Skyworks Solutions 10-Q 2026-01-02

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended January 2, 2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-05560

Skyworks Solutions, Inc.

(Exact name of registrant as specified in its charter)

Delaware			04-2302115
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
5260 California Avenue			92617
Irvine, California
(Address of principal executive offices)			(Zip Code)

			(949)			231-3000
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class						Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.25 per share						SWKS			Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. þ Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). þ Yes ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer			þ			Accelerated filer ☐			Non-accelerated filer ☐			Smaller reporting company			☐			Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes þ No

As of February 3, 2026, the registrant had 150,373,612 shares of common stock, par value $0.25 per share, outstanding.

SKYWORKS SOLUTIONS, INC.

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED JANUARY 2, 2026

TABLE OF CONTENTS

			PAGE NO.
PART I. FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS (UNAUDITED)			2
CONSOLIDATED STATEMENTS OF OPERATIONS			2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME			3
CONSOLIDATED BALANCE SHEETS			4
CONSOLIDATED STATEMENTS OF CASH FLOWS			5
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY			6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS			7
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			16
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			23
ITEM 4: CONTROLS AND PROCEDURES			23
PART II. OTHER INFORMATION			25
ITEM 1: LEGAL PROCEEDINGS			25
ITEM 1A: RISK FACTORS			25
ITEM 2: UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			25
ITEM 6: EXHIBITS			26
SIGNATURES			28

PART 1. FINANCIAL INFORMATION

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in millions, except per share amounts)

			Three Months Ended
			January 2, 2026						December 27, 2024
Net revenue			$	1,035.4					$	1,068.5
Cost of goods sold			608.2						626.6
Gross profit			427.2						441.9
Operating expenses:
Research and development			203.4						176.4
Selling, general, and administrative			108.4						82.6
Amortization of intangibles			0.2						0.2
Restructuring, impairment, and other charges			11.4						1.6
Total operating expenses			323.4						260.8
Operating income			103.8						181.1
Interest expense			(6.3)						(6.8)
Other income, net			12.2						16.1
Income before income taxes			109.7						190.4
Provision for income taxes			30.5						28.4
Net income			$	79.2					$	162.0
Earnings per share:
Basic			$	0.53					$	1.01
Diluted			$	0.53					$	1.00
Weighted average shares:
Basic			149.5						160.4
Diluted			150.5						161.4

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited, in millions)

			Three Months Ended
			January 2, 2026						December 27, 2024
Net income			$	79.2					$	162.0
Other comprehensive loss, net of tax:
Fair value of investments			(0.1)						(0.1)
Pension adjustments			(0.2)						—
Comprehensive income			$	78.9					$	161.9

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED BALANCE SHEETS

(In millions, except per share amounts)

			As of
			January 2, 2026						October 3, 2025
			(unaudited)
ASSETS
Current assets:
Cash and cash equivalents			$	1,550.4					$	1,161.3
Marketable securities			8.3						212.9
Receivables, net of allowances of $0.9 and $0.9, respectively			398.4						598.1
Inventory			767.5						754.7
Other current assets			378.4						350.0
Total current assets			3,103.0						3,077.0
Property, plant, and equipment, net			1,179.0						1,194.6
Operating lease right-of-use assets			184.7						192.4
Goodwill			2,176.7						2,176.7
Intangible assets, net			764.5						809.0
Deferred tax assets, net			375.6						375.6
Marketable securities			9.9						14.2
Other long-term assets			74.5						77.5
Total assets			$	7,867.9					$	7,917.0
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable			$	209.3					$	236.0
Accrued compensation and benefits			128.5						180.7
Current portion of long-term debt			499.6						499.4
Other current liabilities			457.6						407.1
Total current liabilities			1,295.0						1,323.2
Long-term debt			496.6						496.4
Long-term tax liabilities			90.3						85.7
Long-term operating lease liabilities			158.3						170.5
Other long-term liabilities			68.8						84.1
Total liabilities			2,109.0						2,159.9
Commitments and contingencies (Note 9)
Stockholders’ equity:
Preferred stock, no par value: 25.0 shares authorized, no shares issued			—						—
Common stock, $0.25 par value: 525.0 shares authorized; 149.9 shares issued and outstanding at January 2, 2026, and 148.7 shares issued and outstanding at October 3, 2025			37.5						37.2
Additional paid-in capital			97.1						68.1
Retained earnings			5,629.7						5,656.9
Accumulated other comprehensive loss			(5.4)						(5.1)
Total stockholders’ equity			5,758.9						5,757.1
Total liabilities and stockholders’ equity			$	7,867.9					$	7,917.0

