SWKS 10-K & 10-Q changes, risk factors and insider trading
Skyworks Solutions, Inc. · Nasdaq · Semiconductors & Related Devices · CIK 4127 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “Risk Factors Summary”
New heading “Risks Associated with the Proposed Transaction with Qorvo”
New heading “Risks Associated with Operating a Global Business”
New heading “Risks Associated with the Development, Manufacturing, and Sale of Our Products”
New heading “Risks Related to Acquisitions and Indebtedness”
New heading “Risks Associated with Our Industry”
New heading “Risks Associated with Cybersecurity and Intellectual Property Protection”
New heading “Risks Associated with Claims and Litigation”
New heading “Risks Associated with Owning our Common Stock”
New heading “Risks Associated with the Proposed Transaction with Qorvo”
New heading “Completion of the proposed transaction with Qorvo may be delayed or not occur at all for a variety of reasons, including that the Merger Agreement is terminated, and the failure to complete the Mergers could adversely affect our business, results of operations, financial condition, and the market price of our common stock.”
New heading “Completion of the proposed Mergers is subject to the satisfaction or waiver of closing conditions contained in the Merger Agreement, including certain regulatory approvals which may not be received, may take longer than expected or the receipt of which may impose conditions that are not presently anticipated or that cannot be met, and if these closing conditions are not satisfied or waived, the proposed Mergers will not be completed.”
New heading “Failure to realize the benefits expected from the Mergers could adversely affect our business, results of operations, and financial condition.”
New heading “Efforts to complete the Mergers could disrupt our relationships with third parties and employees, divert management’s attention, or result in negative publicity or legal proceedings, any of which could adversely impact our operating results and ongoing business.”
New heading “The Merger Agreement contains provisions that limit our ability to pursue alternative transactions to the Mergers which could discourage a potential third party from making an alternative transaction proposal.”
New heading “While the Merger Agreement is in effect, we are subject to restrictions on our business activities.”
New heading “As a result of the Mergers, we anticipate that the scope and size of our operations and business will substantially change and will result in certain incremental risks to us, including increased competition. We may not realize the full expected benefits of the Mergers.”
New heading “The Mergers will require us to incur substantial additional indebtedness, which could reduce our flexibility to operate our business and negatively affect our financial condition, and increase the risks associated with our level of indebtedness.”
New heading “If our senior management transitions are not successful, our business and future growth prospects could be harmed.”
New heading “We may be subject to warranty claims, product recalls, and other liability claims.”
Removed heading “The agreements that govern our indebtedness contain various covenants that impose restrictions that may affect our ability to operate our businesses.”
Largest changes
“From time to time, we have been, and may become involved in litigation with customers, suppliers, competitors, government or regulatory agencies, shareholders, employees, former employees, contractors, former contractors, or other parties. We are the plaintiff in some of these actions and the defendant in others. …”see in full comparison
Security breaches, phishing, spoofing, malware installations, attempts by others to gain unauthorized access to our information technology systems, networks, and databases, and other cyberattacks continue to become more sophisticated and persistent. We have been directly and indirectly subject to these attacks and expect to continue to be subject to these attacks. Further, these incidents, which might be related to industrial, state-sponsored, and/or economic espionage, or financial cyber extortion or fraud, include covertly introducing malware and spyware to our computers, networks, and products (or to an electronic system operated by a third party for our benefit) and impersonating authorized users, among others. We seek to prevent, detect, and investigate all security incidents and to prevent their recurrence, but in some cases, we might be unaware of an incident or its magnitude, duration, and effects. The theft, unauthorized use, transfer, or publication of our intellectual property, our confidential business, financial, and/or technical information, or the personal data of our employees and customers by third parties or by our 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 and technology development. To the extent that any security breach or other cybersecurity incident results in inappropriate disclosure of data, including our customers’, suppliers’, licensees’, or employees’ confidential or personal information, we may incur liability, face contractual and regulatory fines and penalties, and sustain significant financial resources to remediate such breach. Such an incident could, among other things,see in full comparisonalsodamage our reputation, impair our ability to attract and retain our customers, impact our stock price, and materially damage oursupplierrelationshipsrelationships.with our business partners. If a ransom-style cyberattack or similar incident impedes our ability to use or access our information systems for an extended period of time, this could adversely affect our business operations and financial results. In addition, certainsupplierssuppliers, including cloud-based and critical service providers, and other third parties with whom we conduct business, including foundries, assembly and test contractors, and distributors, have been, and are likely to continue to be, subject to cybersecurity incidents, misappropriation efforts, or network disruptions that could jeopardize our proprietary or sensitive data, impact such third parties’ ability to meet their obligations to us, or otherwise negatively impact our ongoing business operations.Geopolitical tensions or conflicts, such as the ongoing conflict involving Russia and Ukraine, the conflicts in Israel and the Middle Eastern region and the tensions involving China and Taiwan, may create a heightened risk of cybersecurity incidents.We expect to continue devoting significant resources to the security of our information technology systems, networks, and databases, including through the training of our employees and monitoring the security posture of critical third parties who have access to our systems or sensitive data. However, we cannot ensure that our cybersecurity program or these security measures and monitoring efforts will be sufficient to prevent or mitigate the damage caused by a cybersecurity incident or network disruption, and our systems may be vulnerable to hacking, insider threats, employee error or manipulation, theft, system malfunctions, or other adverse events. Further, China has implemented, and other countries or regions may implement, cybersecurity and privacy laws that require companies’ overall information disclosure, processing practices, and technology security environment to meet certain standards and/or be certified. Such laws may be complex, ambiguous, and subject to interpretation, which may create uncertainty regarding compliance. As a result, our efforts to comply with such laws, to the extent applicable, may be expensive and may fail, which could adversely affect our business, results of operations, and cash flows. In addition, certain of our products that we use contain firmware that incorporates or is derived from “open source” software that generally is made publicly available by its developers or other third parties. Risks related to the use of open source software include, but are not limited to, the introduction of cybersecurity vulnerabilities into our products or development platforms, ourcompliancenoncompliance with applicable licensing terms, subjecting certain of our derivative works or software enhancements to public disclosure and/or unfavorable licensing conditions, potential restrictions on our ability to market the firmware associated with our products, and enhanced governmental or other third-party scrutiny of our products.
