What changed in this filing

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Item 1. Financial Statements

2025-08-05 compared with 2025-05-07 · 144 added, 118 removed, 428 unchanged (38% of the section changed)

3 unchanged sentences

(Unaudited, in millions, except per share amounts)

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Net revenue $ 965.0 $ 905.5 $ 2,986.7 $ 3,153.0

5 unchanged sentences

Amortization of intangibles 0.2 0.2 0.7 0.7

Restructuring, impairment, and other charges (benefits) 19.6 ( 0.3 ) 21.1 15.9

Restructuring, impairment, and other charges 1.5 1.6 22.6 17.5

Total operating expenses 290.4 233.7 845.6 713.0

16 unchanged sentences

(Unaudited, in millions)

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Net income $ 105.0 $ 120.9 $ 335.7 $ 535.5

Other comprehensive income (loss), net of tax:

Other comprehensive loss, net of tax:

Fair value of investments — — ( 0.1 ) —

5 unchanged sentences

(In millions, except per share amounts)

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Current assets:

17 unchanged sentences

Accrued compensation and benefits 146.6 127.9

Current portion of long-term debt 499.2 —

Other current liabilities 353.7 303.0

11 unchanged sentences

525.0 shares authorized;

153.6 shares issued and outstanding at March 28, 2025, and 159.9 shares issued and outstanding at September 27, 2024

148.4 shares issued and outstanding at June 27, 2025, and 159.9 shares issued and outstanding at September 27, 2024

Additional paid-in capital — 269.4

7 unchanged sentences

(Unaudited, in millions)

Six Months Ended

March 28, 2025 March 29, 2024

Nine Months Ended

June 27, 2025 June 28, 2024

Cash flows from operating activities:

29 unchanged sentences

Net cash used in financing activities ( 1,180.6 ) ( 719.5 )

Net increase in cash and cash equivalents 19.2 486.6

Net (decrease) increase in cash and cash equivalents ( 182.7 ) 544.6

Cash and cash equivalents at beginning of period 1,368.6 718.8

4 unchanged sentences

Incentives paid in common stock $ — $ 1.2

Non-cash investing in purchased intangibles, accrued but not paid $ 84.9 $ 21.7

Non-cash investing in capital expenditures, accrued but not paid $ 35.9 $ 34.3

21 unchanged sentences

153.6 $ 38.4 $ — $ 5,907.6 $ ( 5.7 ) $ 5,940.3

Net income — $ — $ — $ 105.0 $ — $ 105.0

Exercise and settlement of share-based awards, net of shares withheld for taxes — — ( 4.5 ) — — ( 4.5 )

Share-based compensation expense — — 49.0 — — 49.0

Repurchase of common stock ( 5.2 ) ( 1.3 ) ( 44.5 ) ( 287.6 ) — ( 333.4 )

Dividends declared — — — ( 103.9 ) — ( 103.9 )

Balance at June 27, 2025

148.4 $ 37.1 $ — $ 5,621.1 $ ( 5.7 ) $ 5,652.5

Balance at September 29, 2023

13 unchanged sentences

160.4 $ 40.1 $ 252.2 $ 6,072.6 $ ( 5.7 ) $ 6,359.2

Net income — $ — $ — $ 120.9 $ — $ 120.9

Exercise and settlement of share-based awards, net of shares withheld for taxes 0.1 — ( 1.0 ) — — ( 1.0 )

Share-based compensation expense — — 43.8 — — 43.8

Repurchase of common stock ( 0.8 ) ( 0.2 ) ( 77.2 ) — — ( 77.4 )

Dividends declared — — — ( 109.1 ) — ( 109.1 )

Balance at June 28, 2024

159.7 $ 39.9 $ 217.8 $ 6,084.4 $ ( 5.7 ) $ 6,336.4

See accompanying Notes to Consolidated Financial Statements.

17 unchanged sentences

The fiscal year ended on September 27, 2024 consisted of 52 weeks (“fiscal 2024”).

The three and six months ended March 28, 2025, and March 29, 2024, each consisted of 13 weeks and 26 weeks, respectively.

The three and nine months ended June 27, 2025, and June 28, 2024, each consisted of 13 weeks and 39 weeks, respectively.

