SEC FORM 3

SEC FORM 3SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Hoffmann Martin

(Last)

(First)

(Middle)

C/O ON HOLDING AG

FORRLIBUCKSTRASSE 190

(Street)

ZURICH

8005

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
On Holding AG [ ONON ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Shares	1,361,170	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Shares	⁽¹⁾	⁽¹⁾	Class A Shares	1,625,000	⁽¹⁾	D
Non-Qualified Stock Option (Right to Buy)	12/06/2022⁽²⁾	12/06/2029	Class B Shares⁽¹⁾	1,051,966	$0.773	D
Non-Qualified Stock Option (Right to Buy)	11/29/2021⁽²⁾	11/29/2028	Class A Shares	36,329	$7.73	D
Non-Qualified Stock Option (Right to Buy)	12/06/2022⁽²⁾	12/06/2029	Class A Shares	211,054	$7.73	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Class A Shares	122,539	⁽⁴⁾	D
Non-Qualified Stock Option (Right to Buy)	11/29/2021⁽²⁾	11/29/2028	Class B Shares⁽¹⁾	2,110,534	$0.773	D

Explanation of Responses:

1. The Class B Shares are subject to transfer restrictions and rights of first refusal in favor of the other members of the Issuer's extended founder team pursuant to a shareholders' agreement. Upon the occurrence of certain individual or general sunset events specified in the shareholders' agreement, the Class B Shares are subject to mandatory conversion into Class A Shares within a specified timeframe. Conversion of Class B Shares into Class A Shares results in ten (10) Class B Shares being converted into one (1) Class A Share.

2. Stock Option granted under the Issuer's Long Term Incentive Plan 2020 (the "LTIP 2020"). All options granted under the LTIP 2020 met their full vesting requirements in connection with the Issuer's initial public offering in September 2021, which constituted an exit event. Outstanding awards under the LTIP 2020 are fully vested and exercisable. Vested options may be exercised until the seventh anniversary of the contractual granting date.

3. This award was granted on October 1, 2025 and vests on the following schedule: one-third of the shares on each of April 1, 2028, April 1, 2029, and April 1, 2030.

4. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Shares.

	/s/ Zlatina Iliev, Attorney-in-Fact	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)