“Although we invest significant resources in the testing of our products, from time to time we become aware of alleged defects in our products after they have been shipped, and we may be required to incur additional development and remediation costs or cash payments to settle claims pursuant to warranty and indemnification provisions in our customer contracts and purchase orders. Certain of our products, including “high reliability” solutions, may not be able to perform under stringent operating conditions. …”see in full comparison
“The agreements that govern our indebtedness contain various covenants that impose restrictions that may affect our ability to operate our businesses.”see in full comparison
“Although we invest significant resources in the testing of our products, from time to time we become aware of alleged defects in our products after they have been shipped, and we may be required to incur additional development and remediation costs or cash payments to settle claims pursuant to warranty and indemnification provisions in our customer contracts and purchase orders. Certain of our products, including “high reliability” solutions, may not be able to perform under stringent operating conditions. …”see in full comparison
“As a result of the Mergers, we anticipate that the scope and size of our operations and business will substantially change and will result in certain incremental risks to us, including increased competition. We may not realize the full expected benefits of the Mergers.”see in full comparison
Full comparison: every changed paragraph (271)
Risk Factors Summary
The following is a summary of the principal risks that could adversely affect our business, operations, and financial results. This summary is intended to provide investors with an overview of the risks we face and should not be considered a substitute for the more detailed risk factors discussed immediately following this summary.
Risks Associated with the Proposed Transaction with Qorvo
•Completion of the proposed transaction with Qorvo may be delayed or not occur at all for a variety of reasons, including that the Merger Agreement is terminated, and the failure to complete the Mergers could adversely affect our business, results of operations, financial condition, and the market price of our common stock.
•Completion of the proposed Mergers is subject to the satisfaction or waiver of closing conditions contained in the Merger Agreement, including certain regulatory approvals which may not be received, may take longer than expected or the receipt of which may impose conditions that are not presently anticipated or that cannot be met, and if these closing conditions are not satisfied or waived, the proposed Mergers will not be completed.
•Failure to realize the benefits expected from the Mergers could adversely affect our business, results of operations, and financial condition.
•Efforts to complete the Mergers could disrupt our relationships with third parties and employees, divert management’s attention, or result in negative publicity or legal proceedings, any of which could adversely impact our operating results and ongoing business.
•The Merger Agreement contains provisions that limit our ability to pursue alternative transactions to the Mergers which could discourage a potential third party from making an alternative transaction proposal.
•While the Merger Agreement is in effect, we are subject to restrictions on our business activities.
•As a result of the Mergers, we anticipate that the scope and size of our operations and business will substantially change and will result in certain incremental risks to us, including increased competition. We may not realize the full expected benefits of the Mergers.
•The Mergers will require us to incur substantial additional indebtedness, which could reduce our flexibility to operate our business and negatively affect our financial condition, and increase the risks associated with our level of indebtedness.
Risks Associated with Operating a Global Business
•The risks of doing business internationally apply to all aspects of our operations.
•Changes in tax laws and regulations could have an adverse impact on our operating results.
•We, our customers and our suppliers are subject to the risks of doing business in China.
Risks Associated with the Development, Manufacturing, and Sale of Our Products
•Our operating results may be adversely affected by quarterly and annual fluctuations.
•We rely on a small number of customers for a large portion of our sales.
•We rely on Original Equipment Manufacturers (“OEMs”) and Original Design Manufacturers (“ODMs”) to design our products into their end products.