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in millions)

			Three Months Ended
			January 2, 2026						December 27, 2024
Cash flows from operating activities:
Net income			$	79.2					$	162.0
Adjustments to reconcile net income to net cash provided by operating activities:
Share-based compensation			57.7						51.1
Depreciation			72.9						67.6
Amortization of intangible assets			44.5						48.4
Deferred inco

Showing the first 8K of 61K characters. Open the full section

This report and other documents we have filed with the SEC contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), and are subject to the “safe harbor” created by those sections. Any statements that are not statements of historical fact should be considered to be forward-looking statements. Words such as “anticipates”, “believes”, “continue”, “could”, “estimates”, “expects”, “forecasts”, “intends”, “may”, “plans”, “potential”, “predicts”, “projects”, “seek”, “should”, “targets”, “will”, “would”, and similar expressions or variations or negatives of such words are intended to identify forward-looking statements, but are not the exclusive means of identifying forward-looking statements in this report. Additionally, statements concerning future matters such as our expectations and statements regarding the transaction with Qorvo, the possible impacts of geopolitical conflicts, tariffs, export controls, inflation, recession, and global health crises, as well as the development of new products, enhancements of technologies, sales levels, expense levels, the benefits of acquisitions we have made or may make in the future, and other statements regarding matters that are not historical are forward-looking statements. Although forward-looking statements in this report reflect the good faith judgment of our management as of the date the statement is first made, such statements can only be based on facts and factors then known and understood by us. Consequently, forward-looking statements involve inherent risks and uncertainties, and actual financial results and outcomes may differ materially and adversely from the results and outcomes discussed in or anticipated by the forward-looking statements. A number of important factors could cause actual financial results to differ materially and adversely from those in the forward-looking statements. We urge you to consider the risks and uncertainties discussed in the 2025 10-K, under the heading “Risk Factors” and in the other documents filed by us with the SEC in evaluating our forward-looking statements. We have no plans, and undertake no obligation, to revise or update our forward-looking statements to reflect any event or circumstance that may arise after the date of the initial filing of this Quarterly Report on Form 10-Q. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made.

In this document, the words “we”, “our”, “ours”, “us”, “Skyworks”, and “the Company” refer only to Skyworks Solutions, Inc., and its consolidated subsidiaries and not any other person or entity.

RESULTS OF OPERATIONS

Three Months Ended January 2, 2026, and December 27, 2024

The following table sets forth the results of our operations expressed as a percentage of net revenue:

			Three Months Ended
			January 2, 2026						December 27, 2024
Net revenue			100.0		%				100.0		%
Cost of goods sold			58.7						58.6
Gross profit			41.3						41.4
Operating expenses:
Research and development			19.6						16.5
Selling, general, and administrative			10.5						7.7
Amortization of intangibles			—						—
Restructuring, impairment, and other charges			1.1						0.2
Total operating expenses			31.2						24.4
Operating income			10.0						17.0
Interest expense			(0.6)						(0.6)
Other income, net			1.2						1.5
Income before income taxes			10.6						17.9
Provision for income taxes			2.9						2.7
Net income			7.7		%				15.2		%

OVERVIEW

We, together with our consolidated subsidiaries, are a leading developer, manufacturer and provider of analog and mixed-signal semiconductor products and solutions for numerous applications, including aerospace, automotive, broadband, cellular infrastructure, connected home, defense, entertainment and gaming, industrial, medical, smartphone, tablet, and wearables.

Pending Transaction With Qorvo

On October 27, 2025, we entered into the Merger Agreement with Qorvo, a provider of connectivity and power solutions, to combine Qorvo and Skyworks in a cash-and-stock transaction that values the combined company at approximately $22.0 billion as of the market close on October 27, 2025.

