Executive Change · Shareholder Vote

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 14, 2024 Skyworks Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-05560 04-2302115 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 5260 California Avenue 92617 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 class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.25 per share SWKS 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 (§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 14, 2024 (the “Annual Meeting”), the Company’s stockholders approved the Second Amended and Restated 2015 Long-Term Incentive Plan (the “Second Amended and Restated Plan”), which had previously been adopted by the Company’s Board of Directors subject to stockholder approval. The description of the Second Amended and Restated Plan contained on pages 75 to 83 of the Company’s Proxy Statement for the 2024 Annual Meeting , filed with the Securities and Exchange Commission (the “SEC”) on March 28, 2024, in connection with the Annual Meeting (the “Proxy Statement”), is incorporated herein by reference. A complete copy of the Second Amended and Restated Plan 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 eleven 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, Liam K. Griffin, 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 119,760,761 1,944,951 209,241 16,327,844 Kevin L. Beebe 113,808,238 7,900,199 206,516 16,327,844 Liam K. Griffin 112,109,502 9,578,943 226,508 16,327,844 Eric J. Guerin 121,019,534 692,370 203,049 16,327,844 Christine King 117,822,896 3,893,924 198,133 16,327,844 Suzanne E. McBride 120,171,704 1,541,995 201,254 16,327,844 David P. McGlade 113,640,103 8,062,960 211,890 16,327,844 Robert A. Schriesheim 116,346,490 5,324,008 244,455 16,327,844 Maryann Turcke 120,018,727 1,690,559 205,667 16,327,844 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 2024 fiscal year. Votes For Votes Against Votes Abstain Broker Non-Votes 127,749,258 10,196,514 297,025 0 3. The Company’s stockholders voted to 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 107,462,594 14,183,606 268,753 16,327,844 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 120,931,042 761,538 222,373 16,327,844 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 120,915,838 775,223 223,892 16,327,844 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 120,876,564 800,166 238,223 16,327,844 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 120,879,850 790,952 244,151 16,327,844 8. The Company’s stockholders voted to approve the Second Amended and Restated Plan. Votes For Votes Against Votes Abstain Broker Non-Votes 112,886,177 8,722,470 306,306 16,327,844 9. The Company’s stockholders voted to approve the Amendment to the Company’s 2002 Employee Stock Purchase Plan, as amended. Votes For Votes Against Votes Abstain Broker Non-Votes 120,885,449 794,625 234,879 16,327,844 10. The Company’s stockholders did not approve a stockholder proposal regarding named executive officer termination payments. Votes For Votes Against Votes Abstain Broker Non-Votes 9,204,850 112,403,841 306,262 16,327,844 11. The Company’s stockholders did not approve a stockholder proposal regarding adoption of greenhouse gas emissions reduction targets. Votes For Votes Against Votes Abstain Broker Non-Votes 37,394,404 82,336,206 2,184,343 16,327,844 Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Second Amended and Restated 2015 Long-Term Incentive Plan (incorporated by reference to Annex 1 to the  Company’s Definitive Proxy Statement filed with the SEC on March 28, 2024 ) 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 17, 2024 By: /s/ Robert J. Terry Name: Robert J. Terry Title: Senior Vice President, General Counsel and Secretary