Skyworks Solutions (SWKS) 10-K risk factor changes: FY2015 vs FY2014

Such periods of industry downturn are characterized by diminished product demand and revenue, manufacturing overcapacity, excess inventory levels, accelerated erosion of average selling prices, bad debt, inventory [added: and restructuring and/or asset impairment charges.]

In addition, fluctuations in our stock price, volume of shares traded, and changes in our trading multiples may make our stock [added: attractive to momentum, hedge or day-trading investors who often shift funds into and out of stocks rapidly, exacerbating price fluctuations in either direction.]

We compete with international and United States semiconductor manufacturers of all sizes in terms of resources and market share, including Analog Devices, Avago Technologies, Linear Technology, Maxim Integrated Products, Murata Manufacturing, [added: NXP,] QUALCOMM, [removed: RF Micro Devices] and [removed: Triquint Semiconductor.][added: Qorvo.]

[removed: Moreover, a “design win”] from a customer does not guarantee future sales to that customer.

Additionally, our operations may be affected by lengthy or recurring disruptions of operations at any of our production facilities, as well as disruptions at facilities operated by our subcontractors [removed: and] [added: or] customers.

[removed: Our manufacturing operations may also face pressures arising from the compression of product life cycles, which may] require us to manufacture new products faster and for shorter periods while maintaining acceptable manufacturing yields and quality without, in many cases, reaching the longer-term, high-volume manufacturing conducive to higher manufacturing yields and declining costs.

We rely upon independent wafer fabrication facilities, called foundries, to provide silicon-based products and to supplement our [added: gallium arsenide wafer manufacturing capacity.]

If we choose to use a new foundry to replace either existing or backup capacity, it will typically take an extended period of time for us to complete our qualification process for that [removed: foundry] [added: foundry,] which will result in a significant passage of time before we can begin shipping products from that new foundry.

If any of these subcontractors experiences capacity constraints or financial difficulties, suffers any damage to its facilities, experiences power outages or any other disruption of assembly or testing [removed: capacity, we may not be able to obtain alternative assembly and testing services in a timely manner and/or at cost-competitive rates.]

We may have particular difficulty attracting and retaining key personnel during periods of poor operating performance and/or declines in the price of our common stock, given among other [removed: things,] [added: factors,] the use of equity-based compensation by us and our competitors.

In fiscal [removed: 2014 and 2013,] [added: 2014,] two customers each accounted for greater than ten percent of our net revenue.

For further discussion see [Note [removed: 16](#sF48ECF13309093DCA7ABCC4435F04EA3)] [added: 16](#s6779EC8AE53ED918A569B3A8692312CA)] to Item 8 of this Annual Report on Form 10-K.

Finally, we maintain wafer fabrication facilities in Kadoma, Japan and [removed: Uozu,] [added: Osaka,] Japan, as well as packaging, assembly and test facilities in Mexicali, Mexico and in Singapore.

| • | labor market conditions and [removed: worker's] [added: workers’] rights, |

| • | changes in current or future tax law or regulations or new interpretations thereof, by federal or state agencies or foreign [removed: governments could adversely affect our results of operations,] [added: governments,] |

| • | restrictions on our ability to repatriate foreign earnings and / or funds and the unfavorable tax impactions related to [removed: the same.] |

Compliance with diverse legal requirements is [removed: costly,] [added: costly and] time-consuming and requires significant resources.

Further, the evolving labor market and increasing labor unrest in China may have a negative impact on our [removed: customers] [added: customers,] which would result in a negative impact on our business and results of operations.

If unfavorable capital market conditions exist in the event we were to seek additional financing, we may not be able to raise sufficient capital on favorable terms and on a timely [removed: basis (if] [added: basis, if] at [removed: all).][added: all.]

A number of domestic and foreign jurisdictions seek to restrict the use of various substances, a number of which have been or are [added: currently used in our products or processes.]

Further, silicon based designs offer alternatives within the system architecture which [added: are unavailable for gallium arsenide based designs.]

In addition to the provisions in our certificate of incorporation and by-laws, Section 203 of the Delaware General Corporation Law generally provides that a corporation may not engage in any business combination with any interested stockholder during the three-year period following the time that such stockholder becomes an interested stockholder, unless a majority of the directors then in office approves either the business combination or the transaction that results in the stockholder becoming an interested stockholder [removed: or specified stockholder approval requirements are met.]

The theft, unauthorized use or publication of our intellectual property and/or confidential business information [added: by third parties or by Skyworks employees] could harm our competitive position, reduce the value of our investment in research and development and other strategic initiatives or otherwise adversely affect our business.

In fiscal 2015, one customer accounted for greater than ten percent of our net revenue.

Moreover, a “design win”

Our manufacturing operations may also face pressures arising from the compression of product life cycles, which may

capacity, we may not be able to obtain alternative assembly and testing services in a timely manner and/or at cost-competitive rates.

the same.

or specified stockholder approval requirements are met.

and restructuring and/or asset impairment charges.

attractive to momentum, hedge or day-trading investors who often shift funds into and out of stocks rapidly, exacerbating price fluctuations in either direction.

In March 2014, we announced the initiation of a quarterly cash dividend program.

gallium arsenide wafer manufacturing capacity.

currently used in our products or processes.

are unavailable for gallium arsenide based designs.

Our competitors include Analog Devices, Avago Technologies, Linear Technology, Maxim Integrated Products, Murata Manufacturing, [added: NXP,] QUALCOMM, [removed: RF Micro Devices] and [removed: Triquint Semiconductor.][added: Qorvo.]

FISCAL YEARS ENDED OCTOBER [added: 2, 2015, OCTOBER] 3, 2014, [removed: SEPTEMBER 27, 2013,] AND SEPTEMBER [removed: 28, 2012.][added: 27, 2013.]

| | October [added: 2, 2015 | | | October] 3, 2014 | | | September 27, 2013 | | [removed: | September 28, 2012 | |]

| Cost of goods sold | [removed: 55.4] [added: 52.3] | | | [removed: 57.2] [added: 55.4] | | | [removed: 57.5] [added: 57.2] | |

| Gross profit | [removed: 44.6] [added: 47.7] | | | [removed: 42.8] [added: 44.6] | | | [removed: 42.5] [added: 42.8] | |

| Research and development | [removed: 11.0] [added: 9.3] | | | [removed: 12.6] [added: 11.0] | | | [removed: 13.5] [added: 12.6] | |

| Selling, general and administrative | [removed: 7.8] [added: 5.9] | | | [removed: 8.9] [added: 7.8] | | | [removed: 10.1] [added: 8.9] | |

| Amortization of intangibles | [removed: 1.1] [added: 1.0] | | | [removed: 1.6] [added: 1.1] | | | [removed: 2.1] [added: 1.6] | |

| Restructuring and other charges | [removed: —] [added: 0.1] | | | [removed: 0.4] [added: —] | | | [removed: 0.5] [added: 0.4] | |

| Total operating expenses | [removed: 19.9] [added: 16.3] | | | [removed: 23.5] [added: 19.9] | | | [removed: 26.2] [added: 23.5] | |

| Operating income | [removed: 24.7] [added: 31.4] | | | [removed: 19.3] [added: 24.7] | | | [removed: 16.3] [added: 19.3] | |

| Other [removed: expense,] [added: income (expense),] net | — | | | — | | | — | |

| Income before income taxes | [removed: 24.7] [added: 31.4] | | | [removed: 19.3] [added: 24.7] | | | [removed: 16.3] [added: 19.3] | |

| Provision for income taxes | [removed: 4.7] [added: 6.9] | | | [removed: 3.7] [added: 4.7] | | | [removed: 3.4] [added: 3.7] | |

| Net income | [removed: 20.0] [added: 24.5] | % | | [removed: 15.6] [added: 20.0] | % | | [removed: 12.9] [added: 15.6] | % |

During the fiscal year ended October [removed: 3, 2014,] [added: 2, 2015,] the following key factors contributed to our overall results of operations, financial position and cash flows:

| • | Net revenue increased to approximately [removed: $2.3] [added: $3.3] billion, an increase of [removed: 28%] [added: 42%] as compared to the prior fiscal year. This increase in revenue was primarily related to our continued growth as smartphones displace traditional cellular phones, increased strength in emerging markets due to the adoption of 3G and 4G technologies, increases in tablet computing and the expansion of our analog product portfolio to address additional content within the handset and tablet markets as well as new vertical markets including [removed: medical] [added: medical,] automotive, military and industrial. |

| • | Operating margin increased by [removed: approximately 540] [added: 670] basis points to [removed: 24.7%] [added: 31.4%] for fiscal [removed: 2014 up] [added: 2015] from [removed: 19.3%] [added: 24.7%] in fiscal [removed: 2013.] [added: 2014.] The increase in operating margin was primarily related to higher revenue and the leveraging impact on our gross margin and operating expenses partially offset by higher employee compensation expenses. |

| • | As a result of the aforementioned factors, overall profitability increased significantly from fiscal [removed: 2013] [added: 2014] with [removed: both] [added: year-over-year increases in] net income and diluted earnings per share [removed: increasing 64% year over year.] [added: of 74% and 72%, respectively.] |

| • | Our ending cash and cash equivalents balance increased [removed: 58%] [added: 30%] to [removed: $806] [added: $1,044] million in fiscal [removed: 2014] [added: 2015] from [removed: $511] [added: $806] million in fiscal [removed: 2013.] [added: 2014.] This was the result of a [removed: 54%] [added: 29%] increase in cash from operations to [removed: $772] [added: $993] million in fiscal [removed: 2014] [added: 2015] from [removed: $500] [added: $772] million in fiscal [removed: 2013] [added: 2014] due to higher net income [removed: and improvements] [added: partially offset by changes] in working capital. In addition, we invested [removed: $209] [added: $430] million on capital [removed: expenditures, $166] [added: expenditures associated with plant expansions in Mexico and Japan, $237] million to repurchase over [removed: 4.5] [added: 2.9] million shares of our common stock, [removed: $149 million for a 66% controlling interest in a joint venture] and [removed: $41] [added: $123] million in cash dividend payments. |

| | October [removed: 3, 2014] [added: 2, 2015] | | | Change | [removed: September 27, 2013] [added: October 3, 2014] | | | Change | September [removed: 28, 2012] [added: 27, 2013] | | |

| Net revenue | $ | [removed: 2,291.5] [added: 3,258.4] | | [removed: 27.9%] [added: 42.2%] | $ | [removed: 1,792.0] [added: 2,291.5] | | [removed: 14.2%] [added: 27.9%] | $ | [removed: 1,568.6] [added: 1,792.0] | |

We generally experience seasonal peaks during the second half of the calendar [removed: year] [added: year,] primarily as a result of increased worldwide production of consumer electronics in anticipation of increased holiday [removed: sales.][added: sales, whereas our second fiscal quarter is typically lower and in line with seasonal industry trends.]