Under the terms of the Merger Agreement, at the effective time of the Mergers, each share of Qorvo common stock issued and outstanding immediately prior thereto (with certain exceptions set forth in the Merger Agreement) will be converted into the right to receive 0.960 (the “Exchange Ratio”) of a share of Skyworks common stock and $32.50 in cash, without interest, subject to applicable withholding taxes. The Exchange Ratio is expected to result in Qorvo equityholders and Skyworks equityholders owning approximately 37% and 63%, respectively, of the combined company on a pro forma basis following the closing. The Merger Agreement also provides for Skyworks’ assumption of certain Qorvo equity awards, subject to certain adjustments thereto in respect of, among other things, performance-based vesting conditions.

Pursuant to the Merger Agreement, immediately following the closing, the Board of Directors will be comprised of 11 directors, consisting of (i) the Chief Executive Officer of Skyworks, who will be the Chief Executive Officer of Skyworks following the closing, (ii) seven directors designated by Skyworks and (iii) three directors designated by Qorvo who are reasonably acceptable to Skyworks, each of whom will hold office until the next annual meeting of stockholders of Skyworks. Promptly following the closing, the Board of Directors will also designate a Chairman. Robert Bruggeworth, Qorvo’s current President, Chief Executive Officer and director, will be one of Qorvo’s designees upon the closing.

The Mergers, which are anticipated to close early in calendar year 2027, are subject to the satisfaction or waiver of customary closing conditions, including adoption of the Merger Agreement by Qorvo’s stockholders and the approval by Skyworks’ stockholders of the issuance of Skyworks common stock included in the consideration to be paid to Qorvo stockholders, the

expiration or early termination of the waiting period under the HSR Act, and other regulatory approvals under certain antitrust and foreign investment regimes, and the absence of any order, injunction or law of such jurisdictions prohibiting the Mergers.

Each of Skyworks’ special meeting of stockholders and Qorvo’s special meeting of stockholders will be held virtually on February 11, 2026 at 11:30 AM, Pacific Time (unless adjourned or postponed to a later date).

On February 5, 2026, Skyworks and Qorvo each received a Request for Additional Information and Documentary Material (the “Second Request”) from the U.S. Federal Trade Commission (“FTC”) in connection with the transaction. The Second Request was issued under notification requirements of the HSR Act. The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after Skyworks and Qorvo have substantially complied with the Second Request, unless that period is voluntarily extended by the parties or terminated sooner by the FTC.

We and Qorvo each have termination rights under the Merger Agreement. Under specified circumstances, including termination by a party to accept a superior proposal or termination by the other party upon a change in such party’s board of directors’ recommendation to its stockholders, each of us and Qorvo will be required to pay the other party a termination fee of $298.7 million, as more fully described in the Merger Agreement. Alternatively, under certain specified circumstances, including termination following an injunction arising in connection with certain antitrust or foreign investment laws, or failure to receive certain required regulatory approvals of specified governmental authorities, we will be required to pay Qorvo a termination fee of $100.0 million, as more fully described in the Merger Agreement.

In connection with the execution of the Merger Agreement, we entered into the Bridge Commitment Letter on October 27, 2025, with Goldman Sachs Bank USA, which committed to provide, subject to the satisfaction of customary closing conditions, up to $3,050.0 million of senior unsecured bridge term loans for the purpose of financing a portion of the cash portion of the consideration to be paid to Qorvo stockholders, paying related fees and expenses in connection with the Mergers and the other transactions contemplated by the Merger Agreement and, in certain circumstances, to refinance certain of Qorvo’s senior notes. The receipt of financing by us is not a condition to our obligation to consummate the Mergers.

Pursuant to the terms of the Bridge Commitment Letter, $1,550.0 million of the senior unsecured bridge term loans had been specifically designated to represent the principal amount of the Qorvo Notes Tranche, and if a ratings decline (as defined in the applicable Qorvo indenture as in effect on the date of the commitment letter) did not occur on or prior to December 27, 2025 (which date would be extended so long as the rating of any series of Qorvo’s outstanding senior notes was under publicly announced consideration for possible downgrade), then the aggregate commitments in respect of the Qorvo Notes Tranche under the Bridge Commitment Letter would be automatically permanently reduced dollar-for-dollar by the aggregate principal amount of Qorvo’s senior notes. On December 28, 2025, Goldman Sachs Bank USA notified the Company that there was no such ratings decline, no rating as to any series of Qorvo’s outstanding senior notes was under publicly announced consideration for possible downgrade, and therefore the Qorvo Notes Tranche had been permanently reduced to $0.00. As a result, as of January 2, 2026, Goldman Sachs Bank USA has committed to provide up to $1,500.0 million of senior unsecured bridge term loans.

