Annual Shareholder Meeting May 2012

May 2012

Meeting Program Summary

Order of Business: A. Call to order and introduction B. Items of business to be voted upon C. Inspectors p p preliminary voting report y g p D. Conclusion of the formal portion of the Annual Meeting E. Managements discussion F. Question and answer G. Conclusion of the non-formal portion of the Annual Meeting

May 2012

Safe Harbor Statement, Non-GAAP Financial Measure & Confidentiality

During the course of this presentation, ON Semiconductor may make projections or other forward-looking statements regarding future events or its future financial performance. The words estimate, intend, expect, plan, or similar expressions are intended to identify forward-looking statements. ON Semiconductor wishes to caution that such statements are subject to risks and uncertainties that could cause actual events or results to differ materially. Important factors relating to our business, including factors that could cause actual results to differ from our forward-looking statements, are described in our Form 10-K and other filings with the SEC. ON Semiconductor assumes no obligation to update forward-looking statements to reflect actual results or changed assumptions or other factors. Some data in this presentation may include non-GAAP financial measures. You can find reconciliations of certain of these non-GAAP financial measures to the most directly comparable measures under generally accepted accounting principles within the following presentation at our website (http://www.onsemi.com) at the Investors section under the category Annual Reports/Financial Releases.

May 2012

I. Company Overview p y

May 2012

Company Highlights
A Market Leader A premier supplier of high performance, energy efficient, silicon solutions Diverse end markets: Automotive, Communications, Computing, Consumer, Industrial, Medical, Military & Aerospace World Class, High Volume, Cost Effective Products Product portfolio consists of >40,000 products Broad Customer Base Longstanding relationships with leading companies Successful Acquisition Strategy Driving Revenue, Margin and Cash Flow Growth Manufacturing Excellence / Low Cost Production Track record of manufacturing consolidation & profitability enhancement programs Experienced Management Team

May 2012

ON Semiconductor Today
Headquarters: Phoenix, AZ Employees: ~19,000 globally 2011 Revenue: ~$3.4Bn(1) Market Capitalization: ~$3.8Bn(2) Ticker: ONNN Founded: Spun-off from Motorola 1999, IPO 2000

(1) (2) (3)

Based on 2011 annual revenue. Based on closing stock price on May 2, 2012 Sector % based on 2011 results

May 2012

Market and Applications Focus

The Energy Efficiency Leader

Automotive Consumer LED Lighting Computing Industrial / Medical / Mil-Aero Wired & Wireless Communications

Smart Grid

May 2012

Diverse and stable customer base

Long-standing relationships with leading companies
49 of our 50 largest customers have been customers for more than five years

440 direct customers worldwide and 300 indirect customers SANYO Semiconductor Products Group added 67 new customers, most of which are Japan based

Leading customer relationships

May 2012

Successful Acquisitions Accelerate Revenue, Margin and Cash Flow Growth

December 31, 2007 October 10, 2008 January 27, 2010 January 1, 2011

CPU Voltage and PC Thermal Monitoring Business

2006

2007

2008

2009

2010

2011

May 15, 2006

March 17, 2008

November 4, 2009

June 9, 2010

February 27, 2011

Oregon Fabrication Facility

CMOS Image Sensor Business Unit

May 2012

A Global Leader Emerging

Total Semiconductor
2011 Rank Company Name 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Intel Samsung Electronics Texas Instruments Toshiba Renesas Electronics Qualcomm STMicroelectronics Hynix Semiconductor Micron Technology Broadcom AMD Infineon Technologies Sony Freescale Semiconductor Elpida Memory NXP nVidia ON (includes SANYO Semiconductor) Marvell Technology Group Panasonic Corporation Others Total 2011 Revenue $48,721 28,563 13,967 12,729 10,648 10,198 9,735 9,293 7,365 7,160 7 160 6,436 5,312 5,015 4,408 3,887 3,831 3,608 3,442 3,393 3,390 109,913 $311,014 % Share 15.7% 9.2% 4.5% 4.1% 3.4% 3.3% 3.1% 3.0% 2.4% 2.3% 2 3% 2.1% 1.7% 1.6% 1.4% 1.2% 1.2% 1.2% 1.1% 1.1% 1.1% 35.3% 100.0%