Recently Issued Accounting Pronouncements

20 unchanged sentences

Net revenue by geographic area is as follows (in millions):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

United States $ 724.7 $ 658.5 $ 2,295.5 $ 2,422.8

China 64.6 76.9 128.9 156.8

Taiwan 75.8 80.7 195.6 226.1

China 64.6 75.9 193.7 232.7

South Korea 45.5 52.9 140.0 158.1

3 unchanged sentences

Net revenue by sales channel is as follows (in millions):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Distributors $ 816.8 $ 767.1 $ 2,590.2 $ 2,745.0

6 unchanged sentences

Current Noncurrent

March 28, 2025 September 27, 2024 March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024 June 27, 2025 September 27, 2024

Treasury and government securities $ 53.1 $ 39.0 $ 18.8 $ 11.1

3 unchanged sentences

The contractual maturities of noncurrent available-for-sale marketable securities were within two years or less of issuance of the applicable securities.

Neither gross unrealized gains and losses nor realized gains and losses were material as of March 28, 2025, or September 27, 2024.

Neither gross unrealized gains and losses nor realized gains and losses were material as of June 27, 2025, or September 27, 2024.

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

5 unchanged sentences

Assets and liabilities recorded at fair value on a recurring basis consisted of the following (in millions):

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Fair Value Measurements Fair Value Measurements

4 unchanged sentences

Total assets at fair value $ 1,336.7 $ 1,179.6 $ 157.1 $ — $ 1,574.1 $ 1,235.6 $ 338.5 $ —

(1) Cash equivalents included in Levels 1 and 2 consist of money market funds, corporate bonds and notes, and U.S.

(1) Cash equivalents included in Levels 1 and 2 consist of money market funds, municipal bonds, corporate bonds and notes, and U.S.

Treasury and government securities purchased with less than ninety days until maturity.

1 unchanged sentence

The Company’s non-financial assets and liabilities, such as goodwill, intangible assets, and other long-lived assets resulting from business combinations, are measured at fair value using income approach valuation methodologies at the date of acquisition and are subsequently re-measured if there are indicators of impairment.

There were no indicators of impairment identified during the three and six months ended March 28, 2025.

During the three months ended March 29, 2024, there were no indicators of impairment identified.

During the six months ended March 29, 2024, the Company recorded an impairment charge of $ 16.1 million related to the abandonment of a previously capitalized in-process research and development (“IPR&D”) project recorded within restructuring, impairment, and other charges (benefits).

There were no indicators of impairment identified during the three and nine months ended June 27, 2025.

During the three and nine months ended June 28, 2024, the Company recorded impairment charges of $ 0.7 million and $ 16.8 million, respectively.

The impairment charges for the nine months ended June 28, 2024 primarily related to the abandonment of a previously capitalized in-process research and development (“IPR&D”) project recorded within restructuring, impairment, and other charges.

Fair Value of Debt

2 unchanged sentences

The carrying amount and estimated fair value of debt consists of the following (in millions):

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value

3 unchanged sentences

Inventory consists of the following (in millions):

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Raw materials $ 37.2 $ 30.3

4 unchanged sentences

Property, plant, and equipment, net consists of the following (in millions):

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Land and improvements $ 11.9 $ 11.9

7 unchanged sentences

GOODWILL AND INTANGIBLE ASSETS

There were no changes to the carrying amount of goodwill during the three and six months ended March 28, 2025.

There were no changes to the carrying amount of goodwill during the three and nine months ended June 27, 2025.

The Company tests its goodwill and its indefinite-lived intangible assets for impairment annually as of the first day of its fourth fiscal quarter and in interim periods if certain events occur indicating the carrying value may be impaired.

There were no indicators of goodwill and IPR&D impairment noted during the three and six months ended March 28, 2025.

Refer to Note 4 for a discussion of an IPR&D impairment of $ 16.1 million during the six months ended March 29, 2024.

There were no indicators of IPR&D impairment noted during the three months ended March 29, 2024.

There were no indicators of goodwill and IPR&D impairment noted during the three and nine months ended June 27, 2025.

Refer to Note 4 for a discussion of an IPR&D impairment of $ 16.1 million during the nine months ended June 28, 2024.

There were no indicators of IPR&D impairment noted during the three months ended June 28, 2024.