For information regarding net revenue by geographic region and customer concentration, see [Note [removed: 16](#sF48ECF13309093DCA7ABCC4435F04EA3)] [added: 16](#s6779EC8AE53ED918A569B3A8692312CA)] of Item 8 of this Annual Report on Form 10-K.

| Gross profit | $ | [removed: 1,022.7] [added: 1,554.5] | | [removed: 33.4%] [added: 52.0%] | $ | [removed: 766.6] [added: 1,022.7] | | [removed: 14.9%] [added: 33.4%] | $ | [removed: 667.1] [added: 766.6] | |

| % of net revenue | [removed: 44.6] [added: 47.7] | | % | | [removed: 42.8] [added: 44.6] | | % | | [removed: 42.5] [added: 42.8] | | % |

Gross profit was $256.1 million greater [removed: for the] [added: in] fiscal [removed: year ended October 3,] 2014 [removed: than gross profit for the prior] [added: as compared to] fiscal [removed: year.][added: 2013.]

As a result of these impacts, gross profit margin increased to 44.6% of net revenue for [removed: the] fiscal [removed: year ended October 3,] 2014.

The increase in gross profit was primarily the result of higher unit [removed: volumes and] [added: volumes,] lower overall per unit material and manufacturing costs with an aggregate gross profit benefit of [removed: $152.1] [added: $687.8] million.

These benefits were partially offset by the erosion of average selling [removed: price and] [added: price,] unfavorable changes in product mix [removed: which] [added: and other costs that] combined to negatively impact gross profit by [removed: $52.6] [added: $156.0] million.

As a result of these impacts, gross profit margin increased to [removed: 42.8%] [added: 47.7%] of net revenue for [removed: the] fiscal [removed: year ended September 27, 2013.][added: 2015.]

| Research and development | $ | [removed: 252.2] [added: 303.2] | | [removed: 11.4%] [added: 20.2%] | $ | [removed: 226.3] [added: 252.2] | | [removed: 6.5%] [added: 11.4%] | $ | [removed: 212.5] [added: 226.3] | |

| % of net revenue | [removed: 11.0] [added: 9.3] | | % | | [removed: 12.6] [added: 11.0] | | % | | [removed: 13.5] [added: 12.6] | | % |

| Selling, general and administrative | $ | [removed: 179.1] [added: 191.3] | | [removed: 12.1%] [added: 6.8%] | $ | [removed: 159.7] [added: 179.1] | | [removed: 0.8%] [added: 12.1%] | $ | [removed: 158.4] [added: 159.7] | |

| % of net revenue | [removed: 7.8] [added: 5.9] | | % | | [removed: 8.9] [added: 7.8] | | % | | [removed: 10.1] [added: 8.9] | | % |

Selling, general and administrative expenses include legal and related costs, accounting, treasury, human resources, information systems, customer service, bad debt expense, sales commissions, share-based compensation expense, advertising, marketing, costs associated with business combinations completed or contemplated during the period [added: or prior periods] and other costs.

The increase in [added: selling, general and administrative expenses in] fiscal 2014 as compared to fiscal 2013 was primarily related to increased compensation expense including share-based compensation of $8.1 million, legal [removed: expense] [added: expenses] related to ongoing litigation of $3.9 million and acquisition related expenses of $3.4 million.

Selling, general and administrative expenses decreased as a percentage of net revenue due to the [removed: decrease in the] aforementioned [removed: expenses as well as the] increase in net revenue.

| Amortization of intangibles | $ | [removed: 25.9] [added: 33.5] | | [removed: (11.0)%] [added: 29.3%] | $ | [removed: 29.1] [added: 25.9] | | [removed: (11.3)%] [added: (11.0)%] | $ | [removed: 32.8] [added: 29.1] | |

| % of net revenue | [removed: 1.1] [added: 1.0] | | % | | [removed: 1.6] [added: 1.1] | | % | | [removed: 2.1] [added: 1.6] | | % |

We, together with our consolidated subsidiaries, are empowering the wireless networking revolution.

Our highly innovative analog semiconductors are connecting people, places, and things spanning a number of new and previously unimagined applications within the automotive, broadband, cellular infrastructure, connected home, industrial, medical, military, smartphone, tablet and wearable markets.

The $966.9 million increase in revenue in fiscal 2015 as compared to fiscal 2014 was primarily driven by our ability to capture a higher share of the increasing RF and analog content per device due to more complex smartphones continuing to displace traditional cellular phones, increased strength in emerging markets due to the adoption of 3G and 4G technologies, the increasing popularity of tablet computing and wearables, and our expanding analog product portfolio supporting new vertical markets including medical, automotive, military and industrial.

Gross profit was $531.8 million greater in fiscal 2015 as compared to fiscal 2014.

| | October 2, 2015 | | | Change | October 3, 2014 | | | Change | September 27, 2013 | | |

The increase in research and development expense in fiscal 2015 as compared to fiscal 2014 is primarily related to increased employee compensation expense, including share-based compensation, of approximately $26.7 million and increased product development and other related expenses of approximately $24.3 million.

| | October 2, 2015 | | | Change | October 3, 2014 | | | Change | September 27, 2013 | | |

The increase in selling, general and administrative expenses in fiscal 2015 as compared to fiscal 2014 was primarily related to increased compensation expense including share-based compensation, and legal expenses related to acquisitions completed and contemplated during the period.

Selling, general and administrative expenses decreased as a percentage of net revenue due to the aforementioned increase in net revenue.

| | October 2, 2015 | | | Change | October 3, 2014 | | | Change | September 27, 2013 | | |

| | October 2, 2015 | | | Change | October 3, 2014 | | | Change | September 27, 2013 | | |

As of October 2, 2015, the Company’s federal income tax returns for the fiscal year ended September 28, 2012 (“fiscal 2012”) and fiscal 2013 were under examination by the Internal Revenue Service (“IRS”).

The Company expects the IRS examination to close in the first quarter of the fiscal year ending September 30, 2016 (“fiscal 2016”) and does not expect the results of this audit to have an adverse impact on its tax expense.

In addition, various state and international returns are under examination by their respective taxing authorities.

The Company does not expect the results of these audits to have a material impact on its financial position, results of operations, or cash flows.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | |

Cash flows from investing activities for the twelve months ended October 2, 2015 also include the final working capital payment associated with the FilterCo acquisition as well as cash paid for an immaterial business combination net of cash, during the period.

In addition, any future strategic

| Other long-term liabilities (1) | | $ | 78.7 | | | $ | 5.4 | | | $ | 2.6 | | | $ | — | | | $ | 70.7 | |

| Operating lease obligations | | 66.2 | | | | 15.1 | | | | 22.9 | | | | 14.0 | | | | 14.2 | | |

| Other commitments (2) | | 94.4 | | | | 94.2 | | | | 0.2 | | | | — | | | | — | | |

| Total | | $ | 239.3 | | | $ | 114.7 | | | $ | 25.7 | | | $ | 14.0 | | | $ | 84.9 | |

Our estimates

This statement also provides guidance on derecognition, classification, interest and penalties, accounting in the interim periods and disclosure.

We, together with our consolidated subsidiaries, are an innovator of high performance analog and mixed signal semiconductors linking people, places and things across a rapidly expanding number of new and previously unimagined applications including automotive, broadband, wireless infrastructure, energy management, GPS, industrial, medical, military, networking, smartphones and tablets.

Our portfolio consists of amplifiers, attenuators, battery chargers, circulators, DC/DC converters, demodulators, detectors, diodes, directional couplers, filters, front-end modules, hybrids, infrastructure radio frequency, or RF, subsystems, isolators, LED drivers, mixers, modulators, optocouplers, optoisolators, phase shifters, PLLs/synthesizers/VCOs, power dividers/combiners, power management devices, receivers, switches, technical ceramics and voltage regulators.

| | |

| --- | --- |

| • | We created a joint venture with Panasonic Corporation with respect to the design, manufacture and sale of Panasonic's surface acoustic wave (“SAW”) and temperature-compensated (“TC”) SAW filter products. Panasonic contributed certain assets, properties, employees and rights related to its filter business, for which we acquired a 66% controlling interest. Overall demand for SAW and TC SAW filters is increasing as technology enhancements and product architectures become more complex to support the overall evolution of wireless technology and the increasing number of frequency bands that are utilized in end consumer products. The acquisition assists us in securing a dedicated supply of SAW and TC SAW filters in addition to allowing for integrating filters into the design and production of our products. |

In addition, we periodically enter into revenue generating arrangements that leverage our broad intellectual property portfolio by licensing or selling our non-core patents or other intellectual property, and we anticipate continuing this intellectual property strategy in future periods.

The $223.4 million increase in revenue in fiscal 2013 as compared to fiscal 2012 was primarily due to the increasing demand for our 3G, Switching, Wireless LAN and GPS solutions.

This increase was partially offset by lower GSM/GPRS product revenue as a result of the contracting 2G market.

Gross profit was $99.5 million greater for the fiscal year ended September 27, 2013 than gross profit for the prior fiscal year.

During fiscal 2014 and 2013 we continued to benefit from higher contribution margins associated with the licensing and/or sale of intellectual property although revenue associated with the licensing and/or sale of intellectual property was immaterial to the consolidated results of operations for the periods presented.

The increase in research and development expense in fiscal 2013 as compared to fiscal 2012 is primarily attributable to a net increase of $8.3 million related to product design and development activity including the full year impact of AATI activities as well as a net increase of $6.7 million in compensation expense.

These increases were partially offset by reductions related to the organizational restructuring initiated during the fiscal year.

The increase in fiscal 2013 as compared to fiscal 2012 was primarily related to increased compensation expense offset by the decrease in aggregated acquisition-related and legal expenses incurred in the prior fiscal year.

| | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

These sources of cash were offset

The decrease in cash used in financing activities was primarily related to the increase in stock option proceeds and the excess tax benefit reclassification from operating activities during fiscal 2014.

| Other long-term liabilities (1) | | $ | 46.5 | | | $ | 4.7 | | | $ | — | | | $ | — | | | $ | 41.8 | |

| Operating lease obligations | | 44.3 | | | | 13.1 | | | | 17.5 | | | | 8.9 | | | | 4.8 | | |

| Other commitments (2) | | 92.7 | | | | 14.2 | | | | 78.5 | | | | — | | | | — | | |

| Total | | $ | 183.5 | | | $ | 32.0 | | | $ | 96.0 | | | $ | 8.9 | | | $ | 46.6 | |

Our exposure to interest rate and general market risks related principally to our investment portfolio and [removed: consisting] [added: consisted] of the following (in millions):

| Cash and cash equivalents (time deposits, certificate of deposits and money market funds) | $ | [removed: 805.8] [added: 1,043.6] | |

Our cash equivalent investments have short-term maturity periods [removed: which] [added: that] dampen the impact of market or interest rate risk.