Top 20

Notes: Source: IHS iSuppli Nov / Dec 11

10

May 2012

Execution History
Ability to drive revenue growth

ON has grown revenue from $1.3bn in 2004 to $3.4bn in 2011, a 15% CAGR significantly outpacing 5% revenue growth for the broader semiconductor industry

$4,000 $3,442 $3,000

15%

$2,000 $1,267 $1,000

$0 2004 2011

Strong free cash flow for debt pay down & Strategic M&A

ON has significantly reduced net debt g y and leverage ratios

Share price outperformance

Track record of successful integrations

Indexed price performance (%)

120% 70% 20% (30%) (80%) Jan-04

ONNN SOX

2007

2008

2009

2010

2011

Mar-05

May-06

Jul-07

Oct-08

Dec-09

Feb-11

May-12

11

May 2012

Global Operations and Support

12

May 2012

World-Class Logistics
Units Shipped

ON Semiconductor shipped ~6 units per person in the world during 2011

13

May 2012

Diverse Segment and Regional Profile

14

May 2012

II. Financial Summary y

15

May 2012

Financial Highlights
The Company continues to post strong revenue and strengthen its Balance Sheet:*
For 2011, highlights include: Record total revenues of approximately $3.442 billion, up approximately 49% compared to 2010 Record adjusted EBITDA of $626.7 million Completed the acquisitions of SANYO Semiconductor in January and the CMOS Image Sensor Business Unit from Cypress Semiconductor in February For the first quarter of 2012, highlights include: Total revenues of approximately $744.4 million which includes: Historical ON Semiconductor revenue of approximately $538.5 million SANYO Semiconductor revenue of approximately $205.9 million GAAP and non-GAAP gross margin of 32.9% GAAP net income per fully diluted share of $0.06 Non-GAAP net income per fully diluted share of $0.12

* Based on 4Q11 earnings release provided on February 8,2012 and 1Q12 earnings release provided on May 2, 2012. For non-GAAP measures and reconciliation please refer to our website.

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May 2012

Historical Financial Summary

Revenue ($ million)
($MM) ($MM)
$3,442 $2,055 $1,566 $2,313 $1,769

Adjusted EBITDA ($ million)

$800 $600 $400 $200 $0 $372 $566 $442 $334

$4,000 $3,000 $2,000 $1,000 $0

Y-o-Y Growth (%):

$627

2007
2.2

2008
31.2

2009
(13.9)

2010
30.8

2011
48.8

EBITDA Margin (%):

2007
23.8

2008
21.5

2009
18.9

2010
24.5

2011
18.2

Cash, Equivalents, Short-term Investments ($ million)

($MM) ($MM)

Net Debt Balance ($ million)

$1,000 $750 $500 $250 $0 $885 $551 $362 $123 $306

$1,000 $750 $500 $250 $0 2007

* Includes Restricted Cash

$902 $765* $459 $275 $571

2008

2009

2010

2011

2007

2008

2009

2010

2011

17

May 2012

ON Semiconductor Mission and Vision

Vision ON Semiconductor is dedicated to becoming the premier supplier of high performance energy efficient silicon solutions worldwide.

Mission Statement To provide our customers with high quality, cost effective solutions to solve their demanding power and signal management design challenges.

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May 2012

III. Appendix

19

May 2012

GAAP Net Income to Adjusted EBITDA Reconciliation

2011
Net income Plus: Depreciation and amortization Interest expense Interest income Income tax provision (benefit) Net income attributable to minority interest Restructuring, asset impairments and other, net Goodwill and intangible asset impairment Non-cash manufacturing expenses Actuarial (gains) losses on pension plans and other pension benefits Non-cash asset impairment charges Non-cash intangible asset impairment Non-cash pension plan adjustment SANYO inventory valuation adjustment Gain on SANYO Semiconductor acquisition Loss on debt repurchase and exchange In-process research and development Thailand inventory write down Expensing of inventory fair market value step up Adjusted EBITDA* 229.4 68.9 (1.1) 22.9 (3.3) 102.7 80.4 6.5 41.5 (24.3) 23.2 6.7 58.3 626.7 166.9 61.4 (0.5) 12.8 (2.4) 10.5 16.1 0.7 8.0 566.4 155.6 64.6 (0.8) 7.7 (2.3) 24.9 6.3 3.1 11.5 333.9 142.1 79.9 (6.9) (9.4) (0.3) 26.2 544.5 (3.8) 27.1 70.7 441.5 92.8 38.8 (13.0) 7.7 3.0 0.1 371.6 $ 14.9 $