Intangible assets consist of the following (in millions):

Period (Years) March 28, 2025 September 27, 2024

Period (Years) June 27, 2025 September 27, 2024

Developed technology and other 6.4 $ 1,388.6 $ ( 640.6 ) $ 748.0 $ 1,379.6 $ ( 540.7 ) $ 838.9

3 unchanged sentences

Fully amortized intangible assets are eliminated from both the gross and accumulated amortization amounts in the first quarter of each fiscal year.

During each of the three and six months ended March 28, 2025, $ 24.7 million of IPR&D assets were transferred to definite-lived intangible assets, and are being amortized over their useful lives of 8 years.

During each of the three and six months ended March 29, 2024, $ 55.7 million of IPR&D assets were transferred to definite-lived intangible assets, and are being

amortized over their useful lives of 8 years.

Amortization expense related to definite-lived intangible assets was $ 45.6 million and $ 94.0 million for the three and six months ended March 28, 2025, respectively, primarily recorded within cost of goods sold.

Amortization expense related to definite-lived intangible assets was $ 45.5 million and $ 93.6 million for the three and six months ended March 29, 2024, respectively, primarily recorded within cost of goods sold.

During the nine months ended June 27, 2025, $ 24.7 million of IPR&D assets were transferred to definite-lived intangible assets, and are being amortized over their useful lives of 8 years.

During the three months ended June 28, 2024, $ 33.4 million of IPR&D assets were transferred to definite-lived intangible assets, and are being amortized over their useful lives

During the nine months ended June 28, 2024, $ 89.1 million of IPR&D assets were transferred to definite-lived intangible assets, of which $ 33.4 million is being amortized over their useful lives of 12 years and $ 55.7 million is being amortized over their useful lives of 8 years.

Amortization expense related to definite-lived intangible assets was $ 45.8 million and $ 139.8 million for the three and nine months ended June 27, 2025, respectively, primarily recorded within cost of goods sold.

Amortization expense related to definite-lived intangible assets was $ 46.0 million and $ 139.6 million for the three and nine months ended June 28, 2024, respectively, primarily recorded within cost of goods sold.

Annual amortization expense for the next five fiscal years related to definite-lived intangible assets, excluding IPR&D, is expected to be as follows (in millions):

2 unchanged sentences

The provision for income taxes consists of the following components (in millions):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

United States income taxes $ 7.4 $ ( 4.6 ) $ 22.5 $ 7.5

Foreign income taxes 26.3 14.2 39.6 22.5

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Provision for income taxes $ 7.0 $ 12.5 $ 69.0 $ 42.5

Effective tax rate 6.3 % 9.4 % 17.0 % 7.4 %

The difference between the Company’s effective tax rate and the 21.0 % United States federal statutory rate for the three and six months ended March 28, 2025 and March 29, 2024 resulted primarily from foreign earnings taxed at rates lower than the federal statutory rate, a benefit from foreign-derived intangible income deduction (“FDII”), and research and experimentation and foreign tax credits earned, partially offset by a tax on global intangible low-taxed income (“GILTI”), and tax expense related to share-based compensation shortfalls.

In addition to the aforementioned factors, the Company’s effective tax rate was higher than the 21.0 % United States federal statutory rate for the three and six months ended March 28, 2025, due to the remeasurement of existing net deferred tax liabilities in Singapore.

The difference between the Company’s effective tax rate and the 21.0 % United States federal statutory rate for the three and nine months ended June 27, 2025 and June 28, 2024 resulted primarily from foreign earnings taxed at rates lower than the federal statutory rate, a benefit from foreign-derived intangible income deduction (“FDII”), and research and experimentation and foreign tax credits earned, partially offset by a tax on global intangible low-taxed income (“GILTI”) and tax expense related to share-based compensation shortfalls.

In August 2022, the U.S.

1 unchanged sentence

The Company was subject to the provisions of CAMT beginning in fiscal 2024.

CAMT had no impact to the Company’s consolidated financial statements during the three and six months ended March 28, 2025 and March 29, 2024.

CAMT had no impact to the Company’s consolidated financial statements during the three and nine months ended June 27, 2025 and June 28, 2024, respectively.

In December 2021, the Organization for Economic Co-operation and Development’s (“OECD”) Inclusive Framework on Base Erosion and Profit Shifting (“BEPS”) released Global Anti-Base Erosion (“GloBE”) rules under Pillar Two.

Many countries have implemented laws based on Pillar Two which is effective for the Company beginning in fiscal 2025.

