[8-K] SEMTECH CORP Reports Material Event

Rhea-AI Filing Summary

Semtech Corporation reported that it has released its financial results for the third quarter of fiscal year 2026, which ended on October 26, 2025. The company announced these results in a press release dated November 24, 2025, furnished as Exhibit 99.1 to this report. Semtech also used the same press release to share forward-looking statements about its future performance and financial results. The information in the results and outlook is being furnished rather than filed under securities laws, which limits how it is incorporated into other regulatory documents.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 24, 2025

SEMTECH CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of
incorporation)

001-06395									95-2119684
(Commission File Number)									(IRS Employer Identification No.)
200 Flynn Road
Camarillo,			California						93012-8790
(Address of principal executive offices)									(Zip Code)

805-498-2111

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    ☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

SMTC

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On November 24, 2025, the Registrant issued a press release announcing its financial results for the third quarter of fiscal year 2026, which ended October 26, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure.

On November 24, 2025, the Registrant issued a press release containing forward-looking statements, including with respect to its future performance and financial results. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

Exhibit 99.1    Press Release of the Registrant dated November 24, 2025 (This Exhibit 99.1 is being furnished and shall not be deemed "filed")

Exhibit 104    The Cover Page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101)

The information contained in Item 2.02, Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K hereto is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in Item 2.02, Item 7.01 and Exhibit 99.1 hereto shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to Item 2.02, Item 7.01 and Exhibit 99.1, as applicable in such filing.

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SEMTECH CORPORATION

Date:

November 24, 2025

/s/ Mark Lin

Name:

Mark Lin

Title:

Chief Financial Officer

FAQ

What did Semtech Corporation (SMTC) announce in this 8-K filing?

Semtech Corporation announced that it issued a press release with its financial results for the third quarter of fiscal year 2026, which ended on October 26, 2025, and furnished that release as Exhibit 99.1.

Which period do the latest Semtech (SMTC) results in this filing cover?

The financial results discussed in this filing cover the third quarter of Semtech’s fiscal year 2026, which ended on October 26, 2025.

Does the Semtech (SMTC) 8-K include forward-looking statements?

Yes. Semtech states that the press release attached as Exhibit 99.1 contains forward-looking statements regarding its future performance and financial results.

Is the Semtech (SMTC) Q3 FY2026 press release considered filed or furnished?

The company specifies that the information in Item 2.02, Item 7.01 and Exhibit 99.1 is being furnished, not filed, under the Securities Exchange Act of 1934.

Can the Semtech (SMTC) Q3 FY2026 press release be incorporated into other SEC filings?

Semtech states that the information in Item 2.02, Item 7.01 and Exhibit 99.1 will not be incorporated by reference into Securities Act registration statements or other documents unless specifically referenced.

Who signed the Semtech Corporation (SMTC) 8-K related to Q3 FY2026 results?

The report was signed on behalf of Semtech Corporation by Mark Lin, the company’s Chief Financial Officer.