2010
292.9 $

2009
63.3 $

2008
(428.6) $

2007
242.2

* Adjusted EBITDA represents net income (loss) before interest expense, interest income, provision for income taxes, depreciation and amortization expense and special items. We use the adjusted EBITDA measure for internal managerial evaluation purposes, as a performance metric for the vesting/releasing of certain of our performance based equity awards, and for earning of corporate cash bonuses when applicable. Adjusted EBITDA is a non-GAAP financial measure. Regulation G and other provisions of the securities laws regulate the use of financial measures that are not prepared in accordance with generally accepted accounting principles. We believe this measure provides important supplemental information to investors. We use this measure, together with GAAP measures, for internal managerial purposes and as a means to evaluate period-to-period comparisons. However, we do not, and you should not, rely on non-GAAP financial measures alone as measures of our performance. We believe that non-GAAP financial measures reflect an additional way of viewing aspects of our operations that when taken together with GAAP results and the reconciliations to corresponding GAAP financial measures that we also provide in our press releases provide a more complete understanding of factors and trends affecting our business. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with non-GAAP financial measures used by our company or other companies, even if they have similar names.

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May 2012

Reconciliation of Non-GAAP Net Debt

Total debt Total cash and equivalents Total net debt December 31, 2011 1,207.0 (901.5) 305.5 December 31, 2010 888.8 (765.4) 123.4 December 31, 2009 933.5 (571.2) 362.3 December 31, 2008 1,009.8 (458.7) 551.1 December 31, 2007 1,159.4 (274.6) 884.8 Non-GAAP Measures To supplement the consolidated f inancial results prepared under GAAP, ON Semiconductor uses non-GAAP measures which are adjusted f rom the most directly comparable GAAP results to exclude items related to amortization of intangible assets, amortization of acquisition-related intangibles, expensing of appraised inventory f air market value step up, purchased in-process research and development expenses, restructuring, asset impairments and other, net, goodwill impairment charges, gains and losses on debt prepayment, non-cash interest expense, their related tax ef f ects and certain other special items as necessary. Management does not consider these charges in evaluating the core operational activities of ON Semiconductor. Management uses these non-GAAP measures internally to make strategic decisions, f orecast f uture results and evaluate ON Semiconductor's current perf ormance. Most analysts covering ON Semiconductor use the non-GAAP measures as well. Given management's use of these non-GAAP measures, ON Semiconductor believes these measures are important to investors in understanding ON Semiconductor's current and f uture operating results as seen through the eyes of management. In addition, management believes these non-GAAP measures are usef ul to investors in enabling them to better assess changes in ON Semiconductor's core business across dif f erent time periods. These non-GAAP measures are not in accordance with or an alternative to GAAP f inancial data and may be dif f erent f rom non-GAAP measures used by other companies. Because non-GAAP f inancial measures are not standardized it may not be possible to compare these f inancial measures with other companies' non-GAAP f inancial measures, even if they have similar names. -- Non-GAAP gross prof it and gross margin. The use of this non-GAAP f inancial measure allows management to evaluate the gross margin of the company's core businesses and trends across dif f erent reporting periods on a consistent basis, independent of non-cash items including expensing of appraised inventory f air market value step up and amortization of intangible assets. In addition, it is an important component of management's internal perf ormance measurement and reward process as it is used to assess the current and historical f inancial results of the business, f or strategic decision making, preparing budgets and f orecasting f uture results. Management presents this non-GAAP f inancial measure to enable investors and analysts to evaluate our revenue generation perf ormance relative to the direct costs of revenue of ON Semiconductor's core businesses. -- Non-GAAP net income and net income per share. The use of these non-GAAP f inancial measures allow management to evaluate the operating results of ON Semiconductor's core businesses and trends across dif f erent reporting periods on a consistent basis, independent of non-cash items including amortization of intangible assets, amortization of acquisition-related intangibles, expensing of appraised inventory f air market value step up, purchased in-process research and development expenses, restructuring, asset impairments and other, net, goodwill impairment charges, gains and losses on debt prepayment, non-cash interest expense, their related tax ef f ects and certain other special items as necessary. In addition, they are important components of management's internal perf ormance measurement and reward as they are used to assess the current and historical f inancial results of the business, f or strategic decision making, preparing budgets and f orecasting f uture results. Management presents these non-GAAP f inancial measures to enable investors and analysts to understand the results of operations of ON Semiconductor's core businesses and to compare our results of operations on a more consistent basis against that of other companies in our industry. -- Non-GAAP net debt. The use of this non-GAAP f inancial measure allows managment to measure ON Semiconductor's ability to reduce debt, add to cash balances, repurchase stock, and f und investing and f inancing activities. Net debt is def ined as total debt minus total cash and equivalents. A reconcilation of net debt is provided above.