Pillar Two did not have a material impact on the Company's consolidated financial statements during the three and six months ended March 28, 2025.

Pillar Two did not have a material impact on the Company's consolidated financial statements during the three and nine months ended June 27, 2025.

In July 2025, the U.S.

government enacted the One Big Beautiful Bill Act (“OBBBA”).

The OBBBA contains numerous provisions, including the permanent extension or restoration of certain expiring corporate income tax provisions, originally introduced by the Tax Cuts and Jobs Act of 2017, and incremental modifications to the international tax framework.

Skyworks is currently evaluating the provisions of the OBBBA and its impact to the Company.

COMMITMENTS AND CONTINGENCIES

7 unchanged sentences

The Company monitors the status of legal proceedings and other contingencies on an ongoing basis to assess whether loss contingencies should be recognized and disclosed in its financial statements and footnotes.

The Company does not believe there are any pending legal proceedings that are reasonably possible to result in a material loss.

The Company is engaged in various legal actions in the normal course of business and, while there can be no assurances, the Company believes the outcome of all pending litigation involving the Company will not have, individually or in the aggregate, a material adverse effect on its business or financial statements.

Other than as described below, the Company does not believe there are any pending legal proceedings that are at least reasonably possible to result in a material loss.

On June 20, 2025, Denso Corporation filed patent infringement litigation against the Company in the U.S.

(United States District Court for the Central District of California) and Japan (Civil Division of the Osaka District Court).

Denso alleges that the Company has and is willfully infringing Denso’s U.S.

patent (7,758,979) and Japan patent (JP5190841), each relating to piezoelectric thin film.

Denso is seeking monetary damages, including enhanced damages, interest, fees and costs, and injunctive relief.

While the Company is unable to reasonably estimate a range for the ultimate outcome of these suits, the Company believes it has substantial defenses and intends to vigorously oppose the suits.

In addition to the above matter, the Company is engaged in various legal actions in the normal course of business and, while there can be no assurances, the Company believes the outcome of such pending legal actions will not have, individually or in the aggregate, a material adverse effect on its business or financial statements.

Guarantees and Indemnities

9 unchanged sentences

The Company purchases materials primarily pursuant to individual purchase orders, some of which have underlying master purchase agreements.

Some of these purchase commitments are cancellable, and some are non-cancelable, depending on the terms with each individual supplier.

Some of these purchase commitments are cancelable, and some are non-cancelable, depending on the terms with each individual supplier.

In the event of cancellation, the Company may be required to pay costs incurred through the date of cancellation or other fees.

3 unchanged sentences

Under these agreements, the Company has agreed to pay a combination of refundable deposits and prepayments to the suppliers in exchange for reserved manufacturing production capacity over the term of the agreemen ts.

As of March 28, 2025, deposits and prepayments under the long-term capacity reservation agreements were $ 148.6 million, with $ 126.2 million recorded within other current assets and $ 22.4 million recorded within other long-term assets.

As of June 27, 2025, deposits and prepayments under the long-term capacity reservation agreements were $ 90.4 million, with $ 69.4 million recorded within other current assets and $ 21.0 million recorded within other long-term assets.

As of September 27, 2024, deposits and prepayments under the long-term capacity reservation agreements were $ 167.8 million, with $ 144.7 million recorded within other current assets and $ 23.1 million recorded within other long-term assets.

1 unchanged sentence

Stock Repurchase and Retirement

On February 4, 2025, the Board of Directors approved a new stock repurchase program (“February 4, 2025 stock repurchase program”), pursuant to which the Company is authorized to repurchase up to $ 2.0 billion of its common stock from time to time through February 3, 2027 , on the open market or in privately negotiated transactions, in compliance with applicable securities laws and other legal requirements.

On February 4, 2025, the Board of Directors approved a stock repurchase program (“February 4, 2025 stock repurchase program”), pursuant to which the Company is authorized to repurchase up to $ 2.0 billion of its common stock from time to time through February 3, 2027 , on the open market or in privately negotiated transactions, in compliance with applicable securities laws and other legal requirements.

The February 4, 2025 stock repurchase program succeeds in its entirety the stock repurchase program approved by the Board of Directors on January 31, 2023 (“January 31, 2023 stock repurchase program”).

2 unchanged sentences

The Company currently expects to fund the February 4, 2025 stock repurchase program using the Company’s working capital.

