SKYWORKS SOLUTIONS, INC. — Proxy Solicitation & Information Statement 2021

Mar 26, 2021

DEFA14A 1 tm212370d3_defa14a.htm DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

| Filed
by the Registrant x | |
| --- | --- |
| Filed
by a Party other than the Registrant ¨ | |
| Check
the appropriate box: | |
| ¨ | Preliminary
Proxy Statement |
| ¨ | Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ¨ | Definitive
Proxy Statement |
| x | Definitive
Additional Materials |
| ¨ | Soliciting
Material under §240.14a-12 |

| SKYWORKS
SOLUTIONS, INC. | | |
| --- | --- | --- |
| (Name
of Registrant as Specified In Its Charter) | | |
| (Name
of Person(s) Filing Proxy Statement, if other than the Registrant) | | |
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of Filing Fee (Check the appropriate box): | | |
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fee required. | |
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computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. | |
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of each class of securities to which transaction applies: |
| | (2) | Aggregate
number of securities to which transaction applies: |
| | (3) | Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount
on which the filing fee is calculated and state how it was determined): |
| | (4) | Proposed
maximum aggregate value of transaction: |
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fee paid: |
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paid previously with preliminary materials. | |
| ¨ | Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or
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Party: |
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Filed: |

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Your Vote Counts! SKYWORKS SOLUTIONS, INC. May 12, 2021 11:00 a.m. PDT Exclusively via live audio webcast at www.virtualshareholdermeeting.com/SWKS2021SKYWORKS SOLUTIONS, INC. ATTN: CORPORATE SECRETARY 5260 CALFORNIA AVENUE IRVINE, CA 92617-3073D36557-P49639-Z79136Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting To Be Held on May 12, 2021 You invested in SKYWORKS SOLUTIONS, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. Get informed before you vote View the Annual Report and Proxy Statement online by visiting www.ProxyVote.com OR you can receive a free paper or email copy of the proxy material(s) by requesting prior to April 28, 2021. If you would like to request a copy of the proxy material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.For complete information and to vote, visit www.ProxyVote.com Control #Smartphone users Point your camera here to access the proxy materials and vote without entering a control numberVirtually at:Vote Virtually at the Meeting May 12, 2021 11:00 a.m. PDTwww.virtualshareholdermeeting.com/SWKS2021You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.Please check the meeting materials for any special requirements for meeting attendance.V1

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Vote at www.ProxyVote.comTHIS IS NOT A VOTABLE BALLOT This is an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.Voting Items 1. To elect the following eight individuals nominated to serve as directors of the Company with terms expiring at the next Annual Meeting of Stockholders. Nominees: 1a. Alan S. Batey 1b. Kevin L. Beebe 1c. Timothy R. Furey 1d. Liam K. Griffin 1e. Christine King 1f. David P. McGlade 1g. Robert A. Schriesheim 1h. Kimberly S. Stevenson 2. To ratify the selection by the Company’s Audit Committee of KPMG LLP as the independent registered public accounting firm for the Company for fiscal year 2021. 3. To approve, on an advisory basis, the compensation of the Company’s named executive officers, as described in the Company’s Proxy Statement. 4. To approve the Company’s Amended and Restated 2015 Long-Term Incentive Plan.Board RecommendsFor For For For For For For For ForFor For5. To approve a stockholder proposal regarding supermajority voting provisions. Neutral

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