•Our manufacturing processes are extremely complex, specialized, and subject to disruption.
•We may not be able to maintain and improve manufacturing yields.
•We are dependent upon third parties for the manufacture, assembly, and testing of our products.
•We are dependent upon third parties for the supply of raw materials and components.
•We may not be able to effectively operate our business if we are unable to attract and retain qualified personnel.
•Our business could be adversely affected by the departure of existing members of our senior management team or if our senior management team is unable to effectively implement our strategy.
•If our senior management transitions are not successful, our business and future growth prospects could be harmed.
•We are subject to uncertainties involving the ordering and shipment of, and payment for, our products.
•We face a risk that capital needed for our business will not be available when we need it.
•We are exposed to risks related to the use of AI tools by us and others.
•We may encounter problems upgrading, enhancing, and improving our enterprise applications.
Risks Related to Acquisitions and Indebtedness
•To be successful, we may need to make additional investments and acquisitions, integrate companies we acquire, and/or enter into strategic alliances.
•Our outstanding indebtedness could reduce our flexibility to operate our business.
Risks Associated with Our Industry
•The semiconductor industry is highly cyclical and subject to significant downturns.
•The wireless communications, analog and mixed-signal semiconductor markets are characterized by significant competition.
•Remaining competitive in the semiconductor industry depends upon our ability to constantly innovate.
•Increasingly stringent environmental laws, rules, regulations, and customer expectations may require us to redesign our existing products and processes, which could adversely affect our ability to cost-effectively produce our products.
Risks Associated with Cybersecurity and Intellectual Property Protection
•We may not be able to prevent, or timely detect, information technology security breaches.
•In order to remain competitive, we must be able to successfully protect our intellectual property rights.
•We are subject to the risks of licensing third-party intellectual property.
Risks Associated with Claims and Litigation
•We may be subject to risks of litigation and disputes.
•We may be subject to claims of infringement of third-party intellectual property rights or demands that we license third-party technology.
•We may be subject to warranty claims, product recalls, and other liability claims.
Risks Associated with Owning our Common Stock
•Our stock price has been volatile and may fluctuate in the future.
•There can be no assurance that we will continue to declare cash dividends or repurchase our stock.
•Certain provisions in our organizational documents and Delaware law may make it difficult for someone to acquire control of us.
Risks Associated with the Proposed Transaction with Qorvo
Completion of the proposed transaction with Qorvo may be delayed or not occur at all for a variety of reasons, including that the Merger Agreement is terminated, and the failure to complete the Mergers could adversely affect our business, results of operations, financial condition, and the market price of our common stock.
On October 27, 2025, we entered into the Agreement and Plan of Merger (“Merger Agreement”) with Qorvo, Inc. (“Qorvo”), Comet Acquisition Corp. (“Merger Sub I”), and Comet Acquisition II, LLC (“Merger Sub II”), pursuant to which Merger Sub I will be merged with and into Qorvo (the “First Merger”), with Qorvo as the surviving entity in the First Merger (the “Surviving Corporation”) with the Surviving Corporation continuing as a wholly owned subsidiary of the Company, and immediately following the First Merger, and as the second step in a single integrated transaction with the First Merger, the Surviving Corporation will be merged with and into Merger Sub II (the “Second Merger,” and together with the First Merger, the “Mergers”), with Merger Sub II as the surviving entity in the Second Merger and a wholly owned subsidiary of the Company. Completion of the Mergers is subject to customary closing conditions, including (1) the adoption of the Merger Agreement by Qorvo’s stockholders, and the approval of the issuance of common stock as merger consideration by the Company’s stockholders as required under Nasdaq listing rules, (2) the expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the approval of the Mergers under certain other antitrust and foreign investment regimes, (3) the absence of any order, injunction or law prohibiting the Mergers in such jurisdictions, (4) the effectiveness of the registration statement pursuant to which shares of the Company’s common stock to be issued in the Mergers will be registered with the SEC, (5) the accuracy of the other party’s representations and warranties, subject to certain standards set forth in the Merger Agreement, (6) compliance in all material respects by the other party with its obligations under the Merger Agreement, and (7) the absence of a continuing material adverse effect with respect to each party. Therefore, there can be no assurance that the Mergers will be completed in the expected timeframe (early in calendar year 2027), or at all.
The Merger Agreement may be terminated under certain circumstances, including that either party may terminate if the Mergers are not completed by April 27, 2027, which date may be extended to July 27, 2027, and to October 27, 2027, in each case under certain circumstances as provided in the Merger Agreement (the “Outside Date”). Upon termination of the Merger Agreement, each party under specified circumstances, including termination by such party to accept a Superior Proposal (as defined in the Merger Agreement) or termination by the other party upon a change in such party’s board of directors’ recommendation to its stockholders, will be required to pay the other party a termination fee of $298.7 million. Alternatively, we, under 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 by the Outside Date, will be required to pay Qorvo a termination fee of $100.0 million.
