost to replace (or reproduce) the asset and the effects on the asset's value of physical, functional and/or economic obsolescence that has occurred with respect to the asset. The market approach is used to estimate value from an analysis of actual market transactions or offerings for economically comparable assets available as of the valuation date. Determining the fair value of acquired technology assets is judgmental in nature and requires the use of significant estimates and assumptions, including the discount rate, revenue growth rates, projected gross margins, and estimated research and development and other operating expenses.
Goodwill	Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in a business combination. The Company evaluates its goodwill for impairment annually during the fourth quarter and whenever events or changes in circumstances indicate the carrying value of a reporting unit may not be recoverable. The Company’s divisions are one level below the operating segments, constituting individual businesses, at which level the Company’s segment management conducts regular reviews of the operating results. The Company's divisions, either individually or in a combination, constitute reporting units for purposes of allocating and testing goodwill. The Company's impairment evaluation consists of a qualitative assessment. If this assessment indicates that it is more likely than not the estimated fair value of a reporting unit exceeds its carrying value, goodwill is not considered impaired. Otherwise, a quantitative impairment test is performed by comparing the fair value of a reporting unit to its carrying value, including goodwill. The Company can bypass the qualitative assessment for any period and proceed directly to the quantitative impairment test. If the carrying value of the net assets associated with the reporting unit exceeds the fair value of the reporting unit, goodwill is considered impaired and will be determined as the amount by which the reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Determining the fair value of the Company's reporting units is subjective in nature and involves the use of significant estimates and assumptions, including projected net cash flows, discount rates and long-term growth rates. The Company determines the fair value of its reporting units based on an income approach derived from the present value of estimated future cash flows. The assumptions about estimated cash flows include factors such as future revenue, gross profit, operating expenses and industry trends. The Company considers historical rates and current market conditions when determining the discount and long-term growth rates to use in its analysis. The Company considers other valuation methods, such as the cost approach or market approach, if it is determined that these methods provide a more representative approximation of fair value.
Intangible Assets	Intangible Assets The Company's acquisitions have resulted in intangible assets consisting of values assigned to customer relationships, patents, developed technology, licenses, and trademarks, which are considered long-lived assets and are stated at cost less accumulated amortization. These intangible assets are amortized over their estimated useful lives and are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of an asset group containing these assets may not be recoverable.
Leases	Leases The Company determines if an arrangement is a lease at its inception. Operating and financing lease arrangements are comprised primarily of real estate and equipment agreements. Operating right-of-use ("ROU") assets are included in other assets and the corresponding lease liabilities, depending on their maturity, are included in Accrued expenses and other current liabilities or other long-term liabilities. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The lease term includes options to extend the lease when it is reasonably certain that the option will be exercised. Leases with a term of 12 months or less are not recorded on the Consolidated Balance Sheet. The Company uses its estimated incremental borrowing rate in determining the present value of lease payments considering the term of the lease, which is derived from information available at the lease commencement date, giving consideration to publicly available data for instruments with similar characteristics. The Company accounts for the lease and non-lease components as a single lease component.
Debt Issuance Costs	Debt Issuance Costs Debt issuance costs for the Company's revolving credit facilities are capitalized and amortized over the term of the facility on a straight-line basis. Amortization is included in interest expense while the unamortized balance is included in other assets. Debt issuance costs for the Company's convertible notes, senior notes and term debt are recorded as a direct deduction from the carrying amounts of such debt, consistent with debt discounts, and are amortized over their term using the effective interest method. Amortization is included in interest expense.
Government Incentives	Government Incentives The Company receives government incentives for various reasons including capital expenditures, operating expenses, or to develop specific technologies, which may require the Company to meet or maintain certain metrics, and may be subject to reduction, termination, or recapture if such conditions are not met or maintained. Incentives related to the acquisition or construction of property, plant and equipment are recognized as a reduction in the cost-basis of the underlying assets with a reduction to depreciation expense based on the useful lives of the related assets. Incentives related to specific operating activities are offset against the related expense in the period the expense is incurred. Government incentives received prior to being earned are recognized in current or non-current liabilities or restricted cash, whereas incentives earned prior to being received are recognized in current or non-current receivables. Cash incentives related to operating expenses along with incentives that can offset taxes payable are included in operating activities, while cash received related to the acquisition of property, plant, and equipment are included in investing activities in the Consolidated Statements of Cash Flows.