During each of the three and six months ended March 28, 2025, the Company repurchased 7.4 million shares of its common stock for $ 504.3 million (including commissions and excise tax, as applicable), all of which shares were repurchased pursuant to the February 4, 2025 stock repurchase program.

As of March 28, 2025, approximately $ 1.5 billion remained available under the February 4, 2025 stock repurchase program.

During the three and six months ended March 29, 2024, the Company did not repurchase any shares of its common stock pursuant to the January 31, 2023 stock repurchase program.

On May 7, 2025 , the Company announced that the Board of Directors had declared a cash dividend on the Company’s common stock of $ 0.70 per share.

This dividend is payable on June 17, 2025 , to the Company’s stockholders of record as of the close of business on May 27, 2025 .

During the three months ended June 27, 2025, the Company repurchased 5.2 million shares of its common stock for $ 333.4 million (including commissions and excise tax, as applicable), all of which shares were repurchased pursuant to the February 4, 2025 stock repurchase program.

During the nine months ended June 27, 2025, the Company repurchased 12.6 million shares of its common stock for $ 837.7 million (including commissions and excise tax, as applicable), all of which shares were repurchased pursuant to the February 4, 2025 stock repurchase program.

As of June 27, 2025, approximately $ 1.2 billion remained available under the February 4, 2025 stock repurchase program.

During each of the three and nine months ended June 28, 2024, the Company repurchased 0.8 million shares of its common stock for $ 77.4 million (including commissions and excise tax, as applicable), all of which shares were repurchased pursuant to the January 31, 2023 stock repurchase program.

On August 5, 2025 , the Company announced that the Board of Directors had declared a cash dividend on the Company’s common stock of $ 0.71 per share.

This dividend is payable on September 16, 2025 , to the Company’s stockholders of record as of the close of business on August 26, 2025 .

Future dividends are subject to declaration by the Board of Directors.

5 unchanged sentences

Second quarter 0.70 110.6 0.68 109.1

Third quarter 0.70 103.9 0.68 109.1

Total dividends $ 2.10 $ 327.0 $ 2.04 $ 327.1

1 unchanged sentence

The following table summarizes the share-based compensation expense by line item in the Consolidated Statements of Operations (in millions):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Cost of goods sold $ 8.5 $ 5.7 $ 21.5 $ 26.1

1 unchanged sentence

Selling, general, and administrative 13.9 15.2 48.9 48.9

Restructuring, impairment, and other charges (benefits)

12.5 — 12.5 —

Restructuring, impairment, and other charges — — 12.5 —

Total share-based compensation $ 55.2 $ 42.7 $ 168.9 $ 142.1

1 unchanged sentence

The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share amounts):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Net income $ 105.0 $ 120.9 $ 335.7 $ 535.5

6 unchanged sentences

Basic earnings per share are calculated by dividing net income by the weighted average number of shares of the Company’s common stock outstanding during the period.

The calculation of diluted earnings per share includes the dilutive effect of equity-based awards that were outstanding during the three and six months ended March 28, 2025, and March 29, 2024, using the treasury stock method.

Shares issuable upon the vesting of performance stock awards are likewise included in the calculation of diluted earnings per share as of the date the condition(s) have been satisfied, assuming the end of the reporting period was the end

of the contingency period.

The calculation of diluted earnings per share includes the dilutive effect of equity-based awards that were outstanding during the three and nine months ended June 27, 2025, and June 28, 2024, using the treasury stock method.

Certain of the Company’s outstanding share-based awards, noted in the table above, were excluded because they were anti-dilutive, but they could become dilutive in the future.

1 unchanged sentence

Other current assets consist of the following (in millions):

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Prepaid expenses $ 198.4 $ 234.8

2 unchanged sentences

Other current liabilities consist of the following (in millions):

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Accrued customer liabilities $ 181.0 $ 192.2

16 unchanged sentences

RESULTS OF OPERATIONS

Three and Six Months Ended March 28, 2025, and March 29, 2024

Three and Nine Months Ended June 27, 2025, and June 28, 2024

The following table sets forth the results of our operations expressed as a percentage of net revenue:

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Net revenue 100.0 % 100.0 % 100.0 % 100.0 %

5 unchanged sentences

Amortization of intangibles — — — —

Restructuring, impairment, and other charges (benefits) 2.1 — 1.0 0.7

Restructuring, impairment, and other charges 0.2 0.2 0.8 0.6

Total operating expenses 30.1 25.8 28.3 22.6

7 unchanged sentences

We, together with our consolidated subsidiaries, are a leading developer, manufacturer and provider of analog and mixed-signal semiconductor products and solutions for numerous applications, including aerospace, automotive, broadband, cellular infrastructure, connected home, defense, entertainment and gaming, industrial, medical, smartphone, tablet, and wearables.

