Company Update

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 12, 2021   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)       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 8.01 Other Events.   On March 12, 2021, Skyworks Solutions, Inc., a Delaware corporation (the “Company”), entered into an Underwriting Agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, BofA Securities, Inc. and Goldman Sachs & Co. LLC, as representatives of the several underwriters named therein, relating to the issuance and sale by the Company of its $500,000,000 0.900% Senior Notes due 2023, $500,000,000 1.800% Senior Notes due 2026 and $500,000,000 3.000% Senior Notes due 2031 (collectively, the “Notes”).   The offering of the Notes was registered under the Securities Act of 1933 pursuant to a shelf registration statement on Form S-3ASR (File No. 333-255945) filed with the Securities and Exchange Commission (the “SEC”) on May 10, 2021, which became effective upon filing. The terms of the Notes are described in the Company’s Prospectus dated May 10, 2021, as supplemented by a final Prospectus Supplement dated May 12, 2021, as filed with the SEC.   The Underwriting Agreement contains customary representations, covenants and indemnification provisions. The closing of the offering of the Notes is expected to occur on May 26, 2021, subject to satisfaction of customary closing conditions.   A copy of the Underwriting Agreement is filed as Exhibit 1.1 hereto and is incorporated herein by reference. The above description of the material terms of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the Underwriting Agreement.         Item 9.01 Financial Statements and Exhibits.   (d) Exhibits   Exhibit     Number   Description 1.1   Underwriting Agreement, dated as of May 12, 2021, by and among the Company and J.P. Morgan Securities LLC, BofA Securities, Inc. and Goldman Sachs & Co. LLC, as representatives of the several underwriters named therein. 101.SCH   Inline XBRL Taxonomy Extension Schema Document 101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document 104   Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 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, 2021 By: /s/ Robert J. Terry   Name: Robert J. Terry   Title: Senior Vice President, General Counsel and Secretary