Contingencies	Contingencies The Company is involved in a variety of legal matters, IP matters, environmental, financing and indemnification contingencies that arise in the ordinary course of business. Based on the information available, management evaluates the relevant range and likelihood of potential outcomes and records the appropriate liability when the amount is deemed probable and reasonably estimable.
Treasury Stock	Treasury Stock Treasury stock is recorded at cost, inclusive of fees, commissions and other expenses, when outstanding common shares are repurchased, bond hedges issued in connection with the convertible notes are settled and when outstanding shares are withheld to satisfy tax withholding obligations in connection with certain shares pursuant to RSUs under the Company's share-based compensation plans. Re-issuance of shares held in treasury stock is accounted for on a first-in, first-out basis.
Revenue Recognition	Revenue Recognition The Company generates revenue from sales of its semiconductor products to direct customers and distributors. The Company also generates revenue, to a much lesser extent, from product development agreements and manufacturing services provided to customers. The Company applies a five-step approach in determining the amount and timing of revenue to be recognized: (i) identifying the contract with a customer; (ii) identifying the performance obligations in the contract; (iii) determining the transaction price; (iv) allocating the transaction price to the performance obligations in the contract; and (v) recognizing revenue when the performance obligation is satisfied. The Company allocates the transaction price to each distinct product based on its relative stand-alone selling price. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. Revenue is recognized when the Company satisfies a performance obligation in an amount reflecting the consideration to which it expects to be entitled. For sales agreements, the Company has identified the promise to transfer products, each of which is distinct, as the performance obligation. The Company recognizes revenue from sales agreements upon transferring control of a product to the customer, which typically occurs when products are shipped or delivered, depending on the delivery terms, or when products that are consigned at customer locations are consumed. Revenue is also recognized over time for products with no alternative use and an enforceable right to payment as they are manufactured, which represents a contract asset. The Company can receive cash payments from customers in advance of the performance obligation being satisfied, which represents a contract liability. Contract liabilities are recognized as revenue when the performance obligations are satisfied. Frequently, the Company receives orders with multiple delivery dates that may extend across reporting periods. Each delivery constitutes an individual performance obligation, which consists of transferring control of the products to the customers based on their stand-alone selling price. The Company invoices the customer for each delivery upon shipment and recognizes revenue in accordance with delivery terms. As scheduled delivery dates are within one year, revenue allocated to future shipments of partially completed contracts are not disclosed. For product development agreements, the Company has identified the completion of a service defined in the agreement as the performance obligation. The Company recognizes revenue from product development agreements over time based on the cost-to-cost method. The Company recognizes revenue from manufacturing services when it satisfies the performance obligation by transferring the promised goods or services to the customer. Depending on the terms of the applicable contractual agreement with the customer, revenue is recognized at the point in time when the customer obtains control of the promised goods or service, or over time when the created asset has no alternate use to the Company and there is an enforceable right to payment for the performance to date. Sales agreements with customers are renewable periodically and contain terms and conditions with respect to payment, delivery, warranty and supply. In the absence of a sales agreement, the Company’s standard terms and conditions apply. The Company considers the customer purchase orders, governed by sales agreements or the Company’s standard terms and conditions, to be the contract with the customer. The Company evaluates certain factors including the customer’s ability to pay (or credit risk). The Company’s direct customers do not have the right to return products, other than pursuant to the provisions of the Company’s standard warranty. Sales to distributors, however, are typically made pursuant to agreements that provide return rights and stock rotation provisions permitting limited levels of product returns. Sales to certain distributors, primarily those with ship and credit rights, can also be subject to price adjustment on certain products. Although payment terms vary, most distributor agreements require payment within 30 days. In addition, the Company offers cash discounts to certain customers for payments received within an agreed upon time, generally ten days after shipment, which is recorded as a reduction to revenue. Sales returns and allowances, which include ship and credit reserves for distributors, are estimated based on historical claims data and expected future claims. Provisions for discounts and rebates to customers, estimated returns and allowances, ship and credit claims and other adjustments are provided for in the same period the related revenue are recognized, and are netted against revenue. The Company records freight and handling costs associated with outbound freight after control over a product has transferred to a customer as a fulfillment cost and includes it in cost of revenue. Taxes assessed by government authorities on revenue-producing transactions, including value-added and excise taxes, are presented on a net basis (excluded from revenue). The Company generally warrants that products sold to its customers will, at the time of shipment, be free from defects in workmanship and materials and conform to specifications. The Company’s standard warranty extends for a period of two years from the date of delivery, except in the case of image sensor products, which are warrantied for one year from the date of delivery. At the time revenue is recognized, the Company establishes an accrual for estimated warranty expenses associated with its sales and records them as a component of the cost of revenue.
Research and Development Costs	Research and Development Costs Research and development costs are expensed as incurred.