During the three months ended March 28, 2025, the following key factors contributed to our overall results of operations, financial position, and cash flows:

• Net revenue decreased to $953.2 million for the three months ended March 28, 2025, as compared to $1,046.0 million for the corresponding period in fiscal 2024, driven primarily by a decrease in demand for our mobile products partially offset by an increase in demand for our non-mobile products.

During the three months ended June 27, 2025, the following key factors contributed to our overall results of operations, financial position, and cash flows:

• Net revenue increased to $965.0 million for the three months ended June 27, 2025, as compared to $905.5 million for the corresponding period in fiscal 2024, driven primarily by an increase in demand for our mobile and Wi-Fi products.

• Our ending cash, cash equivalents, and marketable securities balance decreased to $1,336.7 million.

The decrease in cash, cash equivalents, and marketable securities during the three months ended March 28, 2025, was primarily due to share repurchases of $500.0 million, dividend payments of $110.6 million, and capital expenditures of $38.5 million, partially offset by cash generated from operations of $409.5 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 (the “Chief Executive Officer Transition”).

• On May 7, 2025, we announced two additional senior management transitions, with Mark P.

Dentinger joining the Company as Senior Vice President and Chief Financial Officer, effective as of June 2, 2025, and Todd J.

Lepinski joining the Company as Senior Vice President, Sales and Marketing, effective as of June 2, 2025.

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

The decrease in cash, cash equivalents, and marketable securities during the three months ended June 27, 2025, was primarily due to share repurchases of $330.2 million, dividend payments of $103.9 million, and capital expenditures of $61.4 million, partially offset by cash generated from operations of $314.1 million.

• On May 29, 2025, the Board of Directors appointed Robert A.

Schriesheim, a current member of the Board, as interim Chief Financial Officer of the Company, effective immediately.

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Net revenue $ 965.0 6.6% $ 905.5 $ 2,986.7 (5.3)% $ 3,153.0

2 unchanged sentences

In addition, beginning in the fourth quarter of fiscal 2025, we expect revenues will be negatively impacted by a decrease in market share at a significant customer.

The decrease in net revenue for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was driven primarily by a decrease in demand for our mobile products partially offset by an increase in demand for our non-mobile products.

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

The increase in net revenue for the three months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was driven primarily by an increase in demand for our mobile and Wi-Fi products.

The decrease in net revenue for the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was driven primarily by a decrease in demand for our mobile products partially offset by an increase in demand for our Wi-Fi products.

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Gross profit $ 401.0 10.1% $ 364.1 $ 1,234.6 (4.4)% $ 1,291.0

5 unchanged sentences

As part of our normal course of business, we intend to improve gross profit with efforts to increase unit volumes, improve manufacturing efficiencies, lower manufacturing costs of existing products, and by introducing new and higher value-added products.

The decrease in gross profit for the three months ended March 28, 2025, as compared with the corresponding period in fiscal 2024, was primarily the result of lower net revenue.

The decrease in gross profit for the six months ended March 28, 2025, as compared with the corresponding period in fiscal 2024, was primarily the result of lower unit volumes, unfavorable product mix, and lower average selling prices.

The increase in gross profit for the three months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily the result of higher unit volumes.

The decrease in gross profit for the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily the result of unfavorable product mix and lower average selling prices, partially offset by higher unit volumes.

Research and Development

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Research and development $ 199.4 24.1% $ 160.7 $ 562.4 20.1% $ 468.1

1 unchanged sentence

Research and development expenses consist primarily of direct personnel costs including share-based compensation expense, costs for pre-production evaluation units and testing of new devices, non-production masks, engineering prototypes, and design tool costs.

The increase in research and development expenses for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was primarily related to increases in certain headcount-related expenses, including share-based compensation and costs for engineering prototypes as a result of our increased investment in developing new technologies and products.