Failure to complete the Mergers within the expected timeframe or at all could adversely affect our business and the market price of our common stock in a number of ways, including:
•the market price of our common stock may decline to the extent that the current market price reflects an assumption that the Mergers will be consummated;
•if the Merger Agreement is terminated under certain circumstances specified in the Merger Agreement, we would be required to pay a termination fee of $298.7 million or $100.0 million, as described above;
•we have incurred, and will continue to incur, significant expenses for professional services in connection with the Mergers for which we will have received little or no benefit if the Mergers are not consummated; and
•we may experience negative publicity and/or reactions from our investors, employees, customers, suppliers, distributors and other business partners.
Completion of the proposed Mergers is subject to the satisfaction or waiver of closing conditions contained in the Merger Agreement, including certain regulatory approvals which may not be received, may take longer than expected or the receipt of which may impose conditions that are not presently anticipated or that cannot be met, and if these closing conditions are not satisfied or waived, the proposed Mergers will not be completed.
Management's Discussion & Analysis (MD&A)
New heading “Pending Combination With Qorvo”
Largest changes
see in full comparisonFutureInchangesDecemberin tax laws could arise related to2021, the Organization for Economic Co-operation and Development’s (“OECD”) Inclusive Framework on Base Erosion and Profit Shifting (“BEPS”)ProjectreleasedofGlobaltheAnti-BaseOECD,Erosionincluding(“GloBE”) rules under PillarOne and Pillar Two; the European Commission’s “state aid” investigations; enactment of a global corporate minimum tax; and other developments that could have an adverse effect on the taxation of our business, including reducing the availability of tax credits and payment of higher income taxes.Two. Many countries have implemented laws based on PillarTwoTwo, whichwill bebecame effective for us beginning in fiscalyear2025. The tax impact associated with Pillar Two was immaterial to the financial statements for fiscal 2025. We continue to evaluate the impact of proposed and enacted legislative changesto our effective tax rateas new guidance becomes available.
“Impairment, restructuring, and other charges in fiscal 2024 were primarily due to the abandonment or delay of previously capitalized in-process research and development (“IPR&D”) projects of $147.9 million and employee severance costs.”see in full comparison
“Restructuring, impairment, and other charges in fiscal 2024 was primarily due to the abandonment or delay of previously capitalized in-process research and development (“IPR&D”) projects of $147.9 million and employee severance costs.”see in full comparison
see in full comparisonImpairment,Restructuring,restructuring,impairment, and other charges in fiscal20232025werewas primarily due toemployeecertain management severance costsandincurredimpairmentinchargesconnectiononwithdivestedChiefassets.Executive Officer transition.
“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. …”see in full comparison
“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 Qorvo and us will be required to pay the other party a termination fee of $298.7 million, as more fully described in the Merger Agreement. …”see in full comparison
Full comparison: every changed paragraph (40)
Pending Combination 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 Hart-Scott-Rodino Antitrust Improvement Act of 1976, as amended, and other regulatory approvals under certain antitrust and foreign investment regimes, the absence of any order, injunction or law of such jurisdictions prohibiting the Mergers, and the effectiveness of a registration statement on Form S-4 to be filed by us.
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 Qorvo and us 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 a commitment letter (“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.
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 on risks related to the Mergers, see Part I, Item 1A, Risk Factors, “Risks Associated with the Proposed Transaction with Qorvo” of this Annual Report on Form 10-K.
Fiscal Years Ended October 3, 2025, September 27, 2024, and September 29, 2023, and September 30, 20222023
During the fiscal year ended SeptemberOctober 27,3, 2024,2025, the following key factors contributed to our overall results of operations, financial position, and cash flows:
•Net revenue decreased 12.5%2.2% to $4,086.9 million in fiscal 2025, as compared to $4,178.0 million in fiscal 2024, as compared to $4,772.4 million in fiscal 2023, driven primarily by a decrease in market share at a significant customer, partially offset by an increase in demand for our mobile, analog,mobile and mixed-signalWi-Fi products.
•Our ending cash, cash equivalents, and marketable securities balance increaseddecreased 113.1%11.8% to $1,388.4 million in fiscal 2025, as compared to $1,574.1 million in fiscal 2024, as compared to $738.5 million in fiscal 2023.2024. The increasedecrease in cash, cash equivalents, and marketable securities during fiscal 2024,2025 was primarily due to share repurchases of $830.2 million, dividend payments of $432.6 million, and capital expenditures of $195.0 million, partially offset by cash generated from operations of $1,824.7 million, partially offset by dividend payments of $439.1 million, repayments of debt of $300.0 million, capital expenditures of $157.0 million, and share repurchases of $77.3$1,300.8 million.
•On February 4, 2025, the Board of Directors appointed Philip Brace as the President and Chief Executive Officer of the Company and as a director, effective February 17, 2025.