Income Taxes	Income Taxes Income taxes are accounted for using the asset and liability method. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which these temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which management cannot conclude that it is more likely than not that such deferred tax assets will be realized. In determining the amount of the valuation allowance, estimated future taxable income, feasible tax planning strategies, future reversals of existing temporary differences and taxable income in prior carryback years, if a carryback is permitted, are considered. If the Company determines it is more likely than not that all or a portion of the remaining deferred tax assets will not be realized, the valuation allowance will be increased with a charge to income tax expense. Conversely, if the Company determines it is more likely than not to be able to utilize all or a portion of the deferred tax assets for which a valuation allowance has been provided, the related portion of the valuation allowance will be recorded as a reduction to income tax expense. The Company recognizes and measures benefits for uncertain tax positions using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that is it more likely than not that the tax positions will be sustained upon audit, including resolution of any related appeals or litigation processes. For tax positions that are more likely than not to be sustained upon audit, the second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon settlement. No tax benefit is recognized for tax positions that are not more likely than not to be sustained. The Company's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Significant judgment is required to evaluate uncertain tax positions. Evaluations are based upon a number of factors, including changes in facts or circumstances, changes in tax law, correspondence with tax authorities during the course of tax audits and effective settlement of audit issues. Changes in the recognition or measurement of uncertain tax positions could result in significant increases or decreases in income tax expense in the period in which the change is made, which could have a significant impact to the Company's effective tax rate.
Foreign Currencies	Foreign Currencies Most of the Company's foreign subsidiaries conduct business primarily in U.S. dollars and, as a result, utilize the U.S. dollar as their functional currency. For the remeasurement of financial statements of these subsidiaries, assets and liabilities in foreign currencies that are receivable or payable in cash are remeasured at current exchange rates, while inventories and other non-monetary assets in foreign currencies are remeasured at historical rates. Gains and losses resulting from the remeasurement of such financial statements are included in the operating results, as are gains and losses incurred on foreign currency transactions. Some of the Company's Japanese subsidiaries utilize Japanese Yen as their functional currency. The assets and liabilities of these subsidiaries are translated at current exchange rates, while revenue and expenses are translated at the average rates in effect for the period. The related translation gains and losses are included in other comprehensive income or loss within the Consolidated Statements of Operations and Comprehensive Income.
Defined Benefit Pension Plans	Defined Benefit Pension Plans The Company maintains defined benefit pension plans covering certain of its foreign employees. Net periodic pension costs and pension obligations are determined based on actuarial assumptions, including discount rates for plan obligations, assumed rates of return on pension plan assets and assumed rates of compensation increases for employees participating in plans. These assumptions are based upon management's judgment and consultation with actuaries, considering all known trends and uncertainties. The service cost component of the net periodic pension cost is allocated between the cost of revenue, research and development, selling and marketing and general and administrative line items, while the other components are included in other expense in the Consolidated Statements of Operations and Comprehensive Income.
Fair Value Measurement	Fair Value Measurement The Company measures certain of its financial and non-financial assets at fair value by using the fair value hierarchy that prioritizes certain inputs into individual fair value measurement approaches. The fair value hierarchy, which is based on three levels of inputs, of which the first two are considered observable and the third, unobservable. The Company has elected not to carry any of its debt instruments at fair value.
Recent Accounting Pronouncements	Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07") In November 2023, the FASB issued ASU 2023-07 to enhance disclosures about significant segment expenses. The amendments in this ASU require a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. The amendments in this ASU also clarify circumstances in which an entity can disclose multiple segment measures of profit or loss and provide new segment disclosure requirements for entities with a single reportable segment. For public business entities, the provisions of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance will be applied retrospectively to all periods presented in the financial statements. ASU 2023-07 will be applicable for the Company's financial statements for the year ended December 31, 2024. Management is currently evaluating and understanding the requirements under this new standard. Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09") In December 2023, the FASB issued ASU 2023-09 to enhance disclosures about income taxes. The amendments in this ASU require a public entity to disclose in tabular format, using both percentages and reporting currency amounts, specific categories in the rate reconciliation and to provide additional information for reconciling items that meet a quantitative threshold. The amendments in this ASU also require taxes paid (net of refunds received) to be disaggregated by federal, state, and foreign taxes and further disaggregated for specific jurisdictions to the extent the related amounts exceed a quantitative threshold. For public business entities, the provisions of ASU 2023-09 are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. Management is currently evaluating the requirements under this new standard.

