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 6, 2020 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 Irvine California 92617 (Address of principal executive offices) (Zip Code)   (949) 231-3000     (Registrant’s telephone number, including area code)     20 Sylvan Road, Woburn, MA 01801     (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 Name of each exchange on which registered Common Stock, par value $0.25 per share   SWKS Nasdaq Global Select Market I ndicate 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 5.07 Submission of Matters to a Vote of Security Holders. At the annual meeting of stockholders of Skyworks Solutions, Inc. (the “Company”), held on May 6, 2020 (the “Annual Meeting”), the Company’s stockholders were asked to consider and vote on nine proposals that are described in the Company’s definitive proxy statement that was filed with the Securities and Exchange Commission on March 27, 2020, in connection with the Annual Meeting (the “Proxy Statement”). The results of the voting on each of those proposals were as follows: 1.    The Company’s stockholders elected each of David J. Aldrich, Alan S. Batey, Kevin L. Beebe, Timothy R. Furey, Liam K. Griffin, Christine King, David P. McGlade, Robert A. Schriesheim, and Kimberly S. Stevenson 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 David J. Aldrich 117,697,743 5,973,974 275,787 20,562,239 Alan S. Batey 122,827,323 829,665 290,516 20,562,239 Kevin L. Beebe 115,644,768 8,012,519 290,217 20,562,239 Timothy R. Furey 117,742,571 5,912,520 292,413 20,562,239 Liam K. Griffin 121,060,052 2,608,221 279,231 20,562,239 Christine King 119,528,479 4,150,420 268,605 20,562,239 David P. McGlade 118,294,248 5,362,172 291,084 20,562,239 Robert A. Schriesheim 116,905,145 6,750,828 291,531 20,562,239 Kimberly S. Stevenson 121,342,749 2,326,472 278,283 20,562,239 Following the Annual Meeting, Mr. McGlade was designated by the board of directors as chairman of the audit committee. 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 2020 fiscal year. Votes For Votes Against Votes Abstain Broker Non-Votes 141,859,677 2,335,105 314,961 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 110,309,368 12,966,575 671,561 20,562,239 4.    The Company’s stockholders voted to approve an Amendment to the 2002 Employee Stock Purchase Plan, as Amended. Votes For Votes Against Votes Abstain Broker Non-Votes 122,748,614 874,547 324,343 20,562,239 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 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 122,993,829 691,920 261,755 20,562,239 6.    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 122,885,097 803,209 259,198 20,562,239 7.    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 122,905,349 772,062 270,093 20,562,239 8.    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 122,945,197 744,169 258,138 20,562,239 9.    The Company’s stockholders did not approve a stockholder proposal regarding a right by stockholders to act by written consent. Votes For Votes Against Votes Abstain Broker Non-Votes 55,357,241 67,869,899 720,364 20,562,239 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 8, 2020 By: /s/ Robert J. Terry   Name: Robert J. Terry   Title: Senior Vice President, General Counsel and Secretary