01—Abstract
Summary
Summary of the 10-K/A filed January 30, 2026. Cited figures are marked; the original filing is the authoritative source.
This Part III amendment to Skyworks Solutions, Inc.'s annual report (Form 10-K/A, filed January 30, 2026) does not contain financial statements.
It covers governance, executive compensation, security ownership, related-party transactions and auditor fees for fiscal year 2025, which ended October 3, 2025. Philip G. Brace has served as Chief Executive Officer and President and a director since February 2025, succeeding Liam K.
Griffin. Philip Carter became Senior Vice President and Chief Financial Officer effective September 8, 2025, after Robert A. Schriesheim served as Interim Chief Financial Officer from May 2025.
The filing reports that fiscal 2025 revenue was $4,087 milliona and non-GAAP operating income was $995 million, against Incentive Plan targets of $4,000 million and $912 million. Executive short-term incentive payouts were set at 129% of target. Emerging revenue growth of 24% led to 200% achievement of target shares on that metric.
Shareholders approved the say-on-pay proposal with about 91% of votes cast. The FY23 PSAs' three-year TSR was -20%, ranking at the 15th percentile, so those TSR shares were cancelled. KPMG LLP's total fees were $3,336,000b for fiscal 2025, versus $3,746,034 for fiscal 2024.
Beneficial ownership was reported as of January 26, 2026, with 149,935,620 shares outstanding. The Vanguard Group held 13.8% and BlackRock 11.3%. The filing also details a new CEO inducement package, including a 455,028-share stock-price-hurdle PSA tied to a base price of $65.63714c.
02—Key points
Key Highlights
- Leadership transition: Philip G. Brace became CEO and President effective February 17, 2025, and Christine King serves as Chairman of the Board.
- CFO change: Philip Carter was appointed Senior Vice President and CFO effective September 8, 2025, after an interim period led by Robert A. Schriesheim.
- Fiscal 2025 performance: The filing reports revenue of $4,087 million and non-GAAP operating income of $995 million, both above the Incentive Plan target levels of $4,000 million and $912 million.
- Incentive payouts: Executive short-term incentive awards were 129% of target, and the Committee did not exercise discretion.
- Stockholder support: Approximately 91% of votes cast approved the say-on-pay proposal at the 2025 Annual Meeting.
- Weak relative TSR: The FY23 PSAs' three-year TSR of -20% ranked at the 15th percentile, so the TSR-based shares were cancelled.
- Auditor fees: KPMG LLP billed total fees of $3,336,000 for fiscal 2025, down from $3,746,034 for fiscal 2024.
03—One dollar
Follow one dollar
Of each $1.00 of revenue in FY2025, Skyworks Solutions kept $0.12.
- Revenue$4.09B100.0%
- Cost of revenue−$2.40B58.8%
- Gross profit$1.68B41.2%
- Operating costs−$1.18B28.9%
- Operating income$500.0M12.2%
- Interest, other & tax−$22.9M0.6%
- Net income$477.1M11.7%
Where FY2025 revenue went
$4.09B- Cost of revenue: $2.40B, 59% of revenue
- R&D: $785.5M, 19% of revenue
- Net income: $477.1M, 12% of revenue
- SG&A: $371.5M, 9.1% of revenue
- Other operating costs: $25.1M, 0.6% of revenue
- Interest, other & tax: $22.9M, 0.6% of revenue
Kept 12% as net incomeOther operating costs $25.1M · 0.6%Interest, other & tax $22.9M · 0.6%
Full revenue history →04—Financials
Financial Highlights
Figures from 10-K/AFY2025filed January 30, 2026Financial Statements
FY2025 against FY2024
| Line item | FY2025FY2024 | Change |
|---|---|---|
| Revenue | $4.09B$4.18B | −2.2% |
| Cost of Revenue | $2.40B$2.46B | −2.1% |
| Gross Profit | $1.68B$1.72B | −2.2% |
| R&D Expenses | $785.50M$631.70M | +24.3% |
| SG&A Expenses | $371.50M$300.80M | +23.5% |
| Operating Expenses | $1.18B$1.08B | +9.1% |
| Operating Income | $500.00M$637.40M | −21.6% |
| Interest Expense | $27.10M$30.70M | −11.7% |
| Net Income | $477.10M$596.00M | −19.9% |
| EPS (Basic) | $3.09$3.72 | −16.9% |
| EPS (Diluted) | $3.08$3.69 | −16.5% |
| Shares Outstanding (Basic) | 154.40M160.10M | −3.6% |
| Shares Outstanding (Diluted) | 155.10M161.50M | −4.0% |
05—Questions
Frequently Asked Questions
Who are the company's key executives and directors?
Philip G. Brace serves as Chief Executive Officer, President and director. Christine King is Chairman of the Board. Philip Carter is Senior Vice President and Chief Financial Officer, and Robert J. Terry is Senior Vice President, General Counsel and Secretary. Eight of the nine directors are independent under Nasdaq Rules.
How was executive pay tied to performance in fiscal 2025?
Short-term incentives were tied to revenue and non-GAAP operating income, each weighted at 50%. Revenue of $4,087 million and non-GAAP operating income of $995 million produced an award of 129% of target. Long-term PSAs were tied to emerging revenue growth, three-year EBITDA margin percentile ranking, and three-year TSR percentile ranking.
What is notable about the CEO's compensation package?
Brace received a new-hire PSA for 455,028 shares that vests only if stock price hurdles are met, starting at a 25% increase over a $65.63714 base price and rising to a 150% increase. The filing reports a CEO pay ratio of 748 times the median employee's total compensation.
Who are the largest stockholders?
As of January 26, 2026, The Vanguard Group held 20,714,323 shares (13.8%), BlackRock held 16,885,842 shares (11.3%), and Pzena Investment Management held 12,321,597 shares (8.2%). All directors and executive officers as a group held 324,925 shares, which is less than 1%.
What changes did the board make to executive pay in response to shareholder feedback?
For fiscal 2025 PSA grants, the performance and vesting period for the EBITDA margin percentile ranking metric was extended from two years to three years. Outreach to 19 institutional stockholders representing about 60% of shares outstanding was conducted after the 2025 Annual Meeting.
06—Continue