Concurrently with the execution of the Merger Agreement, we and certain stockholders of Qorvo affiliated with Starboard Value (“SBV”), an affiliate of Peter Feld, a member of the board of directors of Qorvo so designated by SBV (each, a “SBV Stockholder”), entered into a Voting and Support Agreement (the “VSA”), pursuant to which each SBV Stockholder has agreed to vote its shares of Qorvo common stock in favor of the adoption of the Merger Agreement. As of October 24, 2025, the SBV Stockholders collectively held approximately 8% of Qorvo’s issued and outstanding shares. Each SBV Stockholder has also agreed, for a limited period of time not exceeding nine months from the date of the VSA, not to sell or transfer its shares of Qorvo common stock, subject to certain exceptions as specified in the VSA, and has agreed not to solicit any competing acquisition proposal. The VSA will terminate, as to each SBV Stockholder, upon the earliest to occur of (a) the closing, (b) the termination of the Merger Agreement, (c) the date of any Qorvo Triggering Event or Skyworks Triggering Event (each, as defined in the Merger Agreement) and (d) the written consent of Skyworks, Qorvo and the applicable SBV Stockholder.

For more information on risks related to the Mergers, see Part I, Item 1A, Risk Factors, “Risks Associated with the Proposed Transaction with Qorvo” in the 2025 10-K.

General

During the three months ended January 2, 2026, the following key factors contributed to our overall results of operations, financial position, and cash flows:

• Net revenue decreased to $1,035.4 million for the three months ended January 2, 2026, as compared to $1,068.5 million for the corresponding period in fiscal 2025, driven primarily by a decrease in market share at a significant customer, partially offset by an increase in demand for our Wi-Fi products.

• Our ending cash, cash equivalents, and marketable securities balance increased to $1,568.6 million. The increase in cash, cash equivalents, and marketable securities during the three months ended January 2, 2026 was primarily due to cash generated from operations of $395.5 million, partially offset by dividend payments of $106.4 million and capital expenditures of $56.5 million.

Net Revenue

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Net revenue			$	1,035.4		(3.1)%			$	1,068.5

We market and sell our products indirectly through electronic components distributors and directly to OEMs of communications and electronics products, third-party original design manufacturers, and contract manufacturers. We generally experience seasonal peaks during our fourth and first fiscal quarters (which correspond to the second half of the calendar year), primarily as a result of increased worldwide production of consumer electronics in anticipation of holiday sales, whereas our second and third fiscal quarters are typically lower and in line with seasonal industry trends.

The decrease in net revenue for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was driven primarily by a decrease in market share at a significant customer, partially offset by an increase in demand for our Wi-Fi products.

Gross Profit

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Gross profit			$	427.2		(3.3)%			$	441.9
% of net revenue			41.3		%				41.4		%

Gross profit represents net revenue less cost of goods sold. Our cost of goods sold consists primarily of purchased materials, labor, and overhead (including depreciation, share-based compensation expense, and amortization of acquisition intangibles) associated with product manufacturing. Erosion of average selling prices of established products is typical of the semiconductor industry. Consistent with trends in the industry, we anticipate that average selling prices for our established products will continue to decline over time. As part of our normal course of business, we intend to improve gross profit with efforts to increase unit volumes, improve manufacturing efficiencies, lower manufacturing costs of existing products, and by introducing new and higher value-added products.

The decrease in gross profit for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily the result of unfavorable product mix, partially offset by higher unit volumes.

Research and Development

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Research and development			$	203.4		15.3%			$	176.4
% of net revenue			19.6		%				16.5		%

Research and development expenses consist primarily of direct personnel costs including share-based compensation expense, costs for pre-production evaluation units and testing of new devices, non-production masks, engineering prototypes, and design tool costs.

The increase in research and development expenses for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to increases in headcount-related expenses, including share-based compensation and costs for engineering prototypes as a result of our increased investment in developing new technologies and products.

Selling, General, and Administrative

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Selling, general, and administrative			$	108.4		31.2%			$	82.6
% of net revenue			10.5		%				7.7		%

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, and other costs.