Credit risk associated with our investments is not material as our money market and deposits are diversified across several financial institutions with high credit ratings [removed: which] [added: that] reduces the amount of credit exposure to any one [removed: counter party.][added: counterparty.]

Based on our results of operations for the fiscal year ended October [removed: 3, 2014,] [added: 2, 2015,] a hypothetical reduction in the interest rates on our cash and cash equivalents to zero would result in an immaterial reduction of interest income with a de minimis impact to income before taxes.

We own $3.2 million of par value auction rate securities [removed: which] [added: that] are currently valued at $2.3 million as of October [removed: 3, 2014.][added: 2, 2015.]

In the event that the market conditions change in the future and our auction rate security becomes fully and permanently impaired, the impact to income before income taxes would be the par value of the auction rate security of approximately $3.2 million as of October [removed: 3, 2014.][added: 2, 2015.]

For the fiscal years ended October [added: 2, 2015, October] 3, [removed: 2014, September 27, 2013] [added: 2014] and September [removed: 28, 2012,] [added: 27, 2013,] the Company had foreign exchange gains/(losses) of [removed: $0.1] [added: $1.7] million, [removed: $(1.1)] [added: $0.1] million and [removed: $(0.4)] [added: $(1.1)] million, respectively.

| | October 2, 2015 | | |

| Total | $ | 1,045.9 | |

The Company currently holds foreign currency put and call options on the Japanese yen that offset the cash flow impact related to the purchase option of the remaining 34% interest of FilterCo.

Changes in the exchange rate between the Japanese yen and United States dollar had a de minimis impact to income before taxes during the fiscal year ended October 2, 2015.

| | October 3, 2014 | | |

| Total | $ | 808.1 | |

Our competitors include Analog Devices, Avago Technologies, Linear Technology, Maxim Integrated Products, Murata Manufacturing, [removed: QUALCOMM, RF Micro Devices] [added: NXP, QUALCOMM] and [removed: Triquint Semiconductor.][added: Qorvo.]

We own a controlling 66% interest in the joint venture and have the option to acquire the remaining 34% [removed: within two years.][added: interest in August 2016, which we plan to exercise.]

With the overall demand for SAW and TC SAW filters increasing as the technology and product architectures become more complex and the number of required bands grows, this [removed: acquisition] [added: investment] assists us in securing a firm supply of SAW and TC SAW filters, in addition to allowing us to integrate filters into the design and production of our own products.

Our SEC filings are also available to the public [removed: on the SEC's Internet address] at www.sec.gov.

This [removed: explosive demand for connectivity and consumers’ desire for anytime, anywhere access] is helping [added: to] fuel [removed: our] [added: Skyworks’] growth and expand [removed: our] [added: its] served markets.

The billions of connected devices that [removed: make up] [added: comprise] the Internet of Things will be enabled by a combination of [removed: sensors, microcontrollers and, most importantly for Skyworks,] [added: sensors and microcontrollers, as well as] connectivity and power management [removed: solutions-dramatically expanding the markets we currently serve.][added: solutions.]

Solving [removed: RF] [added: Connectivity] Challenges

We also hold strong technology leadership positions in passive devices, [removed: as well as] advanced integration including proprietary shielding and 3-D die [removed: stacking.][added: stacking, as well as SAW and TC SAW filters.]

Our product portfolio is reinforced by a library of over [removed: 1,800] [added: 2,200] worldwide patents and other intellectual property that we own and control.

Our product portfolio consists [removed: of:][added: of various solutions, including:]

In [added: the] fiscal years ended October 3, 2014 (“fiscal [removed: 2014”),] [added: 2014”) and] September 27, 2013 (“fiscal 2013”), [removed: and September 28, 2012 (“fiscal 2012”),] two customers—Foxconn Technology Group (together with its affiliates and other suppliers to a large OEM for use in multiple applications including [added: smartphones, tablets, routers, desktop and notebook computers) and Samsung Electronics—each constituted more than ten percent of our net revenue.]

For further information regarding [added: customer] concentrations see [removed: [Note 16](#sF48ECF13309093DCA7ABCC4435F04EA3)] [added: Note 16] to Item 8 of this Annual Report on Form 10-K.

[removed: Furthermore, we seek to generate] high gross margin revenue through the sale and license of non-core intellectual property and occasionally we purchase intellectual property.

We invested [removed: $252.2] [added: $303.2] million, [removed: $226.3] [added: $252.2] million and [removed: $212.5] [added: $226.3] million in research and development activities during fiscal [removed: 2014,] [added: 2015,] fiscal [removed: 2013] [added: 2014] and fiscal [removed: 2012,] [added: 2013,] respectively.

The increase in research and development expenses in fiscal [removed: 2014] [added: 2015] and fiscal [removed: 2013] [added: 2014] as compared to [removed: the prior] fiscal [removed: year] [added: 2013] were the result of increases in our internal product designs and product development [added: activity] for our target markets in each of these fiscal years.

Our research and development activities include new product development and innovations in integrated circuit design, investment in advanced semiconductor manufacturing processes, [removed: developing] [added: development of] new packaging and test capabilities and [removed: researching] [added: research on] next generation technologies and product opportunities.

[removed: Consequently,] [added: However,] there are limited situations where we procure certain components and services for our products from single or limited [removed: sources.][added: sources, and we are currently dependent on a limited number of sole source suppliers.]

Certain of our suppliers consign raw materials to us at our manufacturing facilities [added: to] which we take title to as needed in our manufacturing [added: process.]

[removed: We believe that our current expenditures for environmental capital investment] and remediation necessary to comply with present regulations governing environmental protection, and other expenditures for the resolution of environmental claims, will not have a material adverse effect on our liquidity and capital resources, competitive position or financial condition.

For information regarding net revenue by geographic region for each of the last three fiscal years, see [removed: [Note 16](#sF48ECF13309093DCA7ABCC4435F04EA3)] [added: Note 16] of Item 8 of this Annual Report on Form 10-K.

Approximately [removed: 700] [added: 770] of our employees in Mexico [added: and 150 employees in Japan] are covered by collective bargaining [added: agreements and other union] agreements.

Skyworks Solutions, Inc., together with its consolidated subsidiaries, (“Skyworks” or the “Company”) is empowering the wireless networking revolution.

Our highly innovative analog semiconductors are connecting people, places, and things, spanning a number of new and previously unimagined applications within the automotive, broadband, cellular infrastructure, connected home, industrial, medical, military, smartphone, tablet and wearable markets.

By all measures, wireless connectivity is exploding, fueled by a powerful underlying demand to connect everyone and everything all the time.

With semiconductor devices becoming ever smaller, more powerful, affordable and virtually attachable to anything, telecommunication networks creating pipelines which these devices can connect to at little or no cost, and various devices now being able to collect, process and analyze data—we are seeing a convergence of elements driving connectivity across the Internet of Things.

In fact, today there are a number of groundbreaking devices leveraging Skyworks’ technology—from the newest smartphones to the factory floor to the connected car, automated home, wearables, hospitals and medical providers.

Within smartphones and other mobile platforms, Skyworks is benefiting from the complexity associated with the increasing number of frequency bands as well as from the multitude of RF design challenges brought about as consumers use their devices to stream video, make purchases, network on social media platforms, pay bills and much more.

These design challenges require a broad set

of core competencies to ensure seamless handoffs between multiple air interface standards and to effectively address signal transmission and conditioning, power management, voltage regulation, filtering and tuning complexities.

As a result, our customers’ needs have dramatically moved away from discrete components toward customized integrated solutions that sweep in adjacent functionality and analog content.

At the same time, in emerging markets around the world, the demand for mobile connectivity continues to grow as the industry drives toward connecting the billions of people who remain unconnected.

According to the Global Semiconductor Market Association, more than 65 percent of the global population will use smartphones by 2020, with emerging markets forecasted to lead this growth.

Beyond mobile, our solutions are enabling a broad set of end markets and applications some of which are embracing connectivity for the very first time—including action video cameras, smart watches, streaming music platforms, and avionics systems.

With some analysts expecting the number of connected devices to reach a staggering 70 billion by 2020, Skyworks has no shortage of growth opportunities across new and emerging markets and applications.

| • | Diversity Receive Modules: devices used to improve receiver sensitivity in high data rate LTE applications |

| • | Low Noise Amplifiers: devices used to reduce system noise figure in the receive chain |

In the fiscal year ended October 2, 2015 (“fiscal 2015”), Foxconn Technology Group (together with its affiliates and other suppliers to a large OEM for use in multiple applications including smartphones, tablets, routers, desktop and notebook computers) constituted more than ten percent of our net revenue.

Furthermore, we seek to generate

We believe that our current expenditures for environmental capital investment

As of October 2, 2015, we employed approximately 6,700 employees world-wide.

Skyworks Solutions, Inc., together with its consolidated subsidiaries, (“Skyworks” or the “Company”) is an innovator of high performance analog and mixed signal semiconductors linking people, places and things across a rapidly expanding number of new and previously unimagined applications including automotive, broadband, wireless infrastructure, energy management, GPS, industrial, medical, military, networking, smartphones and tablets.

Our portfolio consists of amplifiers, attenuators, battery chargers, circulators, DC/DC converters, demodulators, detectors, diodes, directional couplers, filters, front-end modules, hybrids, infrastructure radio frequency, or RF, subsystems, isolators, LED drivers, mixers, modulators, optocouplers, optoisolators, phase shifters, PLLs/synthesizers/VCOs, power dividers/combiners, power management devices, receivers, switches, technical ceramics and voltage regulators.

Consumer demand for wireless ubiquity and the trend towards linking people, places and things in ways previously not imagined are driving connectivity across a growing number of markets and applications.

In fact, a recent report by Morgan Stanley estimates that by 2020 the total number of connected devices could reach a staggering 75 billion.

General Electric, for example, has announced that it will incorporate machine-to-machine communications across its entire industrial portfolio, including jet engines, locomotives, turbines and medical devices.

This is just one example of how analog end markets are incorporating connectivity, in many cases for the first time.

In addition to the more traditional analog segments, we are embracing an entirely new generation of connected devices such as home automation systems, fitness gear and a variety of health and wellness products.

While many of these products are still in the early stages of deployment, we have already captured strong positions in these new growth sectors.

At the same time, these connected devices are also incorporating more and more network standards.

In the connected home we have an exciting and diverse pipeline of opportunities including but not limited to gaming, entertainment, security and automation.

In the broadest sense, we are seeing increased global demand for higher data rate services, like 802.11ac and LTE for mobile devices such as smartphones and tablets, which are enabling seamless connections, faster download speeds, improved signal range and longer battery life.