The increase in research and development expenses for the three and nine months ended June 27, 2025, as compared with the corresponding periods in fiscal 2024, was primarily related to increases in certain headcount-related expenses, including share-based compensation and costs for engineering prototypes as a result of our increased investment in developing new technologies and products.

Selling, General, and Administrative

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Selling, general, and administrative $ 89.3 25.4% $ 71.2 $ 259.9 14.6% $ 226.7

1 unchanged sentence

Selling, general, and administrative expenses include legal and related costs, accounting, treasury, human resources, information systems, customer service, bad debt expense, sales commissions, share-based compensation expense, advertising, marketing, costs associated with business combinations completed or contemplated during the period, and other costs.

The increase in selling, general, and administrative expenses for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was primarily related to increases in headcount-related expenses, including share-based compensation and increases in professional services costs.

The increase in selling, general, and administrative expenses for the three and nine months ended June 27, 2025, as compared with the corresponding periods in fiscal 2024, was primarily related to increases in headcount-related expenses and increases in professional services costs.

Amortization of Intangibles

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Amortization of intangibles $ 0.2 —% $ 0.2 $ 0.7 —% $ 0.7

% of net revenue — % — % — % — %

Amortization expense of intangible assets was consistent for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024.

Restructuring, Impairment, and Other Charges (Benefits)

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Restructuring, impairment, and other charges (benefits) $ 19.6 (6,633.3)% $ (0.3) $ 21.1 32.7% $ 15.9

Amortization expense of intangible assets was consistent for the three and nine months ended June 27, 2025, as compared with the corresponding periods in fiscal 2024.

Restructuring, Impairment, and Other Charges

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Restructuring, impairment, and other charges $ 1.5 (6.3)% $ 1.6 $ 22.6 29.1% $ 17.5

% of net revenue 0.2 % 0.2 % 0.8 % 0.6 %

The increase in restructuring, impairment, and other charges (benefits) for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was primarily due to charges incurred in connection with the Chief Executive Officer Transition.

Restructuring, impairment, and other charges were consistent for the three months ended June 27, 2025, as compared with the corresponding period in fiscal 2024.

The increase in restructuring, impairment, and other charges for the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily due to restructuring charges incurred in connection with the transition of our Chief Executive Officer.

Interest Expense

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Interest expense $ 6.6 —% $ 6.6 $ 20.2 (15.1)% $ 23.8

% of net revenue 0.7 % 0.7 % 0.7 % 0.8 %

The decrease in interest expense for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was due to certain debt repayments in prior periods that reduced the amount of outstanding indebtedness.

Interest expense was consistent for the three months ended June 27, 2025, as compared with the corresponding period in fiscal 2024.

The decrease in interest expense for the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was due to certain debt repayments in prior periods that reduced the amount of outstanding indebtedness.

Other Income, Net

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Other income, net $ 8.0 (16.7)% $ 9.6 $ 35.9 50.8% $ 23.8

% of net revenue 0.8 % 1.1 % 1.2 % 0.8 %

The increase in other income, net for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was primarily due to an increase in interest income generated from cash, cash equivalents, and marketable securities.

The decrease in other income, net for the three months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily due to an increase in foreign currency remeasurement losses partially offset by interest income generated from cash, cash equivalents, and marketable securities.

The increase in other income, net for the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily due to an increase in interest income generated from cash, cash equivalents, and marketable securities.

Provision for Income Taxes

Three Months Ended Six Months Ended

(dollars in millions) March 28, 2025 Change March 29, 2024 March 28, 2025 Change March 29, 2024

Three Months Ended Nine Months Ended

(dollars in millions) June 27, 2025 Change June 28, 2024 June 27, 2025 Change June 28, 2024

Provision for income taxes $ 7.0 (44.0)% $ 12.5 $ 69.0 62.4% $ 42.5

% of net revenue 0.7 % 1.4 % 2.3 % 1.3 %

We recorded a provision for income taxes of $33.7 million (which consisted of $7.4 million and $26.3 million related to United States and foreign income taxes, respectively) and $62.1 million (which consisted of $22.5 million and $39.6 million related to United States and foreign income taxes, respectively) for the three and six months ended March 28, 2025, respectively.