The increase in selling, general, and administrative expenses for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to increases in professional services costs related to the ongoing Qorvo transaction, partially offset by decreases in headcount-related expenses, including share-based compensation.

Amortization of Intangibles

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Amortization of intangibles			$	0.2		—%			$	0.2
% of net revenue			—		%				—		%

Amortization of intangible assets was consistent for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025.

Restructuring, Impairment, and Other Charges

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Restructuring, impairment, and other charges			$	11.4		612.5%			$	1.6
% of net revenue			1.1		%				0.2		%

The increase in restructuring, impairment, and other charges for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was due to an increase in costs associated with facility consolidation and closure.

Interest Expense

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Interest expense			$	6.3		(7.4)%			$	6.8
% of net revenue			0.6		%				0.6		%

Interest expense was consistent for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025.

Other Income, Net

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Other income, net			$	12.2		(24.2)%			$	16.1
% of net revenue			1.2		%				1.5		%

The decrease in other income, net for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily due to a decrease in interest income generated from cash, cash equivalents, and marketable securities.

Provision for Income Taxes

			Three Months Ended
(dollars in millions)			January 2, 2026			Change			December 27, 2024
Provision for income taxes			$	30.5		7.4%			$	28.4
% of net revenue			2.9		%				2.7		%

We recorded a provision for income taxes of $30.5 million for the three months ended January 2, 2026.

The increase in income tax expense for the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily due to higher foreign taxes, share-based compensation shortfalls, uncertain tax positions, transaction costs related to the pending transaction with Qorvo, and a lower FDII benefit, partially offset by an increase in research and development credits.

In December 2021, the OECD Inclusive Framework on BEPS released GloBE rules under Pillar Two. Many countries have implemented laws based on Pillar Two, which became effective for us beginning in fiscal 2025. In January 2026, the OECD Inclusive Framework released significant administrative guidance including the side-by-side safe harbor package that will apply to U.S. multinational enterprise groups. The tax impact associated with Pillar Two was immaterial to the financial statements for the three months ended January 2, 2026 and December 27, 2024. We continue to evaluate the impact of proposed and enacted legislative changes as new guidance becomes available.

In July 2025, the U.S. government enacted the OBBBA. The OBBBA did not have a material impact to the financials for the three months ended January 2, 2026. We continue to evaluate the impact of the OBBBA on our business for future periods.

The Company may record additional impacts to its tax provision in the subsequent quarters as it continues to analyze the new law, other factors such as changes from its business operations, financial results and forecasts, and interrelated items.

LIQUIDITY AND CAPITAL RESOURCES

			Three Months Ended
(in millions)			January 2, 2026						December 27, 2024
Cash and cash equivalents at beginning of period			$	1,161.3					$	1,368.6
Net cash provided by operating activities			395.5						377.2
Net cash provided by investing activities			139.0						7.5
Net cash used in financing activities			(145.4)						(150.8)
Cash and cash equivalents at end of period			$	1,550.4					$	1,602.5

Cash provided by operating activities:

Cash provided by operating activities consists of net income for the period adjusted for certain non-cash items and changes in certain operating assets and liabilities. The $18.3 million increase in cash provided by operating activities during the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to an increase in cash inflows as a result of changes to working capital (net of cash) of $90.0 million, due primarily to accounts receivable, partially offset by a lower net income.

Cash provided by investing activities:

Cash provided by investing activities consists primarily of cash received related to the sale or maturity of marketable securities, partially offset by cash paid to purchase marketable securities, capital expenditures, and cash paid to acquire intangible assets. The $131.5 million increase in cash provided by investing activities during the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $139.9 million in purchases of marketable securities and an increase of $15.5 million in the sale or maturity of marketable securities, partially offset by an increase of $17.5 million in capital expenditures purchases.

Cash used in financing activities:

Cash used in financing activities consists primarily of cash transactions related to equity and proceeds and payments related to our long-term borrowings. The $5.4 million decrease in cash used in financing activities during the three months ended January 2, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $6.1 million in dividend payments.

Liquidity:

Cash, cash equivalents, and marketable securities totaled $1,568.6 million as of January 2, 2026, representing an increase of $180.2 million from October 3, 2025.

