Skyworks Solutions

(d) Appointment of New Director The Board of Directors (the “Board”) of Skyworks Solutions, Inc. (the “Registrant”) has unanimously appointed Maryann Turcke to the Board, upon the recommendation of its Nominating and Corporate Governance Committee. In connection with the appointment, the size of the Board was increased from eight to nine. Ms. Turcke will serve until the Registrant’s 2023 annual meeting of stockholders, when she will be a nominee for election to the Board by a vote of the Registrant’s stockholders, and thereafter until her successor has been duly elected and qualified. The Board has not yet determined Ms. Turcke’s committee assignments. Cash compensation for Ms.

(e) Approval of Fiscal Year 2023 Executive Incentive Plan On December 15, 2022, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Skyworks Solutions, Inc. (the “Company”) approved the Fiscal Year 2023 Executive Incentive Plan (the “Incentive Plan”). The Incentive Plan establishes cash incentive awards that may be earned by senior management approved for participation in the Incentive Plan, including the named executive officers of the Company, based on the Company’s achievement of certain corporate performance metrics on a semi-annual basis during the Company’s 2023 fiscal year (the “Fiscal Year”). The Incentive Plan also establishes minimum performance metrics that must be achieved before any incentives are awarded under the Incentive Plan.

(d) As previously reported in a Form 8-K filed on February 2, 2022 (the “Original Filing”), by Skyworks Solutions, Inc. (the “Registrant”), Eric J. Guerin and Suzanne E. McBride were appointed to the Registrant’s Board of Directors (the “Board”), effective as of January 31, 2022, and February 2, 2022, respectively. At the time of the Original Filing, the Board had not determined committee assignments for Mr. Guerin or Ms. McBride. The Registrant is filing this Form 8-K/A to report that on May 11, 2022, the Board designated Mr. Guerin and Ms. McBride as members of the Nominating and Corporate Governance Committee, effective as of such date. In connection with these appointments, the Board determined that Mr. Guerin and Ms. McBride are independent directors under applicable Nasdaq listing rules.

(d) Appointment of Two New Directors The Board of Directors (the “Board”) of Skyworks Solutions, Inc. (the “Registrant”), has appointed two new directors to the Board, upon the recommendation of its Nominating and Corporate Governance Committee: Eric J. Guerin (effective as of January 31, 2022), and Suzanne E. McBride (effective as of February 2, 2022). In connection with the appointments, the size of the Board was increased from eight to ten. Mr. Guerin and Ms. McBride will serve until the Registrant’s 2022 annual meeting of stockholders, when each will be a nominee for election to the Board by a vote of the Registrant’s stockholders, and thereafter until his or her successor has been duly elected and qualified. The Board has not yet determined Mr. Guerin’s or Ms. McBride’s committee assignments.

(e) Approval of Fiscal Year 2022 Executive Incentive Plan On December 15, 2021, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Skyworks Solutions, Inc. (the “Company”), approved the Fiscal Year 2022 Executive Incentive Plan (the “Incentive Plan”). The Incentive Plan establishes cash incentive awards that may be earned by senior management approved for participation in the Incentive Plan, including the named executive officers of the Company, based on the Company’s achievement of certain corporate performance metrics on a semi-annual basis during the Company’s 2022 fiscal year (the “Fiscal Year”). The Incentive Plan also establishes minimum performance metrics that must be achieved before any incentives are awarded under the Incentive Plan.

At the annual meeting of stockholders of Skyworks Solutions, Inc. (the “Company”), held on May 12, 2021 (the “Annual Meeting”), the Company’s stockholders approved the Amended and Restated 2015 Long-Term Incentive Plan (the “Amended and Restated Plan”), which had previously been adopted by the Company’s Board of Directors subject to stockholder approval. The description of the Amended and Restated Plan contained on pages 63 to 70 of the Company’s Proxy Statement for the 2021 Annual Meeting , filed with the Securities and Exchange Commission (the “SEC”) on March 26, 2021, in connection with the Annual Meeting (the “Proxy Statement”), is incorporated herein by reference. A complete copy of the Amended and Restated Plan is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

(e) Approval of Fiscal Year 2021 Executive Incentive Plan On December 14, 2020, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Skyworks Solutions, Inc. (the “Company”), approved the Fiscal Year 2021 Executive Incentive Plan (the “Incentive Plan”). The Incentive Plan establishes cash incentive awards that may be earned by senior management approved for participation in the Incentive Plan, including the named executive officers of the Company, based on the Company’s achievement of certain corporate performance metrics on a semi-annual basis during the Company’s 2021 fiscal year (the “Fiscal Year”). The Incentive Plan also establishes minimum performance metrics that must be achieved before any incentives are awarded under the Incentive Plan.

