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SKYWORKS SOLUTIONS, INC. Director's Dealing 2011

Nov 10, 2011

30568_dirs_2011-11-09_b2206f40-8530-4a44-bbc1-e9fcd4668324.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SKYWORKS SOLUTIONS, INC. (SWKS)
CIK: 0000004127
Period of Report: 2011-11-07

Reporting Person: Tremallo Mark V B (VP, GC and Secretary)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-11-07 Common Stock M 20000 Acquired 82827 Direct
2011-11-07 Common Stock F 8350 $21.32 Disposed 74477 Direct
2011-11-07 Common Stock M 8000 $9.33 Acquired 82477 Direct
2011-11-07 Common Stock S 8000 $21.29 Disposed 74477 Direct
2011-11-07 Common Stock M 16250 $7.18 Acquired 90727 Direct
2011-11-07 Common Stock S 16250 $21.29 Disposed 74477 Direct
2011-11-07 Common Stock S 12653 $21.25 Disposed 61824 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-11-07 Performance Rights $ M 20000 Disposed 2011-11-06 Common Stock (20000) Direct
2011-11-07 Employee Stock Option (Right to Buy) $9.33 M 8000 Disposed 2011-11-07 Common Stock (8000) Direct
2011-11-07 Employee Stock Option (Right to Buy) $7.18 M 16250 Disposed 2012-11-04 Common Stock (16250) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 351 Indirect

Footnotes

F1: 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 20,000 shares and the "stretch" metric under the performance rights covering another 20,000 shares were deemed to have been met.

F2: 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 20,000 shares of common stock to the reporting person on 11/7/11.

F3: This stock option vested in four (4) equal installments, beginning on 11/06/08 and ending on 11/06/11.

F4: The price reflects the average selling price. Actual sale prices ranged from $21.26 per share to $21.34 per share.

F5: This stock option vests in four (4) equal installments, beginning on 11/4/09 and ending on 11/4/12.

F6: The price reflects the average selling price. Actual sale prices ranged from $21.00 per share to $21.28 per share.

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 10/31/11.