We have outstanding $500.0 million of Notes Due 2026 and $500.0 million of Notes Due 2031 (the “Notes”). We have a Revolving Credit Agreement under which we may borrow up to $750.0 million for general corporate purposes and working capital needs of the Company and its subsidiaries. As of January 2, 2026, there were no borrowings outstanding under the Revolver. The Revolving Credit Agreement expires on November 18, 2030.

In connection with the execution of the Merger Agreement, we entered into a commitment letter on October 27, 2025, with Goldman Sachs Bank USA, which committed to provide, subject to the satisfaction of customary closing conditions, up to $3,050.0 million of senior unsecured bridge term loans for the purpose of financing a portion of the cash portion of the consideration to be paid to Qorvo stockholders, paying related fees and expenses in connection with the Mergers and the other transactions contemplated by the Merger Agreement and, in certain circumstances, to refinance certain of Qorvo’s senior notes.

Based on our historical results of operations, we expect that our cash, cash equivalents, and marketable securities on hand, the cash we expect to generate from operations, and funds from our Revolver, will be sufficient to fund our short-term and long-term liquidity requirements primarily arising from: research and development, capital expenditures, potential acquisitions, working capital, quarterly cash dividend payments (if such dividends are declared by the Board of Directors), share repurchases, outstanding commitments, and other liquidity requirements associated with existing operations. However, we cannot be certain that our cash, cash equivalents, and marketable securities on hand, cash generated from operations, and funds from our Revolver will be available in the future to fund all of our capital and operating requirements. In addition, any future strategic investments and significant acquisitions may require additional cash and capital resources. If we are unable to obtain sufficient cash or capital to meet our needs on a timely basis and on favorable terms, our business and operations could be materially and adversely affected.

Our invested cash balances primarily consist of highly liquid marketable securities that are available to meet near-term cash requirements including: money market funds, U.S. Treasury and government securities, and corporate bonds and notes.

Our contractual obligations disclosure in the 2025 10-K has not materially changed since we filed that report.

We are subject to overall financial market risks, such as changes in market liquidity, credit quality, investment risk, interest rate risk, and foreign exchange rate risk as described below.

Investment and Interest Rate Risk

Our exposure to interest rate and general market risks relates to our investment portfolio. Our investment portfolio consists of cash and cash equivalents (money market funds, corporate bonds and notes, and U.S. Treasury and government securities purchased with less than ninety days until maturity) that total approximately $1,550.4 million, and marketable securities (U.S. Treasury and government securities and corporate bonds and notes) of approximately $8.3 million and $9.9 million within short-term and long-term marketable securities, respectively, as of January 2, 2026.

The main objectives of our investment activities are liquidity and preservation of capital. Our cash equivalent investments have short-term maturity periods that dampen the impact of market or interest rate risk. Our marketable securities have short-term and long-term maturity periods between 90 days and two years. Credit risk associated with our investments is not material because our investments are diversified across several types of securities with high credit ratings, which reduces the amount of credit exposure to any one investment.

Based on our results of operations for the three months ended January 2, 2026, a hypothetical reduction in the interest rates on our cash, cash equivalents, and other investments of 100 basis points would result in an immaterial reduction of interest income with a de minimis impact on income before taxes.

We do not believe that investment or interest rate risks currently pose material exposures to our business or results of operations.

Foreign Exchange Rate Risk

Substantially all sales to customers and arrangements with third-party manufacturers provide for pricing and payment in United States dollars, thereby reducing the impact of foreign exchange rate fluctuations on our results. A percentage of our international operational expenses are denominated in foreign currencies, and exchange rate volatility could positively or negatively impact those operating costs. Increases in the value of the United States dollar relative to other currencies could make our products more expensive, which could negatively impact our ability to compete. Conversely, decreases in the value of the United States dollar relative to other currencies could result in our suppliers raising their prices to continue doing business with us. Given the relatively small number of customers and arrangements with third-party manufacturers denominated in foreign currencies, we do not believe that foreign exchange volatility has a material impact on our current business or results of operations. However, fluctuations in currency exchange rates could have a greater effect on our business or results of operations in the future to the extent our expenses increasingly become denominated in foreign currencies.