Smartphone manufacturers and network operators are rapidly rolling out these technologies to provide users with the best possible experience.

| | |

| --- | --- |

| • | Battery Chargers: device used to replenish the energy stored in a rechargeable battery by forcing an electric current through it |

| • | Infrastructure RF Subsystems: highly integrated transceivers and power amplifiers for wireless base station applications |

| • | MIS Silicon Chip Capacitors: used in applications requiring DC blocking and RF bypassing, or as a fixed capacitance tuning element in filters, oscillators, and matching networks |

| • | Transceivers: devices that have both a transmitter and a receiver which are combined and share common circuitry or a single housing |

smartphones, tablets, routers, desktop and notebook computers) and Samsung Electronics—each constituted more than ten percent of our net revenue.

process.

As of October 3, 2014, we employed approximately 5,550 employees world-wide (as compared to 4,750 as of September 27, 2013).

The information set forth under [Note [removed: 12](#s418493B719DEB5BD1E67CC4435CB5DF0)] [added: 12](#sEBD0EFB5D5C827A072C6B3A869424D4C)] of Notes to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K is incorporated herein by reference.

For the fiscal year ended October [removed: 3, 2014][added: 2, 2015]

| [removed: ¨] [added: o] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |

þ Yes [removed: ¨] [added: o] No

[removed: ¨] [added: o] Yes þ No

| Large Accelerated filer þ | Accelerated filer [removed: ¨] [added: o] | Non-accelerated filer [removed: ¨] [added: o] | Smaller reporting company [removed: ¨] [added: o] |

The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant (based on the closing price of the registrant’s common stock as reported on the NASDAQ Global Select Market on the last business day of the registrant’s most recently completed second fiscal quarter [removed: (March 28, 2014)] [added: (April 3, 2015)] was approximately [removed: $6,963,439,788.][added: $18,378,125,308.]

The number of outstanding shares of the registrant’s common stock, par value $0.25 per share, as of November [removed: 14, 2014] [added: 13, 2015] was [removed: 190,653,624.][added: 191,151,089.]

| Part III | | Portions of the Registrant’s Proxy Statement relating to the Registrant’s [removed: 2015] [added: 2016] Annual Meeting of Stockholders (to be filed) are incorporated by reference into Items 10, 11, 12, 13 and 14 of this Annual Report on Form 10-K. |

FOR THE YEAR ENDED OCTOBER [removed: 3, 2014][added: 2, 2015]

| [ITEM 1: [removed: BUSINESS.](#s530A61EA1931667EFB9CCC443D6073D6)] [added: BUSINESS.](#s8EC014CB891F0D5D75DAB3A87209AD33)] | [removed: [5](#s530A61EA1931667EFB9CCC443D6073D6)] [added: [5](#s8EC014CB891F0D5D75DAB3A87209AD33)] |

| [ITEM 1A: RISK [removed: FACTORS.](#sD8F9A12AC52D98492AC7CC443D93B109)] [added: FACTORS.](#s3A190675579C2ECFECABB3A872286AE1)] | [removed: [10](#sD8F9A12AC52D98492AC7CC443D93B109)] [added: [10](#s3A190675579C2ECFECABB3A872286AE1)] |

| [ITEM 1B: UNRESOLVED STAFF [removed: COMMENTS.](#sC9D414DC7C9B1E8DF447CC443DBD08F6)] [added: COMMENTS.](#sD6C36E0708196072CCB1B3A872570E78)] | [removed: [22](#sC9D414DC7C9B1E8DF447CC443DBD08F6)] [added: [22](#sD6C36E0708196072CCB1B3A872570E78)] |

| [ITEM 2: [removed: PROPERTIES.](#sF28004EAD72F996414FBCC443DE5C474)] [added: PROPERTIES.](#sCEE79BB0B821F9CE67EEB3A872769E6A)] | [removed: [23](#sF28004EAD72F996414FBCC443DE5C474)] [added: [22](#sCEE79BB0B821F9CE67EEB3A872769E6A)] |

| [ITEM 3: LEGAL [removed: PROCEEDINGS.](#s5581AE8109AFD35B2ABECC443E06CA2D)] [added: PROCEEDINGS.](#s2CBF5241E1D1F64D940DB3A872A5C06B)] | [removed: [23](#s5581AE8109AFD35B2ABECC443E06CA2D)] [added: [22](#s2CBF5241E1D1F64D940DB3A872A5C06B)] |

| [ITEM 4: MINE SAFETY [removed: DISCLOSURES](#sB6003BECD4BEC46EFBA9CC443E38ACE7).] [added: DISCLOSURES](#s4ABE8CB9E982C6CB5993B3A872C46C53).] | [removed: [23](#sB6003BECD4BEC46EFBA9CC443E38ACE7)] [added: [22](#s4ABE8CB9E982C6CB5993B3A872C46C53)] |

| [ITEM 5: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES.](#sFA001C3C35FFC6B599FDCC443E8CE633)] [added: SECURITIES.](#sC0FC8939479B0F27C95FB3A87322ACFC)] | [removed: [24](#sFA001C3C35FFC6B599FDCC443E8CE633)] [added: [23](#sC0FC8939479B0F27C95FB3A87322ACFC)] |

| [ITEM 6: SELECTED FINANCIAL [removed: DATA.](#s3E42548D8393B069C81ACC443889094D)] [added: DATA.](#sEFED83C7A266A8B8A97CB3A86E906F00)] | [removed: [25](#s3E42548D8393B069C81ACC443889094D)] [added: [24](#sEFED83C7A266A8B8A97CB3A86E906F00)] |

| [ITEM 7: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS.](#s1741344B63F364BE0A17CC443EDFFAB8)] [added: OPERATIONS.](#sFD6B37883FD0423E5699B3A87370DA87)] | [removed: [25](#s1741344B63F364BE0A17CC443EDFFAB8)] [added: [25](#sFD6B37883FD0423E5699B3A87370DA87)] |

| [ITEM 7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK.](#s68872C2B9C726DC63F7ECC4439652C8F)] [added: RISK.](#s00E39053FA775B8A00A8B3A8702513CD)] | [removed: [33](#s68872C2B9C726DC63F7ECC4439652C8F)] [added: [32](#s00E39053FA775B8A00A8B3A8702513CD)] |

| [ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA.](#s811A560BB9930E766786CC443863A7DA)] [added: DATA.](#s2EE785DF187C04E2773EB3A86E71FA70)] | [removed: [34](#s811A560BB9930E766786CC443863A7DA)] [added: [34](#s2EE785DF187C04E2773EB3A86E71FA70)] |

| [ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE.](#s08018E3A707583DF1995CC4444893F36)] [added: DISCLOSURE.](#sA3ACB5F1B142FC94E15CB3A87988BCF6)] | [removed: [62](#s08018E3A707583DF1995CC4444893F36)] [added: [62](#sA3ACB5F1B142FC94E15CB3A87988BCF6)] |

| [ITEM 9A: CONTROLS AND [removed: PROCEDURES.](#s677BE1891CF5A4891CAFCC4444BAEA34)] [added: PROCEDURES.](#s048BBC9EE38842351B09B3A879A7E37D)] | [removed: [62](#s677BE1891CF5A4891CAFCC4444BAEA34)] [added: [63](#s048BBC9EE38842351B09B3A879A7E37D)] |

| [ITEM 9B: OTHER [removed: INFORMATION.](#s9E05E6B2C2BD8E7CD4D2CC4444DC28A4)] [added: INFORMATION.](#s530BAC9B187513C3E881B3A879D6C86C)] | [removed: [63](#s9E05E6B2C2BD8E7CD4D2CC4444DC28A4)] [added: [63](#s530BAC9B187513C3E881B3A879D6C86C)] |

| [PART [removed: III](#s8A409B8D8FE9584A6F9ECC44450EAE41)] [added: III](#s52F1A1D5FD1FFBA49B15B3A879F5DA1A)] | |

| [ITEM 10: DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE.](#s7D28B951EE443D38152FCC444531DD57)] [added: GOVERNANCE.](#sFFDBD2C36EDCD68497E3B3A87A24A55E)] | [removed: [64](#s7D28B951EE443D38152FCC444531DD57)] [added: [64](#sFFDBD2C36EDCD68497E3B3A87A24A55E)] |

| [ITEM 11: EXECUTIVE [removed: COMPENSATION.](#s3C1BBA406CB6D063CFF0CC4445620959)] [added: COMPENSATION.](#sAB044BE6D4A96509CF07B3A87A4390D2)] | [removed: [64](#s3C1BBA406CB6D063CFF0CC4445620959)] [added: [64](#sAB044BE6D4A96509CF07B3A87A4390D2)] |

| [ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS.](#s0E253CA902A0C3EB70D0CC44458370E2)] [added: MATTERS.](#sA2D060F91063B31D2EDFB3A87A726B91)] | [removed: [64](#s0E253CA902A0C3EB70D0CC44458370E2)] [added: [64](#sA2D060F91063B31D2EDFB3A87A726B91)] |

| [ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE.](#s3766BD8710015A09DC82CC4445B5CD31)] [added: INDEPENDENCE.](#sAD84903478075FF195E4B3A87AA1D48B)] | [removed: [64](#s3766BD8710015A09DC82CC4445B5CD31)] [added: [64](#sAD84903478075FF195E4B3A87AA1D48B)] |

| [ITEM 14: PRINCIPAL ACCOUNTING FEES AND [removed: SERVICES.](#s86979991BEEECC524A1BCC4445D64693)] [added: SERVICES.](#sEB2688CCE4EB519D2BE6B3A87ACF68A3)] | [removed: [64](#s86979991BEEECC524A1BCC4445D64693)] [added: [64](#sEB2688CCE4EB519D2BE6B3A87ACF68A3)] |

| [ITEM 15: EXHIBITS, FINANCIAL STATEMENT [removed: SCHEDULES.](#s83890F95D22794067628CC44462A2826)] [added: SCHEDULES.](#s10242BA1F7840DE5C6BBB3A87B1DBD6D)] | [removed: [65](#s83890F95D22794067628CC44462A2826)] [added: [65](#s10242BA1F7840DE5C6BBB3A87B1DBD6D)] |

| • | Cloud (Cloud Computing): A model for delivering information technology services in which resources are retrieved from the internet through web-based tools and applications, rather than a direct connection to a [removed: server.] [added: server] |