Goodwill and Intangible Assets - Summary of Goodwill by Operating Segment (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Line Items]
Goodwill	$ 2,358.4	$ 2,358.4	$ 2,388.3
Accumulated Impairment Losses	(780.8)	(780.8)	(450.8)
Carrying Value	1,577.6	1,577.6	1,937.5
ASG
Goodwill [Line Items]
Goodwill	1,536.4	1,536.4	1,566.3
Accumulated Impairment Losses	(748.9)	(748.9)	(418.9)
Carrying Value	787.5	787.5	1,147.4
ISG
Goodwill [Line Items]
Goodwill	114.0	114.0	114.0
Accumulated Impairment Losses	0.0	0.0	0.0
Carrying Value	114.0	114.0	114.0
PSG
Goodwill [Line Items]
Goodwill	708.0	708.0	708.0
Accumulated Impairment Losses	(31.9)	(31.9)	(31.9)
Carrying Value	$ 676.1	$ 676.1	$ 676.1

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]

Income Taxes - Provision (Benefit) For Income Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current:
Federal	$ 372.7	$ 331.9	$ 8.0
State and local	21.6	31.8	4.8
Foreign	76.9	73.8	43.3
Current, Provision (benefit) for income taxes	471.2	437.5	56.1
Deferred:
Federal	(107.9)	(36.9)	89.2
State and local	13.2	25.7	7.8
Foreign	(26.3)	32.1	(6.5)
Deferred, Provision (benefit) for income taxes	(121.0)	20.9	90.5
Total provision	$ 350.2	$ 458.4	$ 146.6

Acquisitions and Divestitures - Pro Forma Information (Details) - GT Advanced Technologies Inc $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($)
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Revenue	$ 6,750.4
Net income	972.4
Net income attributable to ON Semiconductor Corporation	$ 970.8

Employee Benefit Plans

12 Months Ended

Dec. 31, 2023

Employee Benefit Plans

Note 12: Employee Benefit Plans

Defined Benefit Pension Plans

The Company maintains defined benefit pension plans for employees of certain of its foreign subsidiaries. Such plans conform to local practice in terms of providing minimum benefits mandated by law, collective agreements or customary practice. The Company recognizes the aggregate amount of all overfunded plans as assets and the aggregate amount of all underfunded plans as liabilities in its Consolidated Balance Sheets. The Company's expected long-term rate of return on plan assets is updated at least annually, taking into consideration its asset allocation, historical returns on similar types of assets and the current economic environment. For estimation purposes, the Company assumes its long-term asset mix will generally be consistent with the current mix. The Company determines its discount rates using highly rated corporate bond yields and government bond yields.

Benefits under all of the plans are valued utilizing the projected unit credit cost method. The Company's policy is to fund its defined benefit plans in accordance with local requirements and regulations. The funding is primarily driven by the current assessment of the economic environment and projected benefit payments of foreign subsidiaries. The measurement date for determining the defined benefit obligations for all plans is December 31 of each year.

The Company recognizes actuarial gains and losses during the period the Company's annual pension plan actuarial valuations are prepared, which generally occurs during the fourth calendar quarter of each year, or during any interim period where a revaluation is deemed necessary. For the years ended December 31, 2023, 2022 and 2021, the Company recognized an actuarial loss of $4.0 million, and actuarial gains of $22.1 million and $21.4 million, respectively. Of the actuarial loss for 2023, $7.8 million was primarily due to an increase in the discount rates reduced by $3.8 million due to higher-than-expected returns on plan assets.

Following is a summary of the status of the Company's foreign defined benefit pension plans and the net periodic pension cost (in millions):


	Year Ended December 31,
	2023			2022			2021
Service cost	$	4.7		$	8.1		$	11.7
Interest cost	6.3			4.0			4.5
Expected return on plan assets	(4.7)			(4.3)			(6.5)

Curtailment gain	—			—			(0.4)
Actuarial (gains) losses	4.0			(22.1)			(21.4)
Total net periodic pension (gain) cost	$	10.3		$	(14.3)		$	(12.1)
Weighted average assumptions
Discount rate used for net periodic pension costs	3.27		%	1.54		%	1.31		%
Discount rate used for pension benefit obligations	3.63		%	3.63		%	1.54		%
Expected return on plan assets	3.46		%	2.98		%	3.04		%
Rate of compensation increase	4.26		%	3.43		%	3.45		%

The long-term rate of return on plan assets was determined using the weighted-average method, which incorporates factors that include the historical inflation rates, interest rate yield curve and current market conditions.


	As of December 31,
	2023		2022
Change in projected benefit obligation (PBO)
Projected benefit obligation at the beginning of the year	$	185.5	$	293.6
Divestiture of businesses	—		(41.3)
Service cost	4.7		8.1
Interest cost	6.3		4.0
Net actuarial (gain) loss	7.8		(38.3)
Benefits paid by plan assets	(10.7)		(5.3)
Benefits paid by the Company	(3.2)		(3.4)
Participant contributions	0.1		0.1

Translation and other (gain) loss	0.6		(32.0)
Projected benefit obligation at the end of the year	$	191.1	$	185.5
Accumulated benefit obligation at the end of the year	$	157.3	$	153.8
Change in plan assets
Fair value of plan assets at the beginning of the year	$	131.7	$	189.7



Divestiture of businesses	—		(21.9)
Actual return on plan assets	8.5		(11.9)
Benefits paid from plan assets	(10.7)		(5.3)
Employer contributions	11.3		2.3

Translation and other gain (loss)	(0.5)		(21.2)
Fair value of plan assets at the end of the year	$	140.3	$	131.7

	As of December 31,
	2023		2022
Plans with underfunded or non-funded projected benefit obligation
Projected benefit obligation	$	118.2	$	121.1
Fair value of plan assets	50.2		54.2
Plans with underfunded or non-funded accumulated benefit obligation
Accumulated benefit obligation	$	87.7	$	84.2
Fair value of plan assets	50.2		44.9
Amounts recognized in the balance sheet consist of
Current assets	$	0.7	$	0.7
Non-current assets	16.4		12.4
Current liabilities	(1.4)		(0.4)
Non-current liabilities	(66.5)		(66.5)
Funded status	$	(50.8)	$	(53.8)

Included in assets held-for-sale within Other current assets is an insignificant balance representing the overfunded status of the pension plan for the divested fab at Niigata, Japan as of December 31, 2023 and 2022. The PBO and pension asset balances related to this plan are included in the table above. These balances are expected to be derecognized during 2024 upon approval from the appropriate authorities. See Note 5: ''Acquisitions and Divestitures'' for further discussion of the Niigata factory sale.