We may enter into foreign currency forward and options contracts with financial institutions to protect against foreign exchange risks associated with certain existing assets and liabilities, certain firmly committed transactions, forecasted future cash flows, and net investments in foreign subsidiaries. However, we may choose not to hedge certain foreign exchange exposures for a variety of reasons, including, but not limited to, accounting considerations and the prohibitive economic cost of hedging particular exposures. For the three months ended January 2, 2026 and December 27, 2024, we had not entered into any outstanding foreign currency forward or options contracts with financial institutions.

Evaluation of Disclosure Controls and Procedures

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 January 2, 2026. 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 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. Disclosure controls and

procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well-designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on management’s evaluation of our disclosure controls and procedures as of January 2, 2026, 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.

Changes in Internal Control Over Financial Reporting

There are no changes to our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the first quarter of fiscal 2026 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Refer to Note 9 of the Notes to Consolidated Financial Statements for a detailed discussion.

In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A Risk Factors in the 2025 10-K, which could materially affect our business, financial condition, or future results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

The following table provides information regarding repurchases of common stock made during the three months ended January 2, 2026:

Period			Total Number of Shares Purchased						Average Price Paid per Share			Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)			Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1) (2)
10/04/25 - 10/31/25			—						—			—			$1.2 billion
11/01/25 - 11/28/25			621,305			(3)			$62.78			—			$1.2 billion
11/29/25 - 01/02/26			—						—			—			$1.2 billion
			621,305									—

(1) The stock repurchase program approved by the Board of Directors on February 4, 2025 authorized the repurchase of up to $2.0 billion of our common stock from time to time on the open market or in privately negotiated transactions, in compliance with applicable securities laws and other legal requirements, and expires on February 3, 2027.

(2) The Company’s net share repurchases are subject to a 1% excise tax under the Inflation Reduction Act. Excise tax incurred reduces the amount available under the stock repurchase program, as applicable, and is included in the cost of shares repurchased in the Consolidated Statement of Stockholders’ Equity.

(3) 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 equity award agreements.

Exhibit Number			Exhibit Description			Form			Incorporated by Reference									Filed Herewith
File No.			Exhibit			Filing Date
2.1			Agreement and Plan of Merger, dated as of October 27, 2025, by and among Skyworks Solutions, Inc., Qorvo, Inc., Comet Acquisition Corp. and Comet Acquisition II, LLC			8-K			001-05560			2.1			10/28/2025
10.1^			Fiscal Year 2026 Executive Incentive Plan															X
10.2			Second Amendment, dated as of November 18, 2025, among the Company, the borrowing subsidiaries thereto and JPMorgan Chase Bank, N.A. as administrative agent, amending the Revolving Credit Agreement, dated as of May 21, 2021, by and among the Company, the lenders party thereto and the administrative agent			8-K			001-05560			10.1			11/24/2025
10.3			Commitment Letter, dated as of October 27, 2025, by and between Skyworks Solutions, Inc. and Goldman Sachs Bank USA			8-K			001-05560			10.1			10/28/2025
10.4			Voting and Support Agreement, dated as of October 27, 2025, by and between Skyworks Solutions, Inc. and certain affiliates of Starboard Value			8-K			001-05560			10.2			10/28/2025
10.5			Severance and Change in Control Benefits Plan			8-K			001-05560			10.1			11/14/2025
31.1			Certification of the Company’s Principal Executive Officer pursuant to Securities Exchange Act of 1934, as amended, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002															X
31.2			Certification of the Company’s Principal Financial Officer pursuant to Securities Exchange Act of 1934, as amended, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002															X
32.1			Certification of the Company’s Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002															X
32.2			Certification of the Company’s Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002															X
101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH			Inline XBRL Taxonomy Extension Schema Document															X
101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document															X
101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document															X
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase Document															X
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document															X

Exhibit Number			Exhibit Description			Form			Incorporated by Reference									Filed Herewith
File No.			Exhibit			Filing Date
104			Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)

^ Portions of this exhibit have been omitted because such information is not material and is the type of information that the Registrant treats as private or confidential.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

						SKYWORKS SOLUTIONS, INC.
Date:			February 5, 2026			By:			/s/ Philip G. Brace
									Philip G. Brace
									President and Chief Executive Officer
									(Principal Executive Officer)
						By:			/s/ Philip Carter
									Philip Carter
									Senior Vice President and Chief Financial Officer
									(Principal Financial and Accounting Officer)