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QUALCOMM Incorporated is asking stockholders to vote at its virtual 2026 Annual Meeting on March 17, 2026 at 8:30 a.m. Pacific Time. Holders of common stock at the close of business on January 16, 2026 can attend online, ask questions and vote using a 16-digit control number.
Stockholders will elect 11 directors, ratify PricewaterhouseCoopers LLP as independent public accountants for the fiscal year ending September 27, 2026, and cast advisory votes on executive pay and on holding future say‑on‑pay votes every year. They are also being asked to approve an amended and restated 2023 Long‑Term Incentive Plan that would increase the share reserve by 24,000,000 shares.
The Board recommends voting for all director nominees, for ratifying the auditor, for the say‑on‑pay resolution, for annual say‑on‑pay frequency, and for the expanded long‑term incentive plan. It recommends voting against two stockholder proposals, one on the ability to call special meetings and another requesting a report on risk of China exposure. The proxy also highlights an independent, diverse Board, performance‑based executive compensation and a focus on corporate responsibility and sustainability.
QUALCOMM Incorporated reported that Christopher D. Young plans to step down from its Board of Directors. He notified the Board on January 13, 2026 that, because of the significant time commitment required in his new role as Chief Executive Officer and a member of the board of directors of Vertex, Inc., he will leave the QUALCOMM board effective as of the company’s 2026 Annual Meeting of Stockholders. This change affects the company’s board composition but does not describe any changes to its business operations or financial results.
QUALCOMM executive Ann Chaplin reported multiple stock transactions and equity award activity in December 2025. On December 15, 2025, Performance Stock Units vested into 6,989 and 7,910 shares of common stock at a price of $0.0, reflecting equity awards converting into shares. The same day, 7,387 and 5,079 shares were withheld at $179.26 per share to cover obligations, and Restricted Stock Units were converted into 5,175 and 5,249 shares at $0.0.
On December 16, 2025, Chaplin sold 4,035, 1,709, and 1,436 shares of QUALCOMM common stock at weighted average prices of $177.5085, $178.4359, and $179 per share under a Rule 10b5-1 trading plan adopted on June 6, 2024. After these transactions, she directly owned 23,944 shares of common stock and held 5,250.4009 Restricted Stock Units, each economically equivalent to one share.
QUALCOMM executive Alexander H. Rogers reported equity award vesting and stock transactions in mid-December 2025. On December 15, 2025, 9,875 and 11,176 shares of common stock tied to performance stock units vested at no cost, while 10,437 and 6,241 shares were withheld at prices of $179.26 per share, likely to cover taxes. The same day, he acquired 7,313 and 5,999 shares through the conversion of restricted stock units at no cost.
On December 16, 2025, Rogers sold 2,061, 8,443 and 5,413 shares of Qualcomm common stock at weighted average prices of $176.8307, $177.7746 and $178.8161 per share, under a Rule 10b5-1 trading plan adopted on February 7, 2024. After these transactions, he directly held 26,071 shares of Qualcomm common stock and 5,999.8633 restricted stock units.
QUALCOMM executive Heather S. Ace, EVP and Chief HR Officer, reported multiple insider equity transactions dated December 15, 2025. She acquired 5,351 and 6,056 shares of common stock at $0.0 per share in connection with vested performance stock units, and disposed of 5,656 and 3,934 shares at $179.26 per share.
After these transactions she held 26,542 Qualcomm common shares directly and 19,593 shares indirectly through a family trust. In addition, 3,963.1127 restricted stock units were fully settled into common stock on December 15, 2025, leaving 4,250.0766 restricted stock units outstanding, each economically equivalent to one share of Qualcomm common stock.
On December 15, 2025, Qualcomm EVP, Chief Technology Officer Baaziz Achour reported equity award activity involving company common stock. A transaction coded M shows 2,999 shares of Qualcomm common stock acquired at a price of $0.0 per share as restricted stock units converted into shares.
A separate transaction coded F on the same date reports 1,418 shares disposed of at $179.26 per share. After these transactions, a family trust for which Achour and his spouse are trustees held 88,620 Qualcomm shares indirectly, and 2,999.9316 restricted stock units were beneficially owned directly, each economically equivalent to one share. Footnotes state that these vested restricted stock units, and related dividend equivalents, will be converted and shares issued in three equal annual installments on December 15, 2024, 2025 and 2026.
Qualcomm President & CEO and director Cristiano R. Amon reported multiple insider stock transactions dated December 15, 2025, all held indirectly through a family trust. The trust acquired 32,932 and 37,271 shares of Qualcomm common stock at $0.0 per share from vested performance stock units, and a further 24,385 and 19,998 shares at $0.0 per share from restricted stock units converting into stock.
The table also shows dispositions of 34,807 and 20,984 shares at a transaction price of $179.26 per share. After these transactions, the family trust beneficially owned 217,483 Qualcomm shares for Amon and his immediate family, who are the sole beneficiaries. The filing explains that each restricted stock unit equals one Qualcomm share, that certain units vested in equal one‑third amounts on December 15, 2023, 2024 and 2025, and that another grant fully vested upon reaching Normal Retirement Age on March 28, 2024, with shares issued in three equal annual installments on December 15, 2024, 2025 and 2026.
Qualcomm executive Akash J. Palkhiwala, EVP, CFO & COO, reported multiple equity award transactions dated December 15, 2025. Performance Stock Units vested into 11,529 and 13,047 shares of common stock at a price of $0.0 per share after the HR and Compensation Committee certified the payout on December 8, 2025.
Restricted Stock Units converted into common stock in several tranches of 8,537, 6,999 and 2,724 shares, each on a one-for-one basis with Qualcomm common stock. To cover tax obligations, the company withheld 12,186 and 9,055 shares at a value of $179.26 per share. Following these transactions, Palkhiwala directly owned 54,803 shares of Qualcomm common stock. Some Restricted Stock Units vest in equal one-third installments on December 15 of 2024, 2025 and 2026.
QUALCOMM Incorporated reported that board member Kornelis (Neil) Smit plans to retire from the Board of Directors at the company’s 2026 Annual Meeting of Stockholders. Smit informed the Board of his decision on December 10, 2025, concluding nearly eight years of service as a director. The update describes a planned future transition and does not indicate any immediate change to the Board’s current composition.
QUALCOMM (QCOM) senior vice president and chief accounting officer Patricia Y. Grech reported equity transactions involving company stock held through a family trust. On 11/20/2025, restricted stock units converted into blocks of 364, 420, and 311 shares of common stock at an exercise price of $0.0, moving into the trust as indirect ownership. That same day, 379 shares were disposed of at $159.59 in a transaction typically associated with tax withholding.
On 11/21/2025, the trust sold 513 shares at $160.95 in an open-market transaction under a Rule 10b5-1 trading plan adopted on December 10, 2024. Following these transactions, the family trust held 203 QUALCOMM shares indirectly for the officer’s immediate family, and Grech continued to hold additional unvested restricted stock units scheduled to vest in quarterly installments through November 20, 2027.