SKYWORKS SOLUTIONS, INC.
For the period ended May 13, 2026. Filed Apr 3, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 13, 2026 · Filed Apr 3, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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Fee paid previously with preliminary materials.
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.
April 3, 2026
Dear Stockholder:
You are invited to attend the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Skyworks Solutions, Inc., to be held at:
| | Time: | | | 11:00 a.m. PDT | |
|---|---|---|---|---|---|
| | Date: | | | Wednesday, May 13, 2026 | |
| | Website: | | | www.virtualshareholdermeeting.com/SWKS2026 | |
You will be able to attend and participate in the Annual Meeting online at the website address above, where you will be able to listen to the meeting live, submit questions, and vote. We look forward to your participation online or by proxy. The attached Notice of 2026 Annual Meeting of Stockholders and Proxy Statement describe the matters that we expect to be acted upon at the Annual Meeting.
Whether or not you plan to attend the Annual Meeting online, and regardless of how many shares you own, it is important that your shares be represented at the Annual Meeting. Accordingly, if you are a stockholder of record, we urge you to complete the proxy and return it to us promptly in the postage prepaid envelope provided, or to complete and submit your proxy by telephone or via the Internet in accordance with the instructions on the proxy card. If your shares are held in “street name,” that is, held for your account by a broker or other nominee, you will receive instructions from the holder of record that you must follow for your shares to be voted. If you do attend the Annual Meeting online and wish to vote at that time, you may revoke a previously submitted proxy by voting at the meeting.
Sincerely yours,
Robert J. Terry
Senior Vice President, General Counsel and Secretary
Letter from Chairman of the Board
Dear Fellow Stockholder:
Our fiscal year 2025 marked a period of change, excitement and opportunity for Skyworks under the guidance of our new Chief Executive Officer.
In February 2025, we welcomed Philip G. Brace as our Chief Executive Officer and President and as a member of the Board of Directors. In choosing the next leader for Skyworks, the Board of Directors was focused on finding an individual with the skills, experience, and leadership to take Skyworks to the next level as we work to deliver operational excellence, innovate leading technologies and diversify our offerings in a dynamic industry. Since joining us, Phil Brace has demonstrated exemplary leadership and focus in executing on the strategic objectives of the company, as well as making impactful changes to the executive management team.
Most significantly, in October 2025, we announced our entry into an agreement and plan of merger with Qorvo, Inc. We believe this transaction will provide:
a larger and more diversified product portfolio offering for customers,
a stronger innovation pipeline driven by enhanced investment in product and technology development,
compelling strategic and financial opportunities, including the potential for enhanced scale and financial profile,
advances in our domestic manufacturing position and improved factory utilization, and
significant cost synergies once the companies are fully integrated, which we expect to be within 24 to 36 months after closing.
Just recently, at our special stockholder meeting in February 2026, our shareholders approved the proposals that would effectuate this business combination.
Additionally, under Phil Brace’s leadership, we have made critical investments in innovation and remain steadfast in our commitment to innovate around our product and technology roadmaps. These investments will enable us to compete for and deliver wireless, mixed signal and analog solutions to a wide array of customers and segments ranging from mobile to Internet of Things, automotive, and data center.
Lastly, our Board continues to believe that robust stockholder engagement is a fundamental element of sound corporate governance. Our discussions with stockholders in 2025 covered a range of topics, including executive compensation, our CEO and CFO transitions, Board composition, our efforts to eliminate the supermajority vote provisions from our Restated Certificate of Incorporation, and our sustainability program.
On behalf of the entire Board of Directors, I thank you for your continued investment in and support of Skyworks. We look forward to continuing to share our progress in the year ahead.
With appreciation,
Chairman of the Board
NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS
| | | | | | | |||
|---|---|---|---|---|---|---|---|---|
| | Date and Time | | | Location | | | Record Date | |
| | May 13, 2026 11:00 a.m. PDT | | | www.virtualshareholdermeeting.com/SWKS2026 | | | March 19, 2026 | |
Items of Business
To elect nine individuals nominated to serve as directors of the Company with terms expiring at the 2027 Annual Meeting of Stockholders and named in the Proxy Statement;
To ratify the selection by the Company’s Audit Committee of KPMG LLP as the independent registered public accounting firm for the Company for our fiscal year ending October 2, 2026 (“fiscal year 2026”);
To approve, on an advisory basis, the compensation of the Company’s named executive officers;
4 - 7.
To approve four separate amendments to the Company’s Restated Certificate of Incorporation to eliminate the supermajority vote provisions relating to (a) stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities; (b) stockholder approval of a business combination with any related person; (c) stockholder amendment of charter provisions governing directors; and (d) stockholder amendment of the charter provision governing action by stockholders;
To approve the Company’s 2026 Long-Term Incentive Plan;
To consider a stockholder proposal, if properly presented at the 2026 Annual Meeting of Stockholders (the “Annual Meeting”); and
To transact such other business as may properly come before the Annual Meeting.
| | Your Vote Is Important. | |
|---|
To ensure your representation at the Annual Meeting, please submit your proxy or voting instructions as soon as possible by using any of the following methods, as described in greater detail on your proxy card or voter instruction form.
| | | | | | | |||
|---|---|---|---|---|---|---|---|---|
| | Internet | | | Phone | | | |
The accompanying Proxy Statement includes further information about how to attend the Annual Meeting online, vote your shares online during the Annual Meeting, and submit questions online during the Annual Meeting.
By Order of the Board of Directors,
Robert J. Terry
Senior Vice President, General Counsel and Secretary
Irvine, California •April 3, 2026
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.