Plan Assets

The Company's overall investment strategy is to focus on stable and low credit risk investments aimed at providing a positive rate of return to the plan assets. The Company has an investment mix with a wide diversification of asset types and fund strategies that are aligned with each region and foreign location's economy and market conditions. Investments in government securities are generally guaranteed by the respective government offering the securities. Investments in corporate bonds, equity

securities, and foreign mutual funds are made with the expectation that these investments will give an adequate rate of long-term returns despite periods of high volatility. Other types of investments include investments in cash deposits, money market funds and insurance contracts. Asset allocations are based on the anticipated required funding amounts, timing of benefit payments, historical returns on similar assets and the influence of the current economic environment.



	As of December 31, 2023
	Allocation		Total		Level 1		Level 2		Level 3
Asset Category
Cash/Money Markets	2	%	$	3.5	$	3.5	$	—	$	—
Foreign Government/Treasury Securities (1)	7	%	9.9		9.9		—		—
Corporate Bonds, Debentures (2)	31	%	43.2		—		43.2		—
Equity Securities (3)	22	%	31.3		—		31.3		—
Mutual Funds	9	%	11.9		—		11.9		—
Investment and Insurance Contracts (4)	29	%	40.5		—		16.0		24.5
	100	%	$	140.3	$	13.4	$	102.4	$	24.5


	As of December 31, 2022
	Allocation		Total		Level 1		Level 2		Level 3
Asset Category
Cash/Money Markets	2	%	$	3.0	$	3.0	$	—	$	—
Foreign Government/Treasury Securities (1)	10	%	13.4		13.4		—		—
Corporate Bonds, Debentures (2)	26	%	33.4		—		33.4		—
Equity Securities (3)	23	%	30.2		—		30.2		—
Mutual Funds	7	%	9.3		—		9.3		—
Investment and Insurance Contracts (4)	32	%	42.4		—		18.6		23.8
	100	%	$	131.7	$	16.4	$	91.5	$	23.8

_______________________

(1)Includes investments primarily in guaranteed return securities.

(2) Includes investments in government bonds and corporate bonds of developed countries, emerging market government bonds, emerging market corporate bonds and convertible bonds.

(3) Includes investments in equity securities of developed countries and emerging markets.

(4) Includes certain investments with insurance companies that guarantee a minimum rate of return on the investment.

When available, the Company uses observable market data, including pricing on recently closed market transactions and quoted prices, which are included in Level 2. When data is unobservable, valuation methodologies using comparable market data are utilized and included in Level 3. Activity during the years ended December 31, 2023 and 2022, respectively, for plan assets with fair value measurement using significant unobservable inputs (Level 3) were as follows (in millions):


	Investment and Insurance Contracts
Balance at December 31, 2021	$	50.6
Actual return on plan assets	(2.8)
Purchase, sales and settlements, net	(21.7)
Foreign currency impact	(2.3)
Balance at December 31, 2022	$	23.8
Actual return on plan assets	1.2
Purchase, sales and settlements, net	(1.3)
Foreign currency impact	0.8
Balance at December 31, 2023	$	24.5

The Company generally contributes to its foreign defined benefit plans based on specific plan or statutory requirements. In 2024, the Company expects to contribute $22.7 million. The expected benefit payments from the Company's defined benefit plans from 2024 through 2028 and the five years thereafter are as follows (in millions):


2024	$	7.1
2025	9.4
2026	8.2
2027	11.4
2028	13.0
Five years thereafter	68.4
Total	$	117.5

Defined Contribution Plans

The Company has a deferred compensation savings plan for all eligible U.S. employees established under the provisions of Section 401(k) of the Internal Revenue Code. Eligible employees may contribute a percentage of their salary subject to certain limitations. The Company has elected to match 100% of employee contributions between 0% and 4% of their salary, with an annual limit as mandated by the Internal Revenue Service. The Company recognized $19.9 million, $14.7 million and $16.7 million of expense relating to matching contributions in 2023, 2022 and 2021, respectively.

Certain foreign subsidiaries have defined contribution plans in which eligible employees participate. The Company recognized compensation expense of $22.3 million, $20.5 million and $27.2 million relating to these plans for the years ended 2023, 2022 and 2021, respectively.