(d) As previously reported in a Form 8-K filed on August 26, 2019 (the “Original Filing”), by Skyworks Solutions, Inc. (the “Registrant”), Alan S. Batey was appointed to the Registrant’s Board of Directors (the “Board”), effective as of August 22, 2019. At the time of the Original Filing, the Board had not determined committee assignments for Mr. Batey. The Registrant is filing this Form 8-K/A to report that on February 5, 2020, the Board designated Mr. Batey as a member of the Nominating and Corporate Governance Committee, effective as of such date. In connection with his appointment, the Board determined that Mr. Batey is an independent director under applicable Nasdaq listing rules.

(e) Approval of Fiscal Year 2020 Executive Incentive Plan On December 17, 2019, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Skyworks Solutions, Inc. (the “Company”), approved the Fiscal Year 2020 Executive Incentive Plan (the “Incentive Plan”). The Incentive Plan establishes cash incentive awards that may be earned by senior management approved for participation in the Incentive Plan, including the named executive officers of the Company, based on the Company’s achievement of certain corporate performance metrics on a semi-annual basis during the Company’s 2020 fiscal year (the “Fiscal Year”). The Incentive Plan also establishes minimum performance metrics that must be achieved before any incentives are awarded under the Incentive Plan.

(d) On August 22, 2019, the Board of Directors (the “Board”) of Skyworks Solutions, Inc. (the “Registrant”), increased the size of the Board from nine to ten and appointed Alan S. Batey as a new director of the Registrant, upon the recommendation of its Nominating and Corporate Governance Committee. Mr. Batey will serve until the Registrant’s 2020 annual meeting of stockholders, when he will be a nominee for election to the Board by a vote of the Registrant’s stockholders, and thereafter until his successor has been duly elected and qualified. The Board has not yet determined Mr. Batey’s committee assignments. Mr. Batey’s cash compensation will be as set forth in the Registrant’s Cash Compensation Plan for Directors, which was filed with the Securities and Exchange Commission (the “SEC”) on July 20, 2018, as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q. Mr.

(e) Approval of Fiscal Year 2019 Executive Incentive Plan On November 7, 2018, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Skyworks Solutions, Inc. (the “Company”), approved the Fiscal Year 2019 Executive Incentive Plan (the “Incentive Plan”). The Incentive Plan establishes cash incentive awards that may be earned by senior management approved for participation in the Incentive Plan, including the Named Executive Officers of the Company, based on the Company’s achievement of certain corporate performance metrics during the Company’s 2019 fiscal year (the “Fiscal Year”). The Incentive Plan also establishes minimum performance metrics that must be achieved before any incentives are awarded under the Incentive Plan.

(d) As previously reported in a Form 8-K filed on July 23, 2018 (the “Original Filing”), by Skyworks Solutions, Inc. (the “Registrant”), Kimberly S. Stevenson was appointed to the Registrant’s Board of Directors (the “Board”), effective as of July 17, 2018. At the time of the Original Filing, the Board had not determined committee assignments for Ms. Stevenson. The Registrant is filing this Form 8-K/A to report that on November 7, 2018, the Board designated Ms. Stevenson as a member of the Nominating and Corporate Governance Committee, effective as of such date. In connection with her appointment, the Board determined that Ms. Stevenson is an independent director under applicable Nasdaq listing rules.

