ON Semiconductor Withdraws Form S-4 for Synaptics Acquisition

Overview of Filing

On October 2, 2026, ON Semiconductor Corporation filed a Form RW with the U.S. Securities and Exchange Commission to formally withdraw its Registration Statement on Form S-4 (File No. 333-298477), initially submitted on August 21, 2026.

Reason for Withdrawal

According to the letter submitted under Rule 477 of the Securities Act of 1933, the company is withdrawing the registration statement because it no longer plans to issue shares of common stock in connection with the proposed acquisition of Synaptics Incorporated. The filing states that no securities were sold under the Registration Statement, and ON Semiconductor has requested that all fees paid be credited for future use under Rule 457(p).

Market & Strategic Implications

• M&A Impact: The withdrawal indicates a major shift in the transaction structure or the potential termination of the stock-financed acquisition of Synaptics Incorporated.
• Capital Structure: The decision avoids equity dilution originally associated with issuing ON common stock for the acquisition.
• Trading Significance: High, as market participants will re-evaluate the deal status and capital allocation strategy for both ON Semiconductor and Synaptics Incorporated.