10-K 1 fy1510k1022015.htm 10-K

þ Yes o No

þ Yes o No

o Yes þ No

| [PART I](#s90FD72312EE8568C039BB3A871CBEA50) | |

| [PART II](#sF88B3584158D8A3E3EBEB3A873036562) | |

| [PART IV](#s11C990CFA0A8A27E5047B3A87AEF4691) | |

| [SIGNATURES](#sEEDA0A2CF46521FB4487B3A87B3D4AB3) | [66](#sEEDA0A2CF46521FB4487B3A87B3D4AB3) |

10-K 1 fy1410k1032014.htm 10-K

| [PART I](#s6BE4AFA56C07DBBC9BC2CC443D48CA58) | |

| [PART II](#sD002B7EA1DF03D9415ADCC443E5A04C4) | |

| [PART IV](#s028AC6C3BA58FC8BCDABCC4446124D8B) | |

| [SIGNATURES](#sA80AF34AEBED302741ECCC44465C5E13) | [66](#sA80AF34AEBED302741ECCC44465C5E13) |

For information regarding property, plant and equipment by geographic region for each of the last [removed: two] [added: three] fiscal years, see [Note [removed: 16](#sF48ECF13309093DCA7ABCC4435F04EA3)] [added: 16](#s6779EC8AE53ED918A569B3A8692312CA)] of Item 8 of this Annual Report on Form 10-K.

| Newbury Park, California | | Leased | | [removed: 108,400] [added: 114,100] | | Design center |

| Irvine, California | | Leased | | [removed: 63,400] [added: 126,900] | | Design center |

| [added: Singapore,] Singapore | | Leased | | 134,000 | | Filter manufacturing |

| San Jose, California | | Leased | | 49,800 | | Design center |

| Osaka, Japan | | Leased | | 405,400 | | Filter manufacturing |

MARKET INFORMATION [added: AND DIVIDENDS]

The following table sets forth the range of high and low closing prices for our common [removed: stock for the periods indicated,] [added: stock,] as reported by [added: NASDAQ, and] the [removed: NASDAQ Global Select Market.][added: cash dividends announced per share of common stock for the periods indicated.]

The number of stockholders of record of Skyworks’ common stock as of November [removed: 14, 2014] [added: 13, 2015] was [removed: 23,496.][added: 21,441.]

| | Fiscal Years Ended | | | | | | | | | | | | | | | [added: | | | | | | | |]

| | October [removed: 3, 2014] [added: 2, 2015] | | | | | | | | [removed: September 27, 2013] | | | | [added: October 3, 2014] | | | [added: | | | | | | | |]

| | High | | | | Low | | | | [added: Dividends | | | |] High | | | | Low | | | [added: | Dividends | | |]

| First quarter | $ | [removed: 28.43] [added: 74.49] | | | $ | [removed: 23.71] [added: 45.32] | | | $ | [removed: 24.08] [added: 0.13] | | | $ | [removed: 19.80] [added: 28.43] | | [added: | $ | 23.71 | | | $ | — | |]

| Second quarter | [removed: 39.27] [added: $] | [added: 102.05] | | | [removed: 27.40] [added: $] | [added: 69.83] | | | [removed: 24.97] [added: $] | [added: 0.13] | | | [removed: 20.30] [added: $] | [added: 39.27] | | [added: | $ | 27.40 | | | $ | — | |]

| Third quarter | [removed: 48.34] [added: $] | [added: 110.92] | | | [removed: 34.90] [added: $] | [added: 92.25] | | | [removed: 23.95] [added: $] | [added: 0.13] | | | [removed: 20.15] [added: $] | [added: 48.34] | | [added: | $ | 34.90 | | | $ | 0.11 | |]

| Fourth quarter | [removed: 58.84] [added: $] | [added: 103.97] | | | [removed: 46.34] [added: $] | [added: 79.07] | | | [removed: 26.33] [added: $] | [added: 0.26] | | | [removed: 20.99] [added: $] | [added: 58.84] | | [added: | $ | 46.34 | | | $ | 0.11 | |]

On November [removed: 6, 2014,] [added: 5, 2015,] the [removed: board] [added: Board] of [removed: directors] [added: Directors] declared a cash dividend of [removed: $0.13] [added: $0.26] per share of common stock, [removed: an increase over the dividend from the prior quarter,] payable on December [removed: 11, 2014] [added: 10, 2015] to stockholders of record as of November [removed: 18, 2014.][added: 19, 2015.]

ISSUER PURCHASES OF EQUITY [removed: SECORITIES][added: SECURITIES]

The following table provides information regarding repurchases of common stock made during the fiscal quarter ended October [removed: 3, 2014:][added: 2, 2015:]

[removed: (1) The share] [added: (1)The stock] repurchase program [added: was] approved by the Board of Directors on [removed: July 16, 2013,] [added: November 11, 2014,] authorizes the repurchase of up to [removed: $250.0] [added: $300.0] million of our common stock from time to time on the open market or in privately negotiated transactions as permitted by securities laws and other legal requirements.

The share repurchase program [removed: is] [added: was] scheduled to expire on [removed: July 16, 2015.][added: November 11, 2016.]

[removed: (2) We repurchased 875,000] [added: (3) 400,000] shares [removed: of common stock] [added: were repurchased] at an average price of [removed: $52.60 from July 26, 2014 to August 29, 2014] [added: $93.76 per share] as part of our [removed: share] [added: stock] repurchase program and [removed: 2,666] [added: 2,945] shares were withheld for tax obligations under restricted stock agreements with an average price of [removed: $53.99.][added: $93.57.]

On November [removed: 11, 2014,] [added: 10, 2015,] the Board of Directors approved a new share repurchase program, pursuant to which [removed: we are] [added: the Company is] authorized to repurchase up to [removed: $300.0] [added: $400.0] million of [removed: our] [added: its] common stock from time to time on the open market or in privately negotiated transactions as permitted by securities laws and other legal requirements.

The repurchase program is set to expire on November [removed: 11, 2016;] [added: 10, 2017;] however, it may be suspended, discontinued or extended by the Board of Directors at any time prior to its expiration on [removed: November 11, 2016.]

This authorized stock repurchase program replaced in its entirety the [removed: July 16, 2013] [added: November 11, 2014] stock repurchase program.

These [removed: repurchase programs] [added: repurchases] have been and will be funded with [removed: our] [added: the Company’s] working capital.

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | |

| 7/04/15-7/31/15 | 402,945(2) (3) | $93.76 | 400,000 | $136.2 million |

| 8/01/15-8/28/15 | 850,286(2) (4) | $86.59 | 850,000 | $62.6 million |

| 8/29/15-10/2/15 | 5,564(2) | $86.33 | — | $62.6 million |

| Total | 1,258,795 | $88.89 | 1,250,000 | |

(2) Represents shares repurchased by us at the fair market value of the common stock as of the applicable purchase date, in connection with the satisfaction of tax withholding obligations under restricted stock agreements.

(4) 850,000 shares were repurchased at an average price of $86.59 per share as part of our stock repurchase program and 286 shares were withheld for tax obligations under restricted stock agreements with an average price of $91.25.

November 10, 2017.

| | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

DIVIDENDS

The Company paid a total of $41.4 million in dividends during fiscal 2014.

| 6/28/14-7/25/14 | 5,249 | $49.82 | — | $109.7 million |

| 7/26/14-8/29/14 | 877,666(2) | $52.60 | 875,000 | $63.9 million |

| 8/30/14-10/3/14 | 35,777 | $56.50 | — | $63.9 million |

[removed: You should read the data] [added: The information] set forth below [added: for the five years ended October 2, 2015, is not necessarily indicative of results of future operations, and should be read] in conjunction with [added: Part II,] Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and our consolidated financial statements and related notes [removed: appearing elsewhere] [added: included] in [added: Part II, Item 8 of] this Annual Report on Form [removed: 10-K.][added: 10-K to fully understand factors that may affect the comparability of the information presented below.]

[removed: The previous four fiscal years] [added: Fiscal 2015, 2013, 2012, and 2011] each consisted of 52 weeks and ended on [added: October 2, 2015,] September 27, 2013, September 28, [removed: 2012,] [added: 2012 and] September 30, [removed: 2011 and October 1, 2010.][added: 2011, respectively.]

| Statement of Operations Data: | October [added: 2, 2015 | | | | October] 3, 2014 | | | | September 27, 2013 | | | | September 28, 2012 | | | | September 30, 2011 | | | [removed: | October 1, 2010 | | |]

| Net revenue | $ | [removed: 2,291.5] [added: 3,258.4] | | | $ | [removed: 1,792.0] [added: 2,291.5] | | | $ | [removed: 1,568.6] [added: 1,792.0] | | | $ | [removed: 1,418.9] [added: 1,568.6] | | | $ | [removed: 1,071.8] [added: 1,418.9] | |

| Operating income | $ | [removed: 565.2] [added: 1,023.1] | | | $ | [removed: 345.1] [added: 565.2] | | | $ | [removed: 255.6] [added: 345.1] | | | $ | [removed: 295.3] [added: 255.6] | | | $ | [removed: 199.7] [added: 295.3] | |

| Operating margin | [removed: 24.7] [added: 31.4] | | % | | [removed: 19.3] [added: 24.7] | | % | | [removed: 16.3] [added: 19.3] | | % | | [removed: 20.8] [added: 16.3] | | % | | [removed: 18.6] [added: 20.8] | | % |

| Net income | $ | [removed: 457.7] [added: 798.3] | | | $ | [removed: 278.1] [added: 457.7] | | | $ | [removed: 202.0] [added: 278.1] | | | $ | [removed: 226.6] [added: 202.0] | | | $ | [removed: 137.3] [added: 226.6] | |

| Basic | $ | [removed: 2.44] [added: 4.21] | | | $ | [removed: 1.48] [added: 2.44] | | | $ | [removed: 1.09] [added: 1.48] | | | $ | [removed: 1.24] [added: 1.09] | | | $ | [removed: 0.78] [added: 1.24] | |

| Diluted | $ | [removed: 2.38] [added: 4.10] | | | $ | [removed: 1.45] [added: 2.38] | | | $ | [removed: 1.05] [added: 1.45] | | | $ | [removed: 1.19] [added: 1.05] | | | $ | [removed: 0.75] [added: 1.19] | |

| Balance Sheet Data: | October [added: 2, 2015 | | | | October] 3, 2014 | | | | September 27, 2013 | | | | September 28, 2012 | | | | September 30, 2011 | | | [removed: | October 1, 2010 | | |]

| Working capital | $ | [removed: 1,131.6] [added: 1,450.8] | | | $ | [removed: 893.6] [added: 1,131.6] | | | $ | [removed: 700.6] [added: 893.6] | | | $ | [removed: 569.2] [added: 700.6] | | | $ | [removed: 585.5] [added: 569.2] | |

| Property, plant and equipment, net | $ | [removed: 555.9] [added: 826.4] | | | $ | [removed: 328.6] [added: 555.9] | | | $ | [removed: 279.4] [added: 328.6] | | | $ | [removed: 251.4] [added: 279.4] | | | $ | [removed: 204.4] [added: 251.4] | |

