SKYWORKS SOLUTIONS, INC.
For the period ended Oct 3, 2025. Filed Nov 7, 2025.
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FY2025 · Filed Nov 7, 2025
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ITEM 9B. : OTHER INFORMATION
Director and Officer Trading Arrangements
A significant portion of the compensation of our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) is in the form of equity awards and, from time to time, directors and officers engage in open-market transactions with respect to the securities acquired pursuant to such equity awards or our other securities, including to satisfy tax withholding obligations when equity awards vest or are exercised, and for diversification or other personal reasons.
Transactions in our securities by directors and officers are required to be made in accordance with our insider trading policy, which requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables directors and officers to prearrange transactions in our securities in a manner that avoids concerns about initiating transactions while in possession of material nonpublic information.
The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted by our directors and officers during the fourth quarter of fiscal 2025 that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”):
| Name and Title | Date of Adoption | Duration of Rule 10b5-1 Trading Arrangement | Aggregate Number of Securities to Be Purchased or Sold |
|---|---|---|---|
| Robert Terry, Senior Vice President, General Counsel | August 8, 2025 | Until May 1, 2026, or such earlier date upon which all transactions are completed or expire without execution | Sale of up to 5,000 shares |
| Karilee Durham, Senior Vice President, Human Resources | August 12, 2025 | Until May 1, 2026, or such earlier date upon which all transactions are completed or expire without execution | Sale of up to 13,507 shares |
| Reza Kasnavi, Executive Vice President, Chief Operations and Technology Officer | August 12, 2025 | Until May 1, 2026, or such earlier date upon which all transactions are completed or expire without execution | Sale of up to 7,332 shares |
None of our directors or officers terminated a Rule 10b5-1 trading arrangement oradopted orterminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the fourth quarter of fiscal 2025.
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