•On May 7, 2025, the Board of Directors appointed Todd Lepinski as Senior Vice President, Sales and Marketing, effective as of June 2, 2025.
•On August 23, 2025, the Board of Directors appointed Philip Carter as Senior Vice President and Chief Financial Officer of the Company, effective as of September 8, 2025.
We market and sell our products indirectly through electronic components distributors and directly to OEMs of communications and electronics products, third-party original design manufacturersmanufacturers, 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 in fiscal 2024,2025, as compared to fiscal 2023,2024, was driven primarily by a decrease in market share at a significant customer, partially offset by an increase in demand for our mobile, analog,mobile and mixed-signalWi-Fi products.
The decrease in gross profit in fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily the result of an unfavorable product mix, lower unit volumes, and lower average selling prices.prices, and an increase in costs associated with facility consolidation and closure, partially offset by higher unit volumes.
The increase in research and development expenses in fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily related to increases in certain headcount-related expensesexpenses, including share-based compensation and costs for engineering prototypes as a result of our increased investment in developing new technologies and products, partially offset by a decrease in share-based compensation expense and a decrease in depreciation expense as a result of extending the useful lives of certain machinery and equipment. For information regarding this change in accounting estimate, see Note 2 to Item 8 of this Annual Report on Form 10-K.products.
The decreaseincrease in selling, general, and administrative expenses in fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily related to aincreases gainin onheadcount-related theexpenses, saleincluding ofshare-based property, plant,compensation and equipment, a decreaseincreases in professional services costs, and a decrease in share-based compensation expense.costs.
Amortization of intangible assets was consistent in fiscal 2025, as compared to fiscal 2024.
The decrease in amortization expense in fiscal 2024, as compared to fiscal 2023, was primarily due to certain intangible assets that were acquired in prior fiscal years reaching the end of their useful lives.
Restructuring, Impairment, Restructuring, and Other Charges
Impairment, restructuring, and other charges in fiscal 2024 were primarily due to the abandonment or delay of previously capitalized in-process research and development (“IPR&D”) projects of $147.9 million and employee severance costs.
Impairment,Restructuring, restructuring,impairment, and other charges in fiscal 20232025 werewas primarily due to employeecertain management severance costs andincurred impairmentin chargesconnection onwith divestedChief assets.Executive Officer transition.
Restructuring, impairment, and other charges in fiscal 2024 was primarily due to the abandonment or delay of previously capitalized in-process research and development (“IPR&D”) projects of $147.9 million and employee severance costs.
The decrease in interest expense in fiscal 2024,2025, as compared to fiscal 2023,2024, was due to certain debt repayments in prior periods that reduced the amount of outstanding indebtedness.
Other Income (Expense),Income, Net
We recorded a provision for income taxes of $49.6 million (which consisted of a benefit of $35.5 million and a provision of $0.1 million related to United States federal and state income taxes, respectively, and a provision of $85.0 million related to foreign income taxes) and $40.4 million (which consisted of benefits of $41.5 million and $0.3 million related to United States federal and state income taxes, respectively, and a provision of $82.2 million related to foreign income taxes) and $96.0 million (which consisted of $62.0 million and $34.0 million related to United States and foreign income taxes, respectively) in fiscal 20242025 and fiscal 2023,2024, respectively.
The decreaseincrease in income tax expense in fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily due to lowerhigher incomeforeign fromtaxes operationsincluding the tax impact of remeasuring existing net deferred tax liabilities in Singapore and a higherlower proportionForeign-Derived ofIntangible foreignIncome income(“FDII”) compared to domestic,benefit, partially offset by a decrease in theGlobal benefitIntangible fromLow-Taxed foreign-derived intangible income (“FDII”), an increase in tax expense related to a change in the reserve for uncertain tax positions, and an increase in the tax on global intangible low-taxed incomeIncome (“GILTI”), net of foreign tax credits and an increase in research and development credits.
FutureIn changesDecember in tax laws could arise related to2021, the Organization for Economic Co-operation and Development’s (“OECD”) Inclusive Framework on Base Erosion and Profit Shifting (“BEPS”) Projectreleased ofGlobal theAnti-Base OECD,Erosion including(“GloBE”) rules under Pillar One and Pillar Two; the European Commission’s “state aid” investigations; enactment of a global corporate minimum tax; and other developments that could have an adverse effect on the taxation of our business, including reducing the availability of tax credits and payment of higher income taxes.Two. Many countries have implemented laws based on Pillar TwoTwo, which will bebecame effective for us beginning in fiscal year2025. The tax impact associated with Pillar Two was immaterial to the financial statements for fiscal 2025. We continue to evaluate the impact of proposed and enacted legislative changes to our effective tax rate as new guidance becomes available.
In July 2025, the U.S. government enacted the One Big Beautiful Bill Act (“OBBBA”). The OBBBA did not have a material impact to the financials for fiscal 2025. We continue to evaluate the impact of the OBBBA on our business for future periods.