| Total assets | $ | [removed: 2,973.8] [added: 3,719.4] | | | $ | [removed: 2,333.1] [added: 2,973.8] | | | $ | [removed: 2,136.6] [added: 2,333.1] | | | $ | [removed: 1,890.4] [added: 2,136.6] | | | $ | [removed: 1,564.1] [added: 1,890.4] | |

| Stockholders’ equity | $ | [removed: 2,532.4] [added: 3,159.2] | | | $ | [removed: 2,101.1] [added: 2,532.4] | | | $ | [removed: 1,905.5] [added: 2,101.1] | | | $ | [removed: 1,609.1] [added: 1,905.5] | | | $ | [removed: 1,316.6] [added: 1,609.1] | |

| Cash dividends declared per share | $ | 0.65 | | | $ | 0.22 | | | $ | — | | | $ | — | | | $ | — | |

| (1) | [Report of Independent Registered Public Accounting [removed: Firm](#sBCA414C832273F1DDA2CCC44402D1716)] [added: Firm](#s9E1E1213B4533734777DB3A874B72E91)] | Page [removed: [35](#sBCA414C832273F1DDA2CCC44402D1716)] [added: [35](#s9E1E1213B4533734777DB3A874B72E91)] |

| (2) | Consolidated Statements of Operations for the Years Ended October [added: 2, 2015, October] 3, 2014, [added: and] September 27, 2013 [removed: and September 28, 2012] | Page [removed: [36](#sDF2EC4B26CD1FDC39389CC4434B0077F)] [added: [36](#sB2E1D5AA39A3DFBF8435B3A8688783C3)] |

| (3) | [Consolidated Statements of Comprehensive Income for the Years Ended October [added: 2, 2015, October] 3, 2014, [removed: September 27, 2013] and September [removed: 28, 2012](#s1FEBD8E14A6646DEE60DCC4434BD8268)] [added: 27, 2013](#s0E9DDC97999A4895D1DFB3A868D534C3)] | Page [removed: [37](#s1FEBD8E14A6646DEE60DCC4434BD8268)] [added: [37](#s0E9DDC97999A4895D1DFB3A868D534C3)] |

| (4) | [Consolidated Balance Sheets at October [added: 2, 201](#s540E230A207E49846A32B3A868A6E1B5)5 and October] 3, 2014 [removed: and September 27, 2013](#sAD348117B90A76EB4B8FCC4434C0E612)] | Page [removed: [38](#sAD348117B90A76EB4B8FCC4434C0E612)] [added: [38](#s540E230A207E49846A32B3A868A6E1B5)] |

| (5) | Consolidated Statements of Cash Flows for the Years Ended October [added: 2, 2015, October] 3, 2014, [added: and] September 27, 2013 [removed: and September 28, 2012] | Page [removed: [39](#s20E5F528D6D1BFA8C49DCC4434D17427)] [added: [39](#sC173F5396B1B8E852632B3A86897F4C1)] |

| (6) | [Consolidated Statements of [removed: Stockholders'] [added: Stockholders’] Equity for the Years [removed: Ended] [added: Ended](#s45375D96DCC2EE1F77A3B3A86A0DDD13)] October [added: 2, 2015, [October] 3, 2014, [removed: September 27, 2013] and September [removed: 28, 2012](#sFA10296EC7FC61B7C3FFCC4434E56359)] [added: 27, 2013](#s45375D96DCC2EE1F77A3B3A86A0DDD13)] | Page [removed: [40](#sFA10296EC7FC61B7C3FFCC4434E56359)] [added: [40](#s45375D96DCC2EE1F77A3B3A86A0DDD13)] |

| (7) | [Notes to Consolidated Financial [removed: Statements](#s979FDD8B7BA63DF122D5CC44415F6DB7)] [added: Statements](#sF31D5FE3FC5DA06B7C8AB3A875EF13D9)] | Page [removed: [41](#s979FDD8B7BA63DF122D5CC44415F6DB7)] [added: [41](#sF31D5FE3FC5DA06B7C8AB3A875EF13D9)] through [removed: [62](#s17009DFBA64A7D0882B3CC4436093B37)] [added: [62](#sDF4E5E6A7D85010E6CA6B3A868B6D7F6)] |

We have audited the accompanying consolidated balance sheets of Skyworks Solutions, Inc. and subsidiaries as of October [removed: 3, 2014] [added: 2, 2015] and [removed: September 27, 2013,] [added: October 3, 2014,] and the related consolidated statements of operations, comprehensive income, cash flows, and stockholders’ equity for each of the years in the three-year period ended October [removed: 3, 2014.][added: 2, 2015.]

In connection with our audits of the consolidated financial statements, we also have audited the financial statement schedule listed in Item 15 of the [removed: 2014] [added: 2015] Form 10-K.

We also have audited Skyworks Solutions, Inc.’s internal control over financial reporting as of October [removed: 3, 2014,] [added: 2, 2015,] based on criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Skyworks Solutions, Inc.’s management is responsible for these consolidated financial statements and financial statement schedule, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying [removed: Management] [added: Management’s Annual] Report on Internal Control over Financial Reporting.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Skyworks Solutions, Inc. and subsidiaries as of October [removed: 3, 2014] [added: 2, 2015] and [removed: September 27, 2013,] [added: October 3, 2014,] and the results of its operations and its cash flows for each of the years in the three-year period ended October [removed: 3, 2014,] [added: 2, 2015,] in conformity with U.S. generally accepted accounting principles.

Also in our opinion, Skyworks Solutions, Inc. [removed: and subsidiaries] maintained, in all material respects, effective internal control over financial reporting as of October [removed: 3, 2014,] [added: 2, 2015,] based on criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

| | October [removed: 3, 2014] [added: 2, 2015] | | | | [removed: September 27, 2013] [added: October 3, 2014] | | | | September [removed: 28, 2012] [added: 27, 2013] | | |

| Net revenue | $ | [removed: 2,291.5] [added: 3,258.4] | | | $ | [removed: 1,792.0] [added: 2,291.5] | | | $ | [removed: 1,568.6] [added: 1,792.0] | |

| Cost of goods sold | [removed: 1,268.8] [added: 1,703.9] | | | | [removed: 1,025.4] [added: 1,268.8] | | | | [removed: 901.5] [added: 1,025.4] | | |

| Gross profit | [removed: 1,022.7] [added: 1,554.5] | | | | [removed: 766.6] [added: 1,022.7] | | | | [removed: 667.1] [added: 766.6] | | |

| Research and development | [removed: 252.2] [added: 303.2] | | | | [removed: 226.3] [added: 252.2] | | | | [removed: 212.5] [added: 226.3] | | |

| Selling, general and administrative | [removed: 179.1] [added: 191.3] | | | | [removed: 159.7] [added: 179.1] | | | | [removed: 158.4] [added: 159.7] | | |

| Amortization of intangibles | [removed: 25.9] [added: 33.5] | | | | [removed: 29.1] [added: 25.9] | | | | [removed: 32.8] [added: 29.1] | | |

| Restructuring and other charges | [removed: 0.3] [added: 3.4] | | | | [removed: 6.4] [added: 0.3] | | | | [removed: 7.8] [added: 6.4] | | |

| Total operating expenses | [removed: 457.5] [added: 531.4] | | | | [removed: 421.5] [added: 457.5] | | | | [removed: 411.5] [added: 421.5] | | |

| Operating income | [removed: 565.2] [added: 1,023.1] | | | | [removed: 345.1] [added: 565.2] | | | | [removed: 255.6] [added: 345.1] | | |

| Other [removed: expense,] [added: income (expense),] net | [removed: —] [added: 0.5] | | | | [removed: (0.6] [added: —] | | [removed: )] | | [removed: (0.7] [added: (0.6] | | ) |

| Income before income taxes | [removed: 565.2] [added: 1,023.6] | | | | [removed: 344.5] [added: 565.2] | | | | [removed: 254.9] [added: 344.5] | | |

| Provision for income taxes | [removed: 107.5] [added: 225.3] | | | | [removed: 66.4] [added: 107.5] | | | | [removed: 52.9] [added: 66.4] | | |

| Net income | $ | [removed: 457.7] [added: 798.3] | | | $ | [removed: 278.1] [added: 457.7] | | | $ | [removed: 202.0] [added: 278.1] | |

| Basic | $ | [removed: 2.44] [added: 4.21] | | | $ | [removed: 1.48] [added: 2.44] | | | $ | [removed: 1.09] [added: 1.48] | |

| Diluted | $ | [removed: 2.38] [added: 4.10] | | | $ | [removed: 1.45] [added: 2.38] | | | $ | [removed: 1.05] [added: 1.45] | |

| Basic | [removed: 187.2] [added: 189.5] | | | | [removed: 187.5] [added: 187.2] | | | | [removed: 185.8] [added: 187.5] | | |

| Diluted | [removed: 192.6] [added: 194.9] | | | | [removed: 192.2] [added: 192.6] | | | | [removed: 191.8] [added: 192.2] | | |

| Cash dividends declared and paid per share | $ | [removed: 0.22] [added: 0.65] | | | $ | [removed: —] [added: 0.22] | | | $ | — | |

| Pension adjustments | [removed: —] [added: (0.2] | | [added: )] | | [removed: 0.7] [added: —] | | | | [removed: (0.3] [added: 0.7] | | [removed: )] |

| Foreign currency translation adjustment | [removed: (4.0] [added: (3.1] | | ) | | [removed: —] [added: (4.0] | | [added: )] | | — | | |

| Comprehensive income | $ | [removed: 453.7] [added: 795.0] | | | $ | [removed: 278.8] [added: 453.7] | | | $ | [removed: 201.7] [added: 278.8] | |

| | October [added: 2, 2015 | | | | October] 3, 2014 | | | | September 27, 2013 | | |

| Cash and cash equivalents | $ | [removed: 805.8] [added: 1,043.6] | | | $ | [removed: 511.1] [added: 805.8] | |

| Receivables, net of allowance for doubtful accounts of [removed: $0.8] [added: $0.4] and [removed: $0.5,] [added: $0.8,] respectively | [removed: 317.6] [added: 538.0] | | | | [removed: 292.7] [added: 317.6] | | |

| Inventory | [removed: 270.8] [added: 267.9] | | | | [removed: 229.5] [added: 270.8] | | |

| Other current assets | [removed: 35.0] [added: 65.2] | | | | [removed: 40.0] [added: 35.0] | | |

November 24, 2015

| Net income | $ | 798.3 | | | $ | 457.7 | | | $ | 278.1 | |

| Net income | $ | 798.3 | | | $ | 457.7 | | | $ | 278.1 | |

| Share repurchase program | (2.9 | ) | | (0.7 | | ) | | 2.9 | | | (237.3 | | ) | | 0.7 | | | | — | | | | — | | | | (237.3 | | ) |

| Dividends declared | — | | | — | | | | — | | | — | | | | — | | | | (124.0 | | ) | | — | | | | (124.0 | | ) |

| Other comprehensive loss | — | | | — | | | | — | | | — | | | | — | | | | — | | | | (3.3 | | ) | | (3.3 | | ) |

| Balance at October 2, 2015 | 190.3 | | | $ | 47.6 | | | 28.7 | | | $ | (844.6 | ) | | $ | 2,495.2 | | | $ | 1,469.2 | | | $ | (8.2 | ) | | $ | 3,159.2 | |

Skyworks Solutions, Inc., together with its consolidated subsidiaries, (“Skyworks” or the “Company”) is empowering the wireless networking revolution.

