0001193125-11-130227 Sample Contracts

PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON SEMICONDUCTOR

Performance Based Restricted Stock Units Award Agreement • May 6th, 2011 • On Semiconductor Corp • Semiconductors & related devices • Delaware

• Contract Type
  Performance Based Restricted Stock Units Award Agreement
• Filed
  May 6th, 2011
• Company
  On Semiconductor Corp
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”), hereby grants to William Schromm (“Grantee”), a Participant in the ON Semiconductor Corporation (formerly known as SCG Holding Corporation) 2000 Stock Incentive Plan (“Plan”), as amended, a Performance Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the Company’s Common Stock (“Stock”). The grant is made effective as of the March 3, 2008 (“Grant Date”). This Award is designated as a “Performance Based Restricted Stock Unit Award,” and as such is granted under the Performance Share Award portion of the Plan.

FORM OF FOR SVP AND ABOVE] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT

Restricted Stock Units Award Agreement • May 6th, 2011 • On Semiconductor Corp • Semiconductors & related devices • Delaware

• Contract Type
  Restricted Stock Units Award Agreement
• Filed
  May 6th, 2011
• Company
  On Semiconductor Corp
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

ON Semiconductor Corporation, a Delaware Corporation, (“Company”) hereby grants to [NAME] (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Grant Agreement”) is made effective as of the day of , (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

FORM OF FOR NON-EMPLOYEE DIRECTOR] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN STOCK GRANT AWARD AGREEMENT FOR DIRECTORS

Stock Grant Award Agreement • May 6th, 2011 • On Semiconductor Corp • Semiconductors & related devices • Delaware

• Contract Type
  Stock Grant Award Agreement
• Filed
  May 6th, 2011
• Company
  On Semiconductor Corp
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”) hereby grants to [DIRECTOR] (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Stock Grant Award (“Award”) for shares of the common stock of the Company (“Stock”). This agreement to grant Stock (“Award Agreement”) is made effective as of the day of , (“Grant Date”).