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 $31.7$523.9 million decrease in cash provided by operating activities for fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily related to lowera net income, partially offset by favorable changesdecrease in working capital of $402.9$370.7 million, due primarily to a decrease in inventory and accounts receivable.receivable, and lower net income.
Cash used in investing activities consists primarily of cash paid to purchase marketable securities, capital expenditures, and cash paid to acquire intangible assets, and cash paid to purchase marketable securities,partially offset by cash received related to the sale or maturity of marketable securities. The $131.5$121.9 million increasedecrease in cash used in investing activities for fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily related to aan decreaseincrease of $207.5$531.8 million in salesthe sale or maturity of marketable securities, partially offset by aan decreaseincrease of $17.9$362.6 million in purchases of marketable securities and aan decreaseincrease of $53.3$38.0 million in cash used for capital expenditures.
Cash used in financing activities consists primarily of cash transactions related to equity and proceeds and payments related to our long-term borrowings and cash transactions related to equity.borrowings. The $660.2$455.1 million decreaseincrease in cash used in financing activities for fiscal 2024,2025, as compared to fiscal 2023,2024, was primarily related to an increase of $752.9 million in share repurchases, partially offset by a decrease of $600.0$300.0 million for the repayment of debt and a decrease of $98.0 million in stock repurchase activity, partially offset by an increase of $33.9 million in dividend payments.debt.
Cash, cash equivalents, and marketable securities totaled $1,574.1$1,388.4 million as of SeptemberOctober 27,3, 2024,2025, representing ana increasedecrease of $835.6$185.7 million from September 29,27, 2023.2024.
We have outstanding $500.0 million of Notes Due 2026 and $500.0 million of Notes Due 2031.2031 (the “Notes”). During fiscal 2024, 2023,2024 and 2022,2023, we repaid $300.0 million, $900.0 million,million and $50.0$900.0 million of outstanding borrowings, respectively. We have a Revolving Credit Agreement (the “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 SeptemberOctober 27,3, 2024,2025, there were no borrowings outstanding under the revolving credit facility (the “Revolver”). The Revolving Credit Agreement expires July 26, 2026.
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.
What changed in the latest 10-Q
Risk Factors
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.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
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. Each party has certified substantial compliance with the Second Request, and the parties are working cooperatively with FTC staff to conclude the investigation.see in full comparison
“On May 20, 2026, we commenced exchange offers to exchange each series of the Qorvo Notes Tranche notes for new senior notes of the Company. In connection with the exchange offers, we also commenced the solicitation of consents for proposed amendments to the applicable indenture governing each series of the Qorvo Notes Tranche notes. Pursuant to the exchange offers, holders may exchange their Qorvo Notes Tranche notes for newly issued Skyworks senior notes having substantially similar terms. …”see in full comparison
Cashsee in full comparisonprovidedusedbyin investing activities consists primarily of cash paid to make capital expenditures, purchase marketable securities, and acquire intangible assets, partially offset by cash received related to the sale or maturity of marketablesecurities, partially offset by cash paid to purchase marketable securities, capital expenditures, and cash paid to acquire intangible assets.securities. The$72.2$64.5 millionincreasedecrease in cashprovidedusedbyin investing activities during thesixnine months endedAprilJuly 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of$252.3$387.3 million in purchases of marketable securities, partially offset by a decrease of$114.9$241.2 million in the sale or maturity of marketable securities and an increase of$61.4$87.0 million in capitalexpenditures purchases.expenditures.
“The decrease in income tax expense for the nine months ended July 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily due to lower foreign taxes, partially offset by an increase in share-based compensation shortfalls, uncertain tax positions, transaction costs related to the pending transaction with Qorvo, and a lower foreign-derived intangible income deduction benefit.”see in full comparison
The decrease in net revenue for the threesee in full comparisonand sixmonths endedAprilJuly 3, 2026, as compared with the correspondingperiodsperiod 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 automotive and data center products. During the nine months ended July 3, 2026, the decrease in net revenue was additionally offset by an increase in demand for our Wi-Fi products.
Cash used in financing activities consists primarily of cash transactions related to equity and proceeds and payments related to our long-term borrowings. Thesee in full comparison$501.4$331.5 million decrease in cash used in financing activities during thesixnine months endedAprilJuly 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of$492.5$822.7 million in share repurchases, net of excise tax paid, and a decrease of$9.9$6.9 million in dividendpayments.payments, partially offset by an increase of $500.0 million for the repayment of debt.
Full comparison: every changed paragraph (31)
Three and SixNine Months Ended AprilJuly 3, 2026, and MarchJune 28,27, 2025
The Mergers, which we are anticipatedincreasingly tohopeful will close earlywithin inthe calendar year 2027,year, 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. There can be no assurances that the closing will occur on this timeline.