The Company’s highly innovative analog semiconductors are connecting people, places, and things spanning a number of new and previously unimagined applications within the automotive, broadband, cellular infrastructure, connected home, industrial, medical, military, smartphone, tablet and wearable markets.

credit worthiness, intent and ability to pay and overall financial position and reserves are recorded if deemed necessary.

EMPLOYEE RETIREMENT BENEFIT PLANS

The Company accounts for the benefit pension plan in accordance with the provisions of ASC 715 Compensation-Retirement Benefits.

In accordance with the provisions, funded status of benefit pension plans (that is the balance of plan assets and benefit obligations) are recognized on the consolidated balance sheet and pension liability adjustments, net of tax, are recorded in Accumulated Other Comprehensive Income.

The Company determines discount rates considering the rates of return on high-quality fixed income investments, and the expected long-term rate of return on pension plan assets by considering the current and expected asset allocations, as well as historical and expected returns on various categories of plan assets.

Decreases in discount rates lead to increases in benefit obligations that, in turn, could lead to an increase in amortization cost through amortization of actuarial gain or loss.

A decline in the market values of plan assets will generally result in a lower expected rate of return, which would result in an increase of future retirement benefit costs.

In August 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements - Going Concern, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and provide related footnote disclosures.

The guidance is effective for the first quarter of our fiscal year 2017.

Early adoption is permitted for financial statements that have not been previously issued.

The standard allows for either a full retrospective or modified retrospective transition method.

The Company does not expect this standard to have a material impact on its consolidated financial statements upon adoption.

In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of the consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures.

The amendments in the ASU affect the consolidation evaluation for reporting organizations and simplify the current GAAP requirements by reducing the number of consolidation models.

The guidance is effective for the first quarter of our fiscal year 2016.

The Company does not expect this standard to have a material impact on its statement of operations, statement of cash flows or its financial position.

In April 2015, the FASB issued ASU 2015-04, Compensation—Retirement Benefits (Topic 715): which amends the accounting guidance that provides a practical expedient to companies whose fiscal year end does not coincide with a calendar month-end.

The practical expedient permits the entity to measure defined benefit plan assets and obligations using the calendar month-end that is closest to the entity’s fiscal year-end and apply the practical expedient consistently from year to year.

This guidance will be

The adoption of this guidance is not expected to have a material effect on our financial condition and results of operations.

In July 2015, the FASB issued ASU 2015-11, Inventory—Simplifying the Measurement of Inventory.

ASU 2015-11 requires inventory to be subsequently measured using the lower of cost or net realizable value, thereby eliminating the market value approach.

Net realizable value is defined as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation.” This guidance will be effective for the fourth fiscal quarter of fiscal year 2017 and early adoption is permitted.

The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements and disclosures.

In August 2015, the FASB deferred the effective date of ASU 2014-09, Revenue from Contracts with Customers (Topic 606), that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance.

The guidance will be effective for the first quarter of our fiscal year 2019.

Early adoption is permitted, but not before the first quarter of our fiscal year 2018.

The new guidance is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application.

We have not yet selected a transition method and are currently evaluating the impact of this guidance on our consolidated financial statements.

There have been no other recent accounting pronouncements or changes in accounting pronouncements that are of significance, or potential significance, to the Company.

The Company acquired a controlling 66% interest in FilterCo for $148.5 million, subject to certain working capital adjustments with the right to acquire from Panasonic (the “purchase option”) the remaining 34% interest in FilterCo upon the second anniversary of the acquisition.

| | | |

| --- | --- | --- |

Skyworks Solutions, Inc. acquired the Panasonic SAW and TC SAW filter business (FilterCo) during 2014, and management excluded from its assessment of the effectiveness of Skyworks Solutions, Inc. and subsidiaries’ internal control over financial reporting as of October 3, 2014, FilterCo’s internal control over financial reporting associated with 9.0% of total consolidated assets (of which 2.9% represents goodwill and intangible assets included within the scope of the assessment) included in the consolidated financial statements of Skyworks Solutions, Inc. and subsidiaries as of and for the year ended October 3, 2014.

Our audit of internal control over financial reporting of Skyworks Solutions, Inc. and subsidiaries also excluded an evaluation of the internal control over financial reporting of FilterCo.

November 25, 2014

| | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- |

| | As of | | | | | | |

| Change in fair value of contingent consideration | — | | | | — | | | | (5.4 | | ) |

| Retirement of debt and line of credit | — | | | | — | | | | (48.1 | | ) |

| Interest paid | $ | — | | | $ | — | | | $ | 0.2 | |

| Balance at September 30, 2011 | 186.4 | | | $ | 46.6 | | | 9.0 | | | $ | (130.8 | ) | | $ | 1,796.0 | | | $ | (101.2 | ) | | $ | (1.3 | ) | | $ | 1,609.3 | |

| Reacquisition of equity components of convertible notes | — | | | — | | | | — | | | — | | | | (21.5 | | ) | | — | | | | — | | | | (21.5 | | ) |

| Share repurchase program | (0.8 | ) | | (0.2 | | ) | | 0.8 | | | (12.4 | | ) | | 0.2 | | | | — | | | | — | | | | (12.4 | | ) |

| Other comprehensive income | — | | | — | | | | — | | | — | | | | — | | | | — | | | | (4.0 | | ) | | (4.0 | | ) |

Skyworks Solutions, Inc., together with its consolidated subsidiaries, (“Skyworks” or the “Company”) is an innovator of high performance analog and mixed signal semiconductors linking people, places and things across a rapidly expanding number of new and previously unimagined applications including automotive, broadband, wireless infrastructure, energy management, GPS, industrial, medical, military, networking, smartphones and tablets.

Our portfolio consists of amplifiers, attenuators, battery chargers, circulators, DC/DC converters, demodulators, detectors, diodes, directional couplers, filters, front-end modules, hybrids, infrastructure radio frequency, or RF, subsystems, isolators, LED drivers, mixers, modulators, optocouplers, optoisolators, phase shifters, PLLs/synthesizers/VCOs, power dividers/combiners, power management devices, receivers, switches, technical ceramics and voltage regulators.

| | |

| --- | --- |

| • | Level 1 - Quoted prices in active markets for identical assets or liabilities. |

| • | Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data. |

| • | Level 3 - Fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including assumptions and judgments made by the Company. |

Share-based compensation expense recognized during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period.

The Company's legal costs are expensed as incurred.

In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, which supersedes most of the current revenue recognition requirements.

The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for these goods or services.

New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required.

Entities must adopt the new guidance using one of two retrospective application methods.

On July 7, 2014, the Company entered into a stock purchase agreement (the “Agreement”) with Panasonic Corporation, through its Automotive & Industrial Systems Company (“Panasonic”), Skyworks Panasonic Filter Solutions Japan Co., Ltd. (“FilterCo”), Skyworks Panasonic Filter Solutions Singapore Pte.

Ltd., a wholly owned subsidiary of FilterCo (“FilterSub”), Skyworks Luxembourg S.a.r.l., and Panasonic Asia Pacific Pte.

On August 1, 2014, pursuant to the terms contemplated by the Agreement, Panasonic completed its contribution to FilterCo and its wholly owned subsidiary, FilterSub, certain assets, properties, employees and rights related to its SAW and TC SAW filter business.

Also on August 1, 2014 the Company completed its acquisition of a 66% controlling interest in FilterCo for $148.5 million in cash,

subject to certain working capital adjustments.

The working capital adjustment has been estimated and is included in the purchase price and recorded in other current liabilities on the balance sheet.

Following the two-year anniversary of the closing of this acquisition, the Company will have the right to acquire from Panasonic, and Panasonic will have the right to sell to the Company, the remaining 34% interest in FilterCo for $76.5 million, subject to certain potential foreign exchange fluctuation adjustments as described in the Agreement (collectively the “purchase options”).

Overall demand for SAW and TC SAW filters is increasing as technology enhancements and product architectures become more complex to support the overall evolution of wireless technology and the increasing number of frequency bands that are utilized in end consumer products.

The acquisition assists the Company in securing a dedicated supply of SAW and TC SAW filters in addition to allowing for integrating filters into the design and production of the Company's products.

The purchase options allow the Company to acquire the remaining 34% interest in FilterCo from Panasonic for a fixed price of $76.5 million on or after the second anniversary of the acquisition and permit Panasonic to sell its remaining 34% interest to the Company under the same terms.

These options are non-transferable and terminate if the Company exercises its option to purchase, or Panasonic exercises its option to sell, the non-controlling interest.

Accordingly, the Company concluded that the purchase options are embedded in the non-controlling interest because they are not legally detachable from the non-controlling interest nor are they separately exercisable because the non-controlling interest terminates upon exercising of the options.

Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures as of October [removed: 3, 2014.][added: 2, 2015.]

The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that [added: information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.]

Based on management’s evaluation of our disclosure controls and procedures as of October [removed: 3, 2014,] [added: 2, 2015,] our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of October [removed: 3, 2014.][added: 2, 2015.]

In making this assessment, the Company’s management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) [removed: 1992] [added: 2013] Internal Control-Integrated Framework.

Based on their assessment, management concluded that, as of October [removed: 3, 2014,] [added: 2, 2015,] the Company’s internal control over financial reporting is effective based on those criteria.

information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

Management has excluded the internal controls over financial reporting for the acquisition during the period of FilterCo which was acquired on August 1, 2014.

FilterCo's financial statements constitute approximately 9.0% of the Company's total consolidated assets (of which 2.9% represents goodwill and intangible assets included within the scope of the assessment) as of October 3, 2014.

The information under the captions “Directors and Executive Officers”, “Corporate Governance─Committees of the Board of Directors” and “Other Matters─Section 16(a) Beneficial Ownership Reporting Compliance” in our definitive proxy statement for the [removed: 2015] [added: 2016] Annual Meeting of Stockholders is incorporated herein by reference.

The information to be included under the caption “Information about Executive and Director Compensation” in our definitive proxy statement for the [removed: 2015] [added: 2016] Annual Meeting of Stockholders is incorporated herein by reference.

The information to be included under the captions “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in our definitive proxy statement for the [removed: 2015] [added: 2016] Annual Meeting of Stockholders is incorporated [added: herein] by reference.

