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SWKS · Current Report (Form 8-K) · Filed May 19, 2026

Skyworks Solutions Inc — Current Report (Form 8-K)

Form
8-K
Filed
May 19, 2026
Period
May 13, 2026
Ticker
SWKS
Accession
0000004127-26-000031
Skyworks Solutions Inc on Boardroom AlphaView on SEC EDGAR
Boardroom Alpha · Filing insights

Stockholders approve the 2026 LTIP and elect nine directors; charter amendments to remove supermajority voting fail, and advisory compensation for named executives and the greenhouse gas reporting proposal fail.

About Skyworks Solutions Inc
Market cap
$11.9B
1Y TSR
+4.0%
3Y TSR
−9.1%
Board grade
C
Sector
Technology
CEO
Philip G Brace
Last annual meeting: May 13, 2026 · View full Skyworks Solutions Inc profile →
swks-20260513

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):May 13, 2026
Skyworks Solutions, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-0556004-2302115
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
5260 California Avenue92617
Irvine, California
(Address of principal executive offices)
(Zip Code)
(949)231-3000
(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 Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.25 per shareSWKSNasdaq 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At the annual meeting of stockholders of Skyworks Solutions, Inc. (the “Company”) held on May 13, 2026 (the “Annual Meeting”), the Company’s stockholders approved the 2026 Long-Term Incentive Plan (the “2026 LTIP”), which had previously been adopted by the Company’s Board of Directors (the “Board”) subject to stockholder approval. The description of the 2026 LTIP contained on pages 80 to 92 of the Company’s Definitive Proxy Statement for the 2026 Annual Meeting, filed with the Securities and Exchange Commission (the “SEC”) on April 3, 2026, in connection with the Annual Meeting (the “Proxy Statement”), is incorporated herein by reference. A complete copy of the 2026 LTIP is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, the Company’s stockholders were asked to consider and vote on nine proposals that are described in the Proxy Statement. The results of the voting on each of those proposals were as follows:

1.The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Philip G. Brace, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

The voting results with respect to each director elected at the Annual Meeting are set forth in the following table:
Nominees
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
Alan S. Batey
90,839,246
17,937,861
157,371
12,941,125
Kevin L. Beebe
91,307,647
17,426,070
200,761
12,941,125
Philip G. Brace
107,873,021
915,837
145,620
12,941,125
Eric J. Guerin
107,768,177
1,010,581
155,720
12,941,125
Christine King
91,823,084
16,968,229
143,165
12,941,125
Suzanne E. McBride
106,787,393
1,903,738
243,347
12,941,125
David P. McGlade
99,721,124
9,056,072
157,282
12,941,125
Robert A. Schriesheim
106,144,737
2,633,151
156,590
12,941,125
Maryann Turcke
94,618,670
14,020,920
294,888
12,941,125

2.The Company’s stockholders ratified the selection by the Company’s Audit Committee of KPMG LLP as the Company’s independent registered public accounting firm for the Company’s 2026 fiscal year.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
112,917,728
8,706,974
250,901
0


3.The Company’s stockholders did not approve, on an advisory, non-binding basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
54,203,161
54,542,944
188,373
12,941,125

4.The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to 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.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
108,270,918
561,080
102,480
12,941,125

5.The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provisions relating to stockholder approval of a business combination with any related person.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
108,266,638
562,900
104,940
12,941,125

6.The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provision relating to stockholder amendment of Charter provisions governing directors.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
108,259,191
567,621
107,666
12,941,125

7.The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provision relating to stockholder amendment of the Charter provision governing action by stockholders.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
108,272,665
552,446
109,367
12,941,125

8.The Company’s stockholders voted to approve the 2026 LTIP.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
87,120,961
21,664,734
148,783
12,941,125

9.The Company’s stockholders did not approve a stockholder proposal regarding greenhouse gas emission reduction efforts report.
Votes For
Votes Against
Votes Abstain
Broker Non-Votes
18,031,051
90,550,272
353,155
12,941,125



Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number
Description
99.1
104
Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibit 101)




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.
Skyworks Solutions, Inc.
May 19, 2026By:/s/ Robert J. Terry
Name:Robert J. Terry
Title:Senior Vice President, General Counsel and Secretary

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Frequently asked questions

When did Skyworks Solutions Inc file this 8-K?
Skyworks Solutions Inc (SWKS) filed this Current Report (Form 8-K) with the SEC on May 19, 2026. The accession number assigned by EDGAR is 0000004127-26-000031.
What does an 8-K disclose?
Form 8-K is the SEC's current-report form, used to disclose material events between periodic reports (10-K / 10-Q). Triggers include CEO/CFO departures, acquisitions, bankruptcies, earnings releases, auditor changes, changes in fiscal year, and amendments to corporate governance. Each 8-K is keyed to one or more Item numbers (1.01 through 9.01).
What is the key takeaway from this filing?
Stockholders approve the 2026 LTIP and elect nine directors; charter amendments to remove supermajority voting fail, and advisory compensation for named executives and the greenhouse gas reporting proposal fail. This is Boardroom Alpha's one-line summary of the current report; see the full filing text above for the formal disclosure.
What Item codes does an 8-K cover?
An 8-K's Item codes (1.01 through 9.01) specify what kind of event is being disclosed — e.g. Item 1.01 for entering a material agreement, Item 5.02 for departure/election of directors and executive officers, Item 8.01 for other events. The Item codes for this 8-K appear in the filing text above.
Where can I find Skyworks Solutions Inc's prior current reports on EDGAR?
The SEC EDGAR browser lists every 8-K Skyworks Solutions Inc has filed under CIK 4127, sortable by date. Use the "View on SEC EDGAR" link in the page header, or browse directly via https://www.sec.gov/cgi-bin/browse-edgar.
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