SWKS SKYWORKS SOLUTIONS, INC.
Price Chart
Executive Summary
Skyworks Solutions held its 2026 annual meeting on May 13, 2026. Stockholders approved the 2026 Long-Term Incentive Plan authorizing 8 million additional shares, but rejected an advisory vote on executive compensation (50.1% against) and all four supermajority charter amendments. All nine director nominees were elected, though three incumbents received over 16% withhold votes, signaling significant shareholder dissent.
Actionable Insight
The failed Say-on-Pay vote (50.1% against) combined with >16% withhold votes on three directors signals elevated shareholder discontent, likely related to the pending Qorvo merger and recent CEO/CFO changes flagged in the prior proxy. The 8M share LTIP authorization creates modest dilution overhang. Monitor for potential activist escalation or board refreshment ahead of the merger close. Supermajority charter amendments failing as a block keeps poison-pill-style defenses intact, providing minor takeover protection.
Key Facts
- Stockholders approved the 2026 Long-Term Incentive Plan (87.1M for, 21.7M against), authorizing 8 million additional shares
- Advisory Say-on-Pay vote failed: 54.2M for vs 54.5M against (50.1% against) — unusual rejection
- Three directors received >16% withhold votes: Alan S. Batey (16.5% against), Kevin L. Beebe (16.0%), Christine King (15.6%)
- All four supermajority charter amendments failed to achieve required 66.67% approval despite >99% votes in favor among shares voted (quorum needed supermajority of all outstanding shares)
- KPMG ratified as auditor with 92.6% support; greenhouse gas proposal rejected (83.4% against)
- Proxy fight context from prior DEFA14A (April 27, 2026) — contested election dynamics confirmed by dissident vote totals
Financial Impact
Up to 8 million new shares authorized under 2026 LTIP — potential dilution of approximately 0.5% based on current outstanding shares (no exact share count stated in filing)
Risk Factors
- Shareholder activism risk elevated after Say-on-Pay rejection and significant withhold votes on three directors
- Supermajority provisions remain in place, limiting ability to act quickly on M&A or governance changes
- Potential for further proxy contests or dissident director nominations at next annual meeting
- Vote results may pressure board to accelerate board refreshment or modify executive compensation structure
Market Snapshot
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0000004127-26-000031 |
| Document: 0000004127-26-000031-index-headers.html | 0000004127-26-000031 |
| Document: 0000004127-26-000031-index.html | 0000004127-26-000031 |
| Document: 0000004127-26-000031.txt | 0000004127-26-000031 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
|
Jun 12, 2026
3d ago
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8-K
| $72.75 awaiting T+5 | awaiting T+5 | — | $73.97 (+1.68%) |
|
Jun 12, 2026
3d ago
|
Press Release
| $72.75 awaiting T+5 | awaiting T+5 | — | $73.97 (+1.68%) |
|
Jun 1, 2026
14d ago
|
EFFECT
| $74.98 $73.57 | ▼ −1.87% | ▲ +0.88% | $73.97 (−1.34%) |
|
May 20, 2026
25d ago
|
Press Release
| $73.45 $77.75 | ▲ +5.85% | ▲ +4.01% | $73.97 (+0.71%) |
|
May 19, 2026
26d ago
|
8-K
| $74.02 $81.38 | ▲ +9.94% | ▲ +8.14% | $73.97 (−0.06%) |
|
May 5, 2026
5w ago
|
8-K
| $64.36 $66.31 | ▲ +3.04% | ▲ +1.91% | $73.97 (+14.94%) |
|
Apr 27, 2026
7w ago
|
DEFA14A
| $62.07 $68.85 | ▲ +10.92% | ▲ +10.52% | $73.97 (+19.18%) |
|
Apr 21, 2026
7w ago
|
Press Release
| $59.67 $60.95 | ▲ +2.15% | ▲ +1.06% | $73.97 (+23.98%) |
|
Apr 3, 2026
10w ago
|
DEFA14A
| $55.96 $56.45 | ▲ +0.88% | ▼ −3.26% | $73.97 (+32.20%) |
US Market Status
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