The information to be included under the captions “Certain Relationships and Related Transactions” and “Corporate Governance─Director Independence” in our definitive proxy statement for the [removed: 2015] [added: 2016] Annual Meeting of Stockholders is incorporated herein by reference.

The information to be included under the caption “Ratification of Independent Registered Public Accounting Firm—Audit Fees” in our definitive proxy statement for the [removed: 2015] [added: 2016] Annual Meeting of Stockholders is incorporated herein by reference.

| Report of Independent Registered Public Accounting Firm | | Page [removed: [35](#sBCA414C832273F1DDA2CCC44402D1716)] [added: [35](#s9E1E1213B4533734777DB3A874B72E91)] |

| Consolidated Statements of Operations for the Years Ended October [added: 2, 2015, October] 3, 2014, [added: and] September 27, 2013 [removed: and September 28, 2012] | | Page [removed: [36](#sDF2EC4B26CD1FDC39389CC4434B0077F)] [added: [36](#sB2E1D5AA39A3DFBF8435B3A8688783C3)] |

| Consolidated Statements of Comprehensive Income for the Years Ended October [added: 2, 2015, October] 3, 2014, [added: and] September 27, 2013 [removed: and September 28, 2012] | | Page [removed: [38](#s1FEBD8E14A6646DEE60DCC4434BD8268)] [added: [38](#s0E9DDC97999A4895D1DFB3A868D534C3)] |

| Consolidated Balance Sheets at October [added: 2, 2015 and October] 3, 2014 [removed: and September 27, 2013] | | Page [removed: [38](#sAD348117B90A76EB4B8FCC4434C0E612)] [added: [38](#s540E230A207E49846A32B3A868A6E1B5)] |

| Consolidated Statements of Cash Flows for the Years Ended October [added: 2, 2015, October] 3, 2014, [added: and] September 27, 2013 [removed: and September 28, 2012] | | Page [removed: [39](#s20E5F528D6D1BFA8C49DCC4434D17427)] [added: [39](#sC173F5396B1B8E852632B3A86897F4C1)] |

| Consolidated Statements of [removed: Stockholders'] [added: Stockholders’] Equity for the Years Ended October [added: 2, 2015, October] 3, 2014, [added: and] September 27, 2013 [removed: and September 28, 2012] | | Page [removed: [40](#sFA10296EC7FC61B7C3FFCC4434E56359)] [added: [40](#s45375D96DCC2EE1F77A3B3A86A0DDD13)] |

| Notes to Consolidated Financial Statements | | Pages [removed: [41](#s979FDD8B7BA63DF122D5CC44415F6DB7)] [added: [41](#sF31D5FE3FC5DA06B7C8AB3A875EF13D9)] through [removed: [62](#s17009DFBA64A7D0882B3CC4436093B37)] [added: [62](#sDF4E5E6A7D85010E6CA6B3A868B6D7F6)] |

| | Schedule II-Valuation and Qualifying Accounts | Page [removed: [68](#sA45F1D6F02C656A0F635CC4436150468)] [added: [68](#s183AE9CF33B9C1C9F420B3A869EEF529)] |

Date: November [removed: 25, 2014][added: 24, 2015]

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November [removed: 25, 2014.][added: 24, 2015.]

| Description | Beginning [removed: Balance] [added: balance] | | | | Charged to [removed: Cost and Expenses] [added: assets or expenses] | | | | Deductions | | | | Misc. (1) | | | | Ending [removed: Balance] [added: balance] | | |

| Allowance for doubtful accounts | $ | [removed: 0.8] [added: 0.5] | | | $ | [removed: 0.3] [added: 0.2] | | | $ | [removed: (0.5] [added: (0.2] | ) | | $ | — | | | $ | 0.5 | |

| Allowance for doubtful accounts | $ | [removed: 0.5] [added: 0.8] | | | $ | [removed: 0.2] [added: (0.4] | [added: )] | | $ | [removed: (0.2] [added: —] | [removed: )] | | [added: $] | [added: —] | | | $ | [removed: 0.5] [added: 0.4] | |

| 2.5 | Stock Purchase Agreement dated as of July 2, 2014, by and among the Company, Skyworks Luxembourg S.A.R.L., Panasonic Corporation, acting through Automotive & Industrial Systems Company, Panasonic Asia Pacific Pte., [removed: Ltd.,] [added: Ltd.] Skyworks Panasonic Filter Solutions Japan Co., Ltd. and Skyworks Panasonic Filter Solutions Singapore Pte. Ltd. | [added: 10-K] | [added: 001-05560] | [added: 2.5] | [added: 11/25/2014] | [removed: X] |

| [removed: 10.15*] [added: 10.19*] | Advanced Analogic Technologies Incorporated 1998 Amended Stock Plan | 10-K | 001-05560 | 10.CC | 11/21/2012 | |

| [removed: 10.16*] [added: 10.20*] | Advanced Analogic Technologies Incorporated 2005 Equity Incentive Plan | 10-K | 001-05560 | 10.DD | 11/21/2012 | |

| [removed: 10.17*] [added: 10.21*] | Fiscal [removed: 2014] [added: 2015] Executive Incentive Plan | 10-Q | 001-05560 | [removed: 10.A] [added: 10.1] | [removed: 1/29/2014] [added: 2/4/2015] | |

| [removed: 10.18*] [added: 10.22*] | Skyworks Solutions, Inc. Cash Compensation Plan for Directors | 10-Q | 001-05560 | 10.1 | 7/30/2014 | |

| [removed: 10.19*] [added: 10.23*] | Amended and Restated Change of Control / Severance Agreement, dated January 22, 2008, between the Company and David Aldrich | 10-Q | 001-05560 | 10.W | 5/7/2008 | |

| [removed: 10.20*] [added: 10.24*] | Amendment dated November 23, 2010 to Amended and Restated Change of Control / Severance Agreement, dated January 22, 2008, between the Company and David Aldrich | 10-Q | 001-05560 | 10.KK | 2/8/2011 | |

| [removed: 10.21*] [added: 10.26*] | Change [removed: of] [added: in] Control / Severance Agreement, dated [removed: January 22, 2008,] [added: December 16, 2014,] between the Company and Liam Griffin | 10-Q | 001-05560 | [removed: 10.X] [added: 10.3] | [removed: 5/7/2008] [added: 2/4/2015] | |

| [removed: 10.22*] [added: 10.29*] | Change [removed: of] [added: in] Control / Severance Agreement, dated [removed: January 22, 2008,] [added: December 16, 2014,] between the Company and Mark Tremallo | 10-Q | 001-05560 | [removed: 10.DD] [added: 10.6] | [removed: 5/7/2008] [added: 2/4/2015] | |

| [removed: 10.23*] [added: 10.27*] | Change [removed: of] [added: in] Control / Severance Agreement, dated [removed: January 22, 2008,] [added: December 16, 2014,] between the Company and Donald Palette | 10-Q | 001-05560 | [removed: 10.II] [added: 10.4] | [removed: 5/7/2008] [added: 2/4/2015] | |

| [removed: 10.24*] [added: 10.28*] | Change [removed: of] [added: in] Control / Severance Agreement, dated [removed: January 22, 2008,] [added: December 16, 2014,] between the Company and Bruce Freyman | 10-Q | 001-05560 | [removed: 10.KK] [added: 10.5] | [removed: 5/7/2008] [added: 2/4/2015] | |

| Valuation allowance on deferred tax assets | $ | 47.0 | | | $ | 4.0 | | | $ | — | | | $ | — | | | $ | 51.0 | |

| Valuation allowance on deferred tax assets | $ | 51.0 | | | $ | 7.1 | | | $ | — | | | $ | 2.7 | | | $ | 60.8 | |

| Year Ended October 2, 2015 | | | | | | | | | | | | | | | | | | | |

| Reserve for sales returns | $ | 14.1 | | | $ | 16.0 | | | $ | (17.9 | ) | | $ | — | | | $ | 12.2 | |

| Valuation allowance on deferred tax assets | $ | 60.8 | | | $ | 3.6 | | | $ | — | | | $ | 0.8 | | | $ | 65.2 | |

| 2.6 | Amended and Restated Agreement and Plan of Merger, dated as of October 29, 2015, by and among the Company, Amherst Acquisition, Inc., and PMC-Sierra, Inc. (the Company hereby agrees to furnish supplementally a copy of any omitted schedules to the SEC upon request) | 8-K | 001-05560 | 2.1 | 10/30/2015 | |

| 10.15* | Skyworks Solutions, Inc. 2015 Long-Term Incentive Plan | 10-Q | 001-05560 | 10.1 | 8/5/2015 | |

| 10.16* | Form of Nonstatutory Stock Option Agreement under the Company's 2015 Long-Term Incentive Plan | 10-Q | 001-05560 | 10.2 | 8/5/2015 | |

| 10.17* | Form of Performance Share Agreement under the Company's 2015 Long-Term Incentive Plan | 10-Q | 001-05560 | 10.3 | 8/5/2015 | |

| 10.18* | Form of Restricted Stock Unit Agreement under the Company's 2015 Long-Term Incentive Plan | 10-Q | 001-05560 | 10.4 | 8/5/2015 | |

| 10.25* | Letter to the Company from David Aldrich, dated December 16, 2014 | 10-Q | 001-05560 | 10.2 | 2/4/2015 | |

| 10.30* | Change in Control / Severance Agreement, dated December 16, 2014, between the Company and Victoria Vezina | 10-Q | 001-05560 | 10.7 | 2/4/2015 | |

| 10.31* | Change in Control / Severance Agreement, dated December 16, 2014, between the Company and Peter Gammel | | | | | X |

| 10.32 | Second Amended and Restated Commitment Letter, by and among the Company, Barclays Bank PLC, Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Citigroup Global Markets Inc. (on behalf of itself and Citibank, N.A. and Citicorp North America, Inc.), dated as of October 29, 2015 | 8-K | 001-05560 | 10.2 | 10/30/2015 | |

| Year Ended September 28, 2012 | | | | | | | | | | | | | | | | | | | |

| Reserve for sales returns | $ | 3.3 | | | $ | 8.5 | | | $ | (6.1 | ) | | $ | 0.7 | | | $ | 6.4 | |

| Allowance for excess and obsolete inventories | $ | 11.5 | | | $ | 6.6 | | | $ | (7.6 | ) | | $ | 7.8 | | | $ | 18.3 | |

| Allowance for excess and obsolete inventories | $ | 18.3 | | | $ | 12.6 | | | $ | (16.4 | ) | | $ | — | | | $ | 14.5 | |

| Allowance for excess and obsolete inventories | $ | 14.5 | | | $ | 24.6 | | | $ | (17.2 | ) | | $ | — | | | $ | 21.9 | |