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. Each party has certified substantial compliance with the Second Request, and the parties are working cooperatively with FTC staff to conclude the investigation.
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. Depending on market conditions, we mayanticipate choose to opportunistically put in place theraising financing for the transactions contemplated by the Merger Agreement well in advance of any expected closing, including to partially pay the cash portion of the consideration to be paid to Qorvo stockholders and to pay fees and expenses, as well as potential transactions to refinance and/or exchange Qorvo’s senior notes.expenses. 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 AprilJuly 3, 2026, Goldman Sachs Bank USA has committed to provide up to $1,500.0 million of senior unsecured bridge term loans.
On May 20, 2026, we commenced exchange offers to exchange each series of the Qorvo Notes Tranche notes for new senior notes of the Company. In connection with the exchange offers, we also commenced the solicitation of consents for proposed amendments to the applicable indenture governing each series of the Qorvo Notes Tranche notes. Pursuant to the exchange offers, holders may exchange their Qorvo Notes Tranche notes for newly issued Skyworks senior notes having substantially similar terms. The exchange offers and related consent solicitations are conditioned upon, and expected to be settled following, the consummation of the Mergers. As of June 11, 2026, holders representing a majority of each series of the Qorvo Notes Tranche notes had validly tendered their notes and the requisite consents had been obtained to amend the related indentures. Upon completion of the Mergers, we would become obligated with respect to the outstanding amount of debt represented by the then outstanding Qorvo Notes Tranche notes, either through the issuance of new Skyworks notes pursuant to the exchange offers or the assumption of any then outstanding and unexchanged Qorvo Notes Tranche notes, in each case, subject to the final results of the exchange offers.
During the three months ended AprilJuly 3, 2026, the following key factors contributed to our overall results of operations, financial position, and cash flows:
•Net revenue decreased to $943.7$934.8 million for the three months ended AprilJuly 3, 2026, as compared to $953.2$965.0 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-Fiautomotive and data center products.
•Our ending cash, cash equivalents, and marketable securities balance decreased to $1,436.4$813.8 million. The decrease in cash, cash equivalents, and marketable securities during the three months ended AprilJuly 3, 2026 was primarily due to repayments of debt of $500.0 million, dividend payments of $106.8$106.9 million and capital expenditures of $82.3$87.1 million, partially offset by cash generated from operations of $50.3$70.4 million.
The decrease in net revenue for the three and six months ended AprilJuly 3, 2026, as compared with the corresponding periodsperiod 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 automotive and data center products. During the nine months ended July 3, 2026, the decrease in net revenue was additionally offset by an increase in demand for our Wi-Fi products.
The decrease in gross profit for the three and sixnine months ended AprilJuly 3, 2026, as compared with the corresponding periods in fiscal 2025, was primarily the result of unfavorable product mix, partially offset by higher unit volumes.
The increase in research and development expenses for the three and sixnine months ended AprilJuly 3, 2026, as compared with the corresponding periods in fiscal 2025, was primarily related to increases in headcount-related expenses, including share-based compensation,expenses as a result of our increased investment in developing new technologies and products.
The increase in selling, general, and administrative expenses for the three and sixnine months ended AprilJuly 3, 2026, as compared with the corresponding periods 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.expenses, including share-based compensation.
Restructuring, impairment, and other charges for the three and sixnine months ended AprilJuly 3, 2026, was primarily due to costs associated with facility consolidation and closure.
Restructuring, impairment, and other charges for the three and sixnine months ended MarchJune 28,27, 2025, was primarily due to charges incurred in connection with the transition of our chief executive officer.
InterestThe decrease in interest expense was consistent for the three and sixnine months ended AprilJuly 3, 2026, as compared with the corresponding periods in fiscal 2025.2025, was due to debt repayments that reduced the amount of outstanding indebtedness.
The decrease in other income, net for the three and sixnine months ended AprilJuly 3, 2026, as compared with the corresponding periods in fiscal 2025, was primarily due to a decrease in interest income generated from cash, cash equivalents, and marketable securities.
We recorded a provision for income taxes of $9.8$14.9 million and $40.2$55.2 million for the three and sixnine months ended AprilJuly 3, 2026, respectively.
The decreaseincrease in income tax expense for the three and six months ended AprilJuly 3, 2026, as compared with the corresponding periodsperiod in fiscal 2025, was primarily due to lower foreign taxes, partially offset by share-based compensation shortfalls, uncertain tax positions, transaction costs related to the pending transaction with Qorvo,Qorvo and auncertain lowertax FDII benefit.positions.
The decrease in income tax expense for the nine months ended July 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily due to lower foreign taxes, partially offset by an increase in share-based compensation shortfalls, uncertain tax positions, transaction costs related to the pending transaction with Qorvo, and a lower foreign-derived intangible income deduction benefit.