The entire disclosure for retirement benefits.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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Acquisitions and Divestitures - 2021 GTAT Acquisition (Details) - USD ($) $ in Millions	Oct. 28, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Escrow deposit		$ 17.0
Goodwill		$ 1,577.6	$ 1,577.6	$ 1,937.5
GT Advanced Technologies Inc
Business Acquisition [Line Items]
Purchase price	$ 434.9
Cash consideration	424.6
Escrow deposit	17.0
Remaining consideration	10.0
Intangible assets	130.0
Goodwill	274.8
GT Advanced Technologies Inc \| Developed technology
Business Acquisition [Line Items]
Intangible assets	$ 130.0
Weighted average useful life (in years)	13 years

Earnings Per Share and Equity (Tables)

12 Months Ended

Dec. 31, 2023

Schedule of Net Income Per Share

Net income per share of common stock attributable to ON Semiconductor Corporation is shown below (in millions, except per share data):


	Year ended December 31,
	2023		2022		2021
Net income for basic earnings per share of common stock	$	2,183.7	$	1,902.2	$	1,009.6
Add: Interest on 1.625% Notes	1.3		2.0		—
Net income for diluted earnings per share of common stock	$	2,185.0	$	1,904.2	$	1,009.6

Basic weighted-average shares of common stock outstanding	430.7		433.2		425.7
Dilutive effect of share-based awards	1.2		1.8		2.5
Dilutive effect of convertible notes and warrants	14.9		13.2		15.6
Diluted weighted average shares of common stock outstanding	446.8		448.2		443.8

Net income per share of common stock:
Basic	$	5.07	$	4.39	$	2.37
Diluted	$	4.89	$	4.25	$	2.27

Schedule of Share Repurchase Program

Activity under both the 2023 Share Repurchase Program and the previous program is as follows (in millions, except per share data):


	Year ended December 31,
	2023		2022		2021
Number of repurchased shares (1)	7.6		4.0		—

Aggregate purchase price	$	564.0	$	259.8	$	—
Fees, commissions and excise tax	4.1		—		—

Total	$	568.1	$	259.8	$	—

Weighted-average purchase price per share (2)	$	74.54	$	65.13	$	—
Available amounts	$	2,436.0	$	1,036.0	$	1,295.8

_______________________

(1)None of these shares had been reissued or retired as of December 31, 2023 but may be reissued or retired later.

(2) Exclusive of fees, commission or other expenses.

Goodwill and Intangible Assets - Summary of Change in Goodwill (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Jul. 01, 2022	Dec. 31, 2022
Goodwill [Roll Forward]
Goodwill, beginning balance		$ 1,937.5
Goodwill impairment	$ (115.0)	(330.0)
Business divestitures - Goodwill disposed		(29.9)
Goodwill, ending balance		$ 1,577.6

Balance Sheet Related Disclosures [Abstract]

Restructuring, Asset Impairments and Other Charges, net - Narrative (Details) $ in Millions		12 Months Ended
	Sep. 16, 2022 USD ($) employee	Dec. 31, 2023 USD ($) job employee	Dec. 31, 2022 USD ($) employee	Dec. 31, 2021 USD ($) employee
Restructuring Cost and Reserve [Line Items]
Restructuring costs		$ 58.5	$ 11.2	$ 67.5
Restructuring, asset impairments and other charges, net		$ 74.9	17.9	71.4
PP&E
Restructuring Cost and Reserve [Line Items]
Restructuring, asset impairments and other charges, net			8.0
Other miscellaneous assets
Restructuring Cost and Reserve [Line Items]
Restructuring, asset impairments and other charges, net			10.6
Business Realignment
Restructuring Cost and Reserve [Line Items]
Expected number of positions to be eliminated \| job		1,900
Restructuring costs		$ 59.1
Payments for restructuring		$ 41.9
Number of positions eliminated \| employee		1,600
Accrued liabilities		$ 17.2
Restructuring, asset impairments and other charges, net		$ 71.2
QCS wind down
Restructuring Cost and Reserve [Line Items]
Restructuring costs			12.6
Restructuring, asset impairments and other charges, net			50.1
QCS wind down \| Legacy Quantenna Business
Restructuring Cost and Reserve [Line Items]
Contract cancellation and litigation charges			18.9
Inventory reserves			$ 24.5
QCS wind down \| Workforce Reduction \| Legacy Quantenna Business
Restructuring Cost and Reserve [Line Items]
Number of positions eliminated \| employee			304
Number of employees notified \| employee	330
Severance costs	$ 12.7
2021 Involuntary separation program
Restructuring Cost and Reserve [Line Items]
Restructuring costs				$ 65.3
Number of employees notified \| employee				960
Restructuring, asset impairments and other charges, net				$ 65.3

Balance Sheet Information (Tables)

12 Months Ended

Dec. 31, 2023

Supplemental Balance Sheet Information

Certain significant amounts included in the Company's Consolidated Balance Sheets consist of the following (in millions):


