SKYWORKS SOLUTIONS, INC. — Director's Dealing 2010

Nov 11, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SKYWORKS SOLUTIONS INC (SWKS)
CIK: 0000004127
Period of Report: 2010-11-08

Reporting Person: GRIFFIN LIAM (Sr. VP, Sales and Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-11-08	Common Stock	F	20875	$23.87	Disposed	104323	Direct
2010-11-08	Common Stock	M	50000	—	Acquired	154323	Direct
2010-11-08	Common Stock	F	20875	$23.87	Disposed	133448	Direct
2010-11-08	Common Stock	M	18750	$6.73	Acquired	152198	Direct
2010-11-08	Common Stock	S	18750	$23.70	Disposed	133448	Direct
2010-11-08	Common Stock	M	25000	$7.18	Acquired	158448	Direct
2010-11-08	Common Stock	S	25000	$23.70	Disposed	133448	Direct
2010-11-08	Common Stock	S	9706	$23.82	Disposed	123742	Direct
2010-11-08	Common Stock	S	19351	$23.65	Disposed	104391	Direct
2010-11-08	Common Stock	S	33222	$23.62	Disposed	71169	Direct
2010-11-10	Common Stock	A	28560	$0.00	Acquired	99729	Direct
2010-11-10	Common Stock	F	11294	$23.80	Disposed	88435	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-11-08	Performance Rights	$	M	50000	Disposed	2010-11-06	Common Stock (50000)	Direct
2010-11-08	Employee Stock Option (Right to Buy)	$6.73	M	18750	Disposed	2013-11-06	Common Stock (18750)	Direct
2010-11-08	Employee Stock Option (Right to Buy)	$7.18	M	25000	Disposed	2015-11-04	Common Stock (25000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9908	Indirect

Footnotes

F1: Transfer of common stock to Skyworks of the number of shares of common stock determined to be sufficient to satisfy tax withholding obligations incurred as a result of the vesting of an award of 50,000 shares of restricted common stock that had been granted to the reporting person under the Skyworks' 2005 Long Term Incentive Plan on 6/10/09.

F2: Receipt of shares underlying performance rights was based on a comparison of (x) the change in Skyworks' common stock price to (y) the change in the price of the common stock of companies in a peer group over a three year period. The change in price of each company's common stock was determined by comparing its average stock price for the 90 day period beginning 11/6/07 to its average stock price for the 90 day period ending 11/6/10. Because Skyworks determined that the percentage change in Skyworks' stock price during the periods mentioned in the previous sentence exceeded the 70th percentile of the peer group, both the "target" metric under the performance rights covering 50,000 shares and the "stretch" metric under the performance rights covering another 50,000 shares were deemed to have been met. The reporting person received 50,000 of such shares on 11/8/10 and, will receive the remaining 50,000 of such shares on 11/7/11, so long as he remains employed with
Skyworks.

F3: Transfer of common stock to the issuer of the number of shares determined to be sufficient to satisfy tax withholding obligations incurred as a result of the settlement of the Performance Rights discussed in the previous footnote and the resulting issuance of 50,000 shares of common stock to the reporting person on 11/8/10.

F4: The price reflects the average selling price. Actual sale prices ranged from $23.81 per share to $23.82 per share.

F5: Represents 28,560 shares of common stock issued to the Reporting Person pursuant to a performance share award dated November 10, 2009. Such performance share award contained both a continued employment condition and a performance condition related to the achievement by the Issuer of certain pre-established performance metrics for fiscal year 2010.

F6: Transfer to Skyworks of the number of shares of common stock determined to be sufficient to satisfy tax withholding obligations related to the settlement of the performance share award discussed in the previous footnote and the resulting issuance of 28,560 shares of common stock on 11/10/10.

F7: This total represents the number of shares of common stock held by the Reporting Person in the Skyworks 401(k) plan as of the most recent practicable date. The information in this report is based on
the latest plan statement dated 11/9/10.

F8: This stock option vested in four (4) equal installments, beginning on 11/7/07 and ending on 11/7/10.

F9: This stock option vests in four (4) equal installments, beginning on 11/4/09 and ending on 11/4/12.