21

May 2012

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES ANALYSIS OF GAAP VERSUS NON-GAAP DISCLOSURES

(in millions, except per share and percentage data)

Non-GAAP Measures To supplement the consolidated f inancial results prepared under GAAP, ON Semiconductor uses non-GAAP measures which are adjusted from the most directly comparable GAAP results to exclude items related to amortization of intangible assets, amortization of acquisition-related intangibles, expensing of appraised inventory f air market value step up, inventory valuation adjustments, purchased in-process research and development expenses, restructuring, asset impairments and other, net, goodwill impairment charges, gains and losses on debt prepayment, noncash interest expense, their related tax eff ects, income tax adjustments to approximate cash taxes, and certain other special items as necessary. Management does not consider these charges in evaluating the core operational activities of ON Semiconductor. Management uses these nonGAAP measures internally to make strategic decisions, f orecast f uture results and evaluate ON Semiconductor's current performance. Most analysts covering ON Semiconductor use the non-GAAP measures as well. Given management's use of these non-GAAP measures, ON Semiconductor believes these measures are important to investors in understanding ON Semiconductor's current and f uture operating results as seen through the eyes of management. In addition, management believes these non-GAAP measures are useful to investors in enabling them to better assess changes in ON Semiconductor's core business across diff erent time periods. These non-GAAP measures are not in accordance with or an alternative to GAAP financial data and may be dif f erent f rom non-GAAP measures used by other companies. Because non-GAAP f inancial measures are not standardized, it may not be possible to compare these f inancial measures with other companies' non-GAAP financial measures, even if they have similar names. -- Non-GAAP gross prof it and gross margin. The use of this non-GAAP financial measure allows management to evaluate the gross margin of the company's core businesses and trends across diff erent reporting periods on a consistent basis, independent of non-cash items including e pe s g of appraised expensing o app a sed inventory f a market value step up a d a o t at o o intangible assets In add t o , it is a important component o e to y air a et a ue and amortization of ta g b e assets. addition, t s an po ta t co po e t of management's internal performance measurement and reward process as it is used to assess the current and historical financial results of the business, f or strategic decision making, preparing budgets and f orecasting future results. Management presents this non-GAAP f inancial measure to enable investors and analysts to evaluate our revenue generation performance relative to the direct costs of revenue of ON Semiconductor's core businesses. -- Non-GAAP net income and net income per share. The use of these non-GAAP f inancial measures allows management to evaluate the operating results of ON Semiconductor's core businesses and trends across diff erent reporting periods on a consistent basis, independent of noncash items including amortization of intangible assets, amortization of acquisition-related intangibles, expensing of appraised inventory fair market value step up, purchased in-process research and development expenses, restructuring, asset impairments and other, net, goodwill impairment charges, inventory valuation adjustments, gains and losses on debt prepayment, non-cash interest expense, their related tax ef fects and certain other special items as appropriate. In addition, they are important components of management's internal performance measurement and reward process as they are used to assess the current and historical f inancial results of the business, f or strategic decision making, preparing budgets and f orecasting f uture results. Management presents these non-GAAP f inancial measures to enable investors and analysts to understand the results of operations of ON Semiconductor's core businesses and to compare our results of operations on a more consistent basis against that of other companies in our industry. (1)The consolidated statement of operations has been revised to reflect adjustments to the previously reported SANYO Semiconductor purchase price allocation. As required by Accounting Standards Codif ication ("ASC") Topic 805, Business Combinations any adjustments to the initial purchase price allocaton should be recorded and reported on a retrospecitve basis. For the final SANYO Semiconductor purchase price allocation see our 2011 Form 10-K f iled with the Securities and Exchange Commission on February 22, 2012.

22

May 2012