	As of
	December 31, 2023		December 31, 2022




Inventories:
Raw materials	$	469.3	$	236.8
Work in process	1,221.1		951.0
Finished goods	421.4		429.0
	$	2,111.8	$	1,616.8






Property, plant and equipment, net:
Land	$	117.8	$	117.8
Buildings	1,324.2		1,056.2
Machinery, equipment and other	6,489.0		5,431.8
Property, plant and equipment, gross	7,931.0		6,605.8
Less: Accumulated depreciation	(3,529.5)		(3,155.1)
	$	4,401.5	$	3,450.7
Accrued expenses and other current liabilities:
Accrued payroll and related benefits	$	183.8	$	284.8
Amount due to EFK seller	—		236.3
Sales related reserves	108.3		209.9



Income taxes payable	37.4		34.8

Other (1)	333.7		281.5
	$	663.2	$	1,047.3

_______________________

(1)The current portion of operating lease liabilities is included in this amount. See discussion below.

Schedule of Components of Lease Expense and Lease Liabilities

The components of operating lease expense are as follows (in millions):


	Year Ended
	December 31, 2023		December 31, 2022		December 31, 2021
Operating lease	$	48.0	$	47.8	$	39.7




Variable lease	5.1		9.8		3.8
Short-term lease	1.7		2.6		2.0
Total lease expense	$	54.8	$	60.2	$	45.5

The operating lease liabilities included in the Consolidated Balance Sheets are as follows (in millions):


	As of
	December 31, 2023		December 31, 2022
Operating lease liabilities included in:
Accrued expenses and other current liabilities	$	33.0	$	35.2
Other long-term liabilities	231.0		246.5
Total	$	264.0	$	281.7
Operating ROU assets included in:
Other assets	$	247.3	$	262.1

Reconciliation of the Maturities of Operating Leases

The reconciliation of the maturities of the operating and financing leases to the lease liabilities recorded in the Consolidated Balance Sheet as of December 31, 2023 is as follows (in millions):


	Operating Leases		Financing Leases
2024	$	43.0	$	1.7
2025	36.8		1.7
2026	30.8		1.7
2027	28.9		1.8
2028	23.6		1.8
Thereafter	188.8		31.0
Total lease payments	351.9		39.7
Less: Interest	(87.9)		(16.5)
Total lease liabilities	$	264.0	$	23.2

Reconciliation of the Maturities of Finance Leases

The reconciliation of the maturities of the operating and financing leases to the lease liabilities recorded in the Consolidated Balance Sheet as of December 31, 2023 is as follows (in millions):


	Operating Leases		Financing Leases
2024	$	43.0	$	1.7
2025	36.8		1.7
2026	30.8		1.7
2027	28.9		1.8
2028	23.6		1.8
Thereafter	188.8		31.0
Total lease payments	351.9		39.7
Less: Interest	(87.9)		(16.5)
Total lease liabilities	$	264.0	$	23.2

Fair Value Measurements - Fair Value of Long-Term Debt, Including Current Portion (Details) - USD ($) $ in Millions	Dec. 31, 2023	Oct. 16, 2023	Feb. 28, 2023	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying Amount	$ 3,379.9
Convertible Debt \| 0% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	0.00%			0.00%	0.00%
Carrying Amount	$ 794.0			$ 791.1
Fair Value	$ 1,334.4			1,057.8
Convertible Debt \| 0.50% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	0.50%		0.50%
Carrying Amount	$ 1,473.1			0.0
Fair Value	$ 1,596.6			$ 0.0
Convertible Debt \| 1.625% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	1.625%	1.625%		1.625%	1.625%
Carrying Amount	$ 0.0			$ 137.0
Fair Value	$ 0.0			$ 417.8
Notes Payable \| 3.875% Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, interest rate	3.875%			3.875%
Carrying Amount	$ 694.4			$ 693.3
Fair Value	652.0			618.3
Long-term debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying Amount	375.0			1,572.1
Fair Value	$ 390.6			$ 1,549.2

Balance Sheet Information - Lease expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Operating lease	$ 48.0	$ 47.8	$ 39.7
Variable lease	5.1	9.8	3.8
Short-term lease	1.7	2.6	2.0
Total lease expense	54.8	60.2	$ 45.5
Operating lease liabilities included in:
Accrued expenses and other current liabilities	33.0	35.2
Other long-term liabilities	231.0	246.5
Lease liabilities	$ 264.0	$ 281.7
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other assets	Other assets
Operating lease assets	$ 247.3	$ 262.1
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued Liabilities, Current	Accrued Liabilities, Current
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other Liabilities, Noncurrent	Other Liabilities, Noncurrent