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 and sixnine months ended AprilJuly 3, 2026 and MarchJune 28,27, 2025, respectively.2025. 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 and sixnine months ended AprilJuly 3, 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 newimpact law,of various tax laws, other factors such as changes from its business operations, financial results and forecasts, and interrelated items.
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 $340.8$584.6 million decrease in cash provided by operating activities during the sixnine months ended AprilJuly 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease in cash inflows as a result of changes to working capital (net of cash) of $199.7$386.9 million, due primarily to inventory and lower net income.
Cash providedused byin investing activities:
Cash providedused byin investing activities consists primarily of cash paid to make capital expenditures, purchase marketable securities, and acquire intangible assets, partially offset by 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.securities. The $72.2$64.5 million increasedecrease in cash providedused byin investing activities during the sixnine months ended AprilJuly 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $252.3$387.3 million in purchases of marketable securities, partially offset by a decrease of $114.9$241.2 million in the sale or maturity of marketable securities and an increase of $61.4$87.0 million in capital expenditures purchases.expenditures.
Cash used in financing activities consists primarily of cash transactions related to equity and proceeds and payments related to our long-term borrowings. The $501.4$331.5 million decrease in cash used in financing activities during the sixnine months ended AprilJuly 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $492.5$822.7 million in share repurchases, net of excise tax paid, and a decrease of $9.9$6.9 million in dividend payments.payments, partially offset by an increase of $500.0 million for the repayment of debt.
Cash, cash equivalents, and marketable securities totaled $1,436.4$813.8 million as of AprilJuly 3, 2026, representing ana increasedecrease of $48.0$574.6 million from October 3, 2025.
We have outstanding $500.0 million of 3.00% Senior Notes Duedue 20262031. andDuring the three months ended July 3, 2026, we repaid $500.0 million of 1.80% Senior Notes Duedue 2031 (the “Notes”).2026. We have a Revolving Credit Agreement under which we may borrow up to $750.0 million for general corporate purposes and working capital. As of AprilJuly 3, 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, 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. As of AprilJuly 3, 2026, Goldman Sachs Bank USA has committed to provide up to $1,500.0 million of senior unsecured bridge term loans. Depending on market conditions, we may choose to opportunistically put in place the financing for the transactions contemplated by the Merger Agreement well in advance of any expected closing, including to partially pay the cash portion of the consideration to be paid to Qorvo stockholders and to pay fees and expenses, as well as potential transactions to refinance and/or exchange 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), sharestock 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. For additional discussion regarding our stock repurchase program, refer to Note 10 of the Notes to Consolidated Financial Statements.
SWKS insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-10-05 | Clemmer Richard L |
Grant/award | 6,153 | — | — |
| 2026-10-05 | Bruggeworth Robert A |
Grant/award | 409,175 | — | — |
| 2026-10-05 | Bruggeworth Robert A |
Shares withheld for tax | 149,555 | $83.91 | $12.5M |
| 2026-10-05 | Givens Jason K |
Grant/award | 42,311 | — | — |
| 2026-10-05 | Givens Jason K |
Shares withheld for tax | 3,909 | $83.91 | $328.0K |
| 2026-10-05 | Koopmans Chris |
Grant/award | 5,913 | — | — |
| 2026-09-08 | Carter Philip Matthew |
Shares withheld for tax | 5,046 | $75.38 | $380.4K |
| 2026-09-08 | Carter Philip Matthew |
Option exercise | 9,917 | — | — |
| 2026-05-14 | Turcke Maryann |
Option exercise | 3,664 | — | — |
| 2026-05-14 | Schriesheim Robert A |
Option exercise | 3,664 | — | — |
| 2026-05-14 | David P Mcglade |
Option exercise | 3,664 | — | — |
| 2026-05-14 | Mcbride Suzanne E. |
Option exercise | 3,664 | — | — |
| 2026-05-14 | King Christine |
Option exercise | 4,071 | — | — |
| 2026-05-14 | Guerin Eric |
Option exercise | 3,664 | — | — |
| 2026-05-14 | Beebe Kevin L |
Option exercise | 3,664 | — | — |
| 2026-05-14 | Batey Alan S. |
Option exercise | 3,664 | — | — |
Well-known investors holding SWKS (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Two Sigma Investments | 2026-06-30 | 2,146,126 | $145.5M | 0.11% | Reduced 38% |
| AQR Capital Management (Cliff Asness) | 2026-06-30 | 618,287 | $41.9M | 0.01% | Reduced 65% |
| Gotham Asset Management (Joel Greenblatt) | 2026-06-30 | 388,065 | $26.3M | 0.06% | Reduced 45% |
| Millennium Management (Israel Englander) | 2026-06-30 | 160,278 | $10.9M | 0.01% | Added 5% |
| D. E. Shaw & Co. | 2026-06-30 | 72,310 | $4.9M | 0.0% | Added 339% |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 72,297 | $4.9M | 0.0% | Reduced 90% |