(d) On July 17, 2018, the Board of Directors (the “Board”) of Skyworks Solutions, Inc. (the “Registrant”), increased the size of the Board from nine to ten and appointed Kimberly S. Stevenson as a new director of the Registrant, upon the recommendation of its Nominating and Corporate Governance Committee. Ms. Stevenson will serve until the Registrant’s 2019 annual meeting of stockholders, when she will be a nominee for election to the Board by a vote of the Registrant’s stockholders, and thereafter until her successor has been duly elected and qualified. The Board has not yet determined Ms. Stevenson’s committee assignments. Ms.

In May 2016, as part of a multi-year succession plan, Skyworks Solutions, Inc. (“Skyworks” or the “Company”) announced that David J. Aldrich had retired from his position as Chief Executive Officer of the Company effective as of May 11, 2016, and become Executive Chairman of Skyworks. In connection with his transition to Executive Chairman, the Company entered into a Second Amended and Restated Change of Control / Severance Agreement with Mr. Aldrich (the “Aldrich Agreement”). On February 8, 2018, Mr. Aldrich informed Skyworks that he would not extend his term as Executive Chairman beyond the initial two-year period provided for in the Aldrich Agreement. Accordingly, on May 9, 2018, the date of Skyworks’ 2018 Annual Meeting, Mr. Aldrich’s tenure as Skyworks’ Executive Chairman will end, with the terms of the Aldrich Agreement governing the cessation of his employment. Mr.

(e) Approval of Fiscal Year 2018 Executive Incentive Plan On November 7, 2017, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Skyworks Solutions, Inc. (the “Company”), approved the Fiscal Year 2018 Executive Incentive Plan (the “Incentive Plan”). The Incentive Plan establishes cash incentive awards that may be earned by senior management approved for participation in the Incentive Plan, including the Named Executive Officers of the Company, based on the Company’s achievement of certain corporate performance metrics during the Company’s 2018 fiscal year (the “Fiscal Year”). The Incentive Plan also establishes minimum performance metrics that must be achieved before any incentives are awarded under the Incentive Plan.

On February 2, 2017, Bruce J. Freyman retired from his position as Executive Vice President, Worldwide Operations of Skyworks Solutions, Inc. (the “Company”), in connection with a planned reduction in his commitments. Mr. Freyman will continue as an employee of the Company serving in a non-executive transition role supporting his successor, Steven C. Machuga, age 52, the Company’s new Vice President, Worldwide Operations. Mr. Machuga joined the Company in 1999 and has held positions of increasing responsibility in process and product development as well as operations strategy and execution, most recently serving as Vice President, External Manufacturing and Operations Engineering since 2006. In connection with this transition, the Company entered into a letter agreement with Mr.

NOVEMBER 10, 2016 Document 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): November 9, 2016 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.

Election of Directors; Appointment of Certain Officers; Compensatory Arrangement for Certain Officers. Effective August 29, 2016, Kris Sennesael, age 47, was appointed Senior Vice President, Chief Financial Officer of Skyworks Solutions, Inc. (“Skyworks” or the “Company”). Prior to joining Skyworks, Mr. Sennesael served most recently as Vice President and Chief Financial Officer of Enphase Energy, Inc., a semiconductor-based renewable energy solutions provider (“Enphase”). Prior to joining Enphase in September 2012, he served as Chief Financial Officer of Standard Microsystems Corporation, a global fabless semiconductor company, from January 2009 until August 2012. From March 2008 to January 2009, Mr. Sennesael served as Vice President of Operations and Finance at ON Semiconductor Corporation, a supplier of high performance, silicon solutions for energy efficient electronics. Mr.

(b) On May 12, 2016, the Board of Directors of Skyworks Solutions, Inc. (the “Company”) announced that David J. Aldrich has chosen to retire from his position as Chief Executive Officer of the Company effective as of May 11, 2016. The Board of Directors also appointed Mr. Aldrich as its Executive Chairman effective as of May 11, 2016. In his role as Executive Chairman, Mr. Aldrich will continue to be employed as an executive of the Company. (c) The Board of Directors also appointed Liam K. Griffin as Chief Executive Officer, effective as of May 11, 2016. Mr. Griffin, 49, has served as President since May 2014. He served as Executive Vice President and Corporate General Manager from November 2012 to May 2014, Executive Vice President and General Manager, High Performance Analog from May 2011 to November 2012, and Senior Vice President, Sales and Marketing from August 2001 to May 2011.