Long-Term Debt - New Credit Agreement (Details)	12 Months Ended
Long-Term Debt - New Credit Agreement (Details)	Dec. 31, 2023 USD ($)	Jun. 22, 2023 USD ($)	Dec. 31, 2016 USD ($)
New Credit Agreement \| Line of Credit
Line of Credit Facility [Line Items]
Maximum total net leverage ratio	4.00
Revolving Credit Facility
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity			$ 1,970,000,000
Revolving Credit Facility \| New Credit Agreement \| Line of Credit
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		$ 1,500,000,000
Borrowings used to enter into convertible note hedge and warrant transactions	$ 375,000,000
Debt issuance costs capitalized		6,800,000
Remaining borrowing capacity	$ 1,125,000,000
Letter of Credit \| New Credit Agreement \| Line of Credit
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		25,000,000
Foreign Currency Sublimit \| New Credit Agreement \| Line of Credit
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		$ 75,000,000

Changes in Accumulated Other Comprehensive Loss - Schedule of Reclassifications from Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Interest rate swaps terminations	$ (7.2)	$ 21.7	$ 18.0
Net income	2,185.6	1,903.8	$ 1,011.2
Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Net income	(20.8)	(8.9)
Effects of Cash Flow Hedges \| Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Cash Flow Hedges	(0.1)	0.0
Interest rate swaps	(13.8)	(8.9)
Interest rate swaps terminations	$ (6.9)	$ 0.0

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Goodwill and Intangible Assets Disclosure [Abstract]

Revenue and Segment Information - Summary of Property, Plant and Equipment by Geographic Location (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Property, plant and equipment, net	$ 4,401.5	$ 3,450.7
United States
Segment Reporting Information [Line Items]
Property, plant and equipment, net	1,456.5	1,329.2
South Korea
Segment Reporting Information [Line Items]
Property, plant and equipment, net	1,360.8	871.0
Philippines
Segment Reporting Information [Line Items]
Property, plant and equipment, net	252.9	296.8
Czech Republic
Segment Reporting Information [Line Items]
Property, plant and equipment, net	559.7	279.3
China
Segment Reporting Information [Line Items]
Property, plant and equipment, net	252.2	215.3
Malaysia
Segment Reporting Information [Line Items]
Property, plant and equipment, net	199.3	190.2
Vietnam
Segment Reporting Information [Line Items]
Property, plant and equipment, net	164.3	86.8
Other
Segment Reporting Information [Line Items]
Property, plant and equipment, net	$ 155.8	$ 182.1

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Summary of Goodwill by Operating Segment

The following table summarizes goodwill by operating and reportable segments (in millions):


	As of December 31, 2023				As of December 31, 2022						As of December 31, 2021
	Goodwill		Accumulated Impairment Losses		Carrying Value		Goodwill		Accumulated Impairment Losses			Carrying Value		Goodwill		Accumulated Impairment Losses		Carrying Value
Operating and Reportable Segments:
ASG	$	1,536.4	$	(748.9)	$	787.5	$	1,536.4	$	(748.9)		$	787.5	$	1,566.3	$	(418.9)	$	1,147.4
ISG	114.0		—		114.0		114.0		—			114.0		114.0		—		114.0
PSG	708.0		(31.9)		676.1		708.0		(31.9)			676.1		708.0		(31.9)		676.1
Total	$	2,358.4	$	(780.8)	$	1,577.6	$	2,358.4	$	(780.8)		$	1,577.6	$	2,388.3	$	(450.8)	$	1,937.5

Schedule of Change in Goodwill

The following table summarizes the change in goodwill (in millions):



Net balance as of December 31, 2021	$	1,937.5
Goodwill impairment	(330.0)
Business divestitures - Goodwill disposed	(29.9)

Net balance as of December 31, 2022	$	1,577.6

Summary of Intangible Assets, Net

Intangible assets subject to amortization, net, were as follows (in millions):


	As of December 31, 2023
	Original Cost		Accumulated Amortization		Accumulated Impairment Losses		Carrying Value

Customer relationships	$	581.5	$	(473.3)	$	(36.3)	$	71.9

Developed technology	939.6		(696.4)		(40.7)		202.5




Licenses	30.0		(5.1)		—		24.9
Other intangibles	79.1		(63.9)		(15.2)		—
Total intangible assets	$	1,630.2	$	(1,238.7)	$	(92.2)	$	299.3


	As of December 31, 2022
	Original Cost		Accumulated Amortization		Accumulated Impairment Losses		Carrying Value

Customer relationships	$	581.5	$	(460.1)	$	(36.3)	$	85.1

Developed technology	939.6		(656.7)		(40.7)		242.2




Licenses	30.0		(1.7)		—		28.3
Other intangibles	82.7		(63.4)		(15.2)		4.1
Total intangible assets	$	1,633.8	$	(1,181.9)	$	(92.2)	$	359.7

Summary of Amortization Expense

Amortization expense for the intangible assets is expected to be as follows over the next five years, and thereafter (in millions):



2024	$	58.1
2025	47.9
2026	41.6
2027	34.6
2028	27.5
Thereafter	89.6
Total estimated amortization expense	$	299.3

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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Changes in Accumulated Other Comprehensive Loss (Tables)

12 Months Ended

Dec. 31, 2023