The increase in income tax expense for the three and six months ended March 28, 2025, as compared with the corresponding periods in fiscal 2024, was primarily due to higher foreign taxes including the tax impact of remeasuring existing net deferred tax liabilities in Singapore, a lower Foreign-Derived Intangible Income (“FDII”) benefit, and an increase in tax expense related to a change in the reserve for uncertain tax positions, partially offset by a decrease in Global Intangible Low-Taxed Income (“GILTI”), net of foreign tax credits.

We recorded a provision for income taxes of $7.0 million and $69.0 million for the three and nine months ended June 27, 2025, respectively.

The decrease in income tax expense for the three months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily due to the geographical mix of worldwide earnings and a decrease in Global Intangible Low-Taxed Income (“GILTI”), net of foreign tax credits.

The increase in income tax expense for the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily due to higher foreign taxes including the tax impact of remeasuring existing net deferred tax liabilities in Singapore and a lower Foreign-Derived Intangible Income (“FDII”) benefit, partially offset by a decrease in GILTI, net of foreign tax credits.

We continue to monitor changes in tax laws that could arise related to the BEPS project of the OECD, including Pillar Two.

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While we do not expect these enacted laws to materially impact our effective tax rate 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.

We are also in the process of evaluating the impact of the OBBBA on our business.

LIQUIDITY AND CAPITAL RESOURCES

Six Months Ended

(in millions) March 28, 2025 March 29, 2024

Nine Months Ended

(in millions) June 27, 2025 June 28, 2024

Cash and cash equivalents at beginning of period $ 1,368.6 $ 718.8

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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 $288.6 million decrease in cash provided by operating activities during the six months ended March 28, 2025, as compared with the corresponding period in fiscal 2024, was primarily related to lower net income and a smaller decrease in working capital of $130.4 million, due primarily to inventory and accounts receivables.

The $247.8 million decrease in cash provided by operating activities during the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily related to lower net income and a smaller decrease in working capital of $92.4 million, due primarily to inventory and accounts receivable.

Cash used in investing activities:

Cash used in investing activities consists primarily of cash paid to purchase marketable securities, capital expenditures, and cash paid to acquire intangible assets, partially offset by cash received related to the sale or maturity of marketable securities.

The $31.1 million decrease in cash used in investing activities during the six months ended March 28, 2025, as compared with the corresponding period in fiscal 2024, was primarily related to an increase of $331.9 million in the sale or maturity of marketable

securities, partially offset by an increase of $268.7 million in purchases of marketable securities and an increase of $27.7 million in capital expenditures.

The $18.4 million increase in cash used in investing activities during the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily related to an increase of $390.2 million in purchases of marketable securities and an increase of $64.8 million in capital expenditures, partially offset by an increase of $448.6 million in the sale or maturity of marketable securities.

Cash used in financing activities:

Cash used in financing activities consists primarily of proceeds and payments related to our long-term borrowings and cash transactions related to equity.

The $209.9 million increase in cash used in financing activities during the six months ended March 28, 2025, as compared with the corresponding period in fiscal 2024, was primarily related to an increase of $500.0 million in share repurchases, partially offset by a decrease of $300.0 million for the repayment of debt.

Cash, cash equivalents, and marketable securities totaled $1,527.7 million as of March 28, 2025, representing a decrease of $46.4 million from September 27, 2024.

Cash used in financing activities consists primarily of cash transactions related to equity and proceeds and payments related to our long-term borrowings.

The $461.1 million increase in cash used in financing activities during the nine months ended June 27, 2025, as compared with the corresponding period in fiscal 2024, was primarily related to an increase of $752.9 million in share repurchases, partially offset by a decrease of $300.0 million for the repayment of debt.

Cash, cash equivalents, and marketable securities totaled $1,336.7 million as of June 27, 2025, representing a decrease of $237.4 million from September 27, 2024.

We have outstanding $500.0 million of Notes Due 2026 and $500.0 million of Notes Due 2031 (the “Notes”).

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 March 28, 2025, there were no borrowings outstanding under the revolving credit facility (the “Revolver”).

As of June 27, 2025, there were no borrowings outstanding under the revolving credit facility (the “Revolver”).

The Revolving Credit Agreement expires July 26, 2026.

6 unchanged sentences

money market funds, U.S.

Treasury and government securities, and corporate bonds and notes.

Treasury and government securities, corporate bonds and notes, and municipal bonds.

Our contractual obligations disclosure in the 2024 10-K has not materially changed since we filed that report.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements