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Skyworks Solutions is asking stockholders to vote at its 2026 virtual annual meeting on May 13, 2026 at 11:00 a.m. PDT on director elections, auditor ratification, executive pay and several governance and incentive plan items.
The board highlights fiscal 2025 net revenue of $4.1 billion, GAAP operating margin of 12.2% (24.4% non-GAAP), GAAP diluted EPS of $3.08 ($5.93 non-GAAP), and operating cash flow of $1.301 billion. Skyworks generated free cash flow of $1.106 billion, raised its quarterly dividend to $0.71 per share, and returned about $1.263 billion through buybacks and dividends.
The proxy also reviews the CEO transition to Philip G. Brace, the announced merger agreement with Qorvo, Inc., proposed charter amendments to eliminate supermajority voting, a new 2026 long‑term incentive plan, and an advisory vote on named executive officer compensation.
Skyworks Solutions Inc filing: The Vanguard Group filed an amendment to a Schedule 13G/A reporting 0 shares beneficially owned in the issuer, representing 0% of the class as of the amendment.
The filing explains that on January 12, 2026 The Vanguard Group, Inc. completed an internal realignment and certain subsidiaries will report beneficial ownership separately in reliance on SEC Release No. 34-39538; the amendment is signed 03/27/2026.
Skyworks Solutions, Inc. is asking shareholders to elect nine directors and vote on routine corporate matters at its 2026 Annual Meeting, including ratifying KPMG as auditor, an advisory "say-on-pay" vote, approval of a 2026 Long-Term Incentive Plan, and four charter amendments to eliminate supermajority vote provisions. The company highlights fiscal year 2025 results: $4.1 billion net revenue, GAAP operating margin of 12.2% (non-GAAP 24.4%), GAAP diluted EPS of $3.08 (non-GAAP $5.93), annual operating cash flow of $1.301 billion, and approximately $1.263 billion returned to stockholders. The proxy reiterates the Board’s support for the announced merger agreement with Qorvo, Inc., notes that stockholders approved the business combination at a special meeting in February 2026, and describes governance, compensation, and director nomination practices.
SKYWORKS SOLUTIONS, INC. director Maryann Turcke exercised 692 restricted stock units into 692 shares of common stock on February 17, 2026 at a price of $0.0000 per share. Following this derivative exercise and conversion, she directly owns 6,427 shares of Skyworks common stock.
Skyworks Solutions, Inc. held a special stockholder meeting on February 11, 2026, where investors approved issuing Skyworks common stock under an Agreement and Plan of Merger with Qorvo, Inc. and Skyworks acquisition subsidiaries, as required by Nasdaq Listing Rule 5635(a).
On the record date of December 23, 2025, there were 149,930,299 Skyworks common shares outstanding, each with one vote. A quorum was achieved, with 121,415,377 shares, or about 80.98% of shares entitled to vote, present or represented by proxy.
The stock issuance proposal received 120,980,973 votes for, 289,580 against, and 144,824 abstentions, indicating strong support. A separate adjournment proposal was approved but ultimately not needed because a quorum and sufficient votes were already in place. Completion of the merger remains subject to antitrust and foreign investment approvals, accuracy of representations, compliance with merger agreement obligations, and the absence of a material adverse effect for either company.
Skyworks Solutions reported softer quarterly results while advancing its planned merger with Qorvo. Net revenue was $1,035.4 million, down from $1,068.5 million, as lower market share at a significant customer was only partly offset by stronger Wi‑Fi demand.
Net income fell to $79.2 million from $162.0 million, with diluted EPS of $0.53 versus $1.00. Gross margin held near flat at about 41%, but higher research and development spending, increased selling, general and administrative costs tied largely to the Qorvo transaction, and higher restructuring and facility consolidation charges reduced operating income.
Cash generation remained strong: operating cash flow reached $395.5 million, lifting cash, cash equivalents, and marketable securities to $1,568.6 million. The company continues to pay a quarterly dividend of $0.71 per share and has $1.2 billion remaining under its stock repurchase authorization.
Skyworks detailed its pending cash‑and‑stock merger with Qorvo, valuing the combined company at approximately $22.0 billion. Qorvo shareholders are slated to receive 0.960 Skyworks shares plus $32.50 in cash per Qorvo share. The companies received a Federal Trade Commission “Second Request,” extending the antitrust review under the HSR Act, and expect closing in early calendar 2027, subject to shareholder and regulatory approvals and other customary conditions. Skyworks also maintains a bridge financing commitment of up to $1,500.0 million to help fund the cash portion of the deal.
Pzena Investment Management, LLC, a Delaware investment adviser, reports a passive ownership stake in Skyworks Solutions, Inc. common stock. Pzena beneficially owns 17,552,125 shares, representing 11.7% of the class as of the reporting date.
Pzena has sole voting power over 14,802,969 shares and sole dispositive power over all 17,552,125 shares. The shares are held for clients of the investment manager, who have the right to receive dividends and sale proceeds, with no individual client holding more than five percent of the class. Pzena certifies the holdings are in the ordinary course of business and not for the purpose of changing or influencing control of Skyworks.
Skyworks Solutions, Inc. filed a report stating it has released a press release with financial results for the three-month period ended January 2, 2026.
The company also announced a cash dividend of $0.71 per share, payable on March 17, 2026, to stockholders of record at the close of business on February 24, 2026.
Skyworks Solutions filed an 8-K describing litigation and supplemental disclosures related to its pending merger with Qorvo. Two stockholder lawsuits in New York state court and several demand letters allege disclosure deficiencies in the joint proxy statement/prospectus for the merger and seek additional information, injunctive relief, rescission, and damages.
Skyworks and Qorvo state they believe these matters are without merit but are voluntarily supplementing disclosures to avoid nuisance, cost and delay. The filing details expanded descriptions of Qorvo management projections, discounted cash flow and trading analyses by Qatalyst, Goldman Sachs and Centerview, updated implied value ranges for Skyworks and Qorvo shares, and corrected “golden parachute” compensation totals and a bonus figure for named Qorvo executives.