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Item 1. Financial Statements

2026-07-28 compared with 2026-05-05 · 185 added, 123 removed, 489 unchanged (39% of the section changed)

FINANCIAL STATEMENTS.

FINANCIAL STATEMENTS (UNAUDITED).

SKYWORKS SOLUTIONS, INC.

1 unchanged sentence

(Unaudited, in millions, except per share amounts)

Three Months Ended Six Months Ended

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Net revenue $ 934.8 $ 965.0 $ 2,913.9 $ 2,986.7

24 unchanged sentences

(Unaudited, in millions)

Three Months Ended Six Months Ended

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Net income $ 33.9 $ 105.0 $ 148.7 $ 335.7

7 unchanged sentences

(In millions, except per share amounts)

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

Current assets:

31 unchanged sentences

525.0 shares authorized;

150.4 shares issued and outstanding at April 3, 2026, and 148.7 shares issued and outstanding at October 3, 2025

150.5 shares issued and outstanding at July 3, 2026, and 148.7 shares issued and outstanding at October 3, 2025

Additional paid-in capital 220.6 68.1

7 unchanged sentences

(Unaudited, in millions)

Six Months Ended

April 3, 2026 March 28, 2025

Nine Months Ended

July 3, 2026 June 27, 2025

Cash flows from operating activities:

19 unchanged sentences

Other 3.3 2.2

Net cash provided by (used in) investing activities 46.8 ( 25.4 )

Net cash used in investing activities ( 38.4 ) ( 102.9 )

Cash flows from financing activities:

4 unchanged sentences

Debt financing costs ( 1.1 ) —

Payments of debt ( 500.0 ) —

Net cash used in financing activities ( 849.1 ) ( 1,180.6 )

Net increase in cash and cash equivalents 252.0 19.2

Net decrease in cash and cash equivalents ( 371.3 ) ( 182.7 )

Cash and cash equivalents at beginning of period 1,161.3 1,368.6

27 unchanged sentences

150.4 $ 37.6 $ 175.0 $ 5,558.5 $ ( 5.4 ) $ 5,765.7

Net income — $ — $ — $ 33.9 $ — $ 33.9

Exercise and settlement of share-based awards, net of shares withheld for taxes 0.1 — ( 1.7 ) — — ( 1.7 )

Share-based compensation expense — — 47.3 — — 47.3

Dividends declared — — — ( 106.9 ) — ( 106.9 )

Balance at July 3, 2026

150.5 $ 37.6 $ 220.6 $ 5,485.5 $ ( 5.4 ) $ 5,738.3

Balance at September 27, 2024

14 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

See accompanying Notes to Consolidated Financial Statements.

17 unchanged sentences

The fiscal year ended on October 3, 2025 consisted of 53 weeks (“fiscal 2025”).

The three and six months ended April 3, 2026, and March 28, 2025, each consisted of 13 weeks and 26 weeks, respectively.

The three and nine months ended July 3, 2026, and June 27, 2025, each consisted of 13 weeks and 39 weeks, respectively.

Recently Issued Accounting Pronouncements

16 unchanged sentences

The Company is currently evaluating the impact of ASU 2025-06 on its consolidated financial statements and related disclosures.

In May 2026, the FASB issued ASU 2026-02, “Environmental Credits and Environmental Credit Obligations (Topic 818)” (“ASU 2026-02”).

ASU 2026-02 provides specific guidance on the recognition, measurement, presentation, and disclosure requirements for entities that generate, purchase, or receive environmental credits or have a regulatory compliance obligation that may be settled with environmental credits.

ASU 2026-02 is effective for annual periods beginning after December 15, 2027, and interim periods within those annual periods, on a retrospective basis.

Early adoption is permitted.

The Company is currently evaluating the impact of ASU 2026-02 on its consolidated financial statements and related disclosures.

REVENUE RECOGNITION

2 unchanged sentences

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

Three Months Ended Six Months Ended

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

United States $ 704.9 $ 724.7 $ 2,198.0 $ 2,295.5

6 unchanged sentences

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

Three Months Ended Six Months Ended

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Distributors $ 775.2 $ 816.8 $ 2,506.6 $ 2,590.2

6 unchanged sentences

Current Noncurrent

April 3, 2026 October 3, 2025 April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025 July 3, 2026 October 3, 2025

Treasury and government securities $ 7.0 $ 112.4 $ 12.7 $ 14.2

2 unchanged sentences

Total marketable securities $ 9.2 $ 212.9 $ 14.6 $ 14.2

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 April 3, 2026, or October 3, 2025.

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

Neither gross unrealized gains and losses nor realized gains and losses were material as of July 3, 2026, or October 3, 2025.

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):

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

Fair Value Measurements Fair Value Measurements

3 unchanged sentences

Municipal bonds 0.4 — 0.4 — — — — —

Non-qualified deferred compensation 0.3 0.3 — — — — — —

Total assets at fair value $ 814.1 $ 794.9 $ 19.2 $ — $ 1,388.4 $ 1,229.4 $ 159.0 $ —

3 unchanged sentences

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 April 3, 2026 and March 28, 2025, respectively.

There were no indicators of impairment identified during the three and nine months ended July 3, 2026 and June 27, 2025.

Fair Value of Debt

2 unchanged sentences

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

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value

3 unchanged sentences

Inventory consists of the following (in millions):

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

Raw materials $ 57.0 $ 44.8

4 unchanged sentences

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

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

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 April 3, 2026.

There were no changes to the carrying amount of goodwill during the three and nine months ended July 3, 2026.

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 in-process research and development (“IPR&D”) impairment noted during the three and six months ended April 3, 2026 and March 28, 2025, respectively.

There were no indicators of goodwill and in-process research and development (“IPR&D”) impairment noted during the three and nine months ended July 3, 2026 and June 27, 2025.

Intangible assets consist of the following (in millions):

Period (Years) April 3, 2026 October 3, 2025

Period (Years) July 3, 2026 October 3, 2025

Developed technology and other 6.4 $ 1,396.5 $ ( 785.0 ) $ 611.5 $ 1,396.5 $ ( 678.5 ) $ 718.0

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.

There were no transfers of IPR&D assets to definite-lived intangible assets during the three and six months ended April 3, 2026.

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 eight years .

Amortization expense related to definite-lived intangible assets was $ 42.9 million and $ 87.5 million for the three and six months ended April 3, 2026,

respectively, primarily recorded within cost of goods sold.

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.

There were no transfers of IPR&D assets to definite-lived intangible assets during the three and nine months ended July 3, 2026 and the three months ended June 27, 2025.

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 eight years .

Amortization expense related to definite-lived intangible assets was $ 42.9 million and $ 130.4 million for the three and nine

months ended July 3, 2026, respectively, primarily recorded within cost of goods sold.

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.

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

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Provision for income taxes $ 14.9 $ 7.0 $ 55.2 $ 69.0

Effective tax rate 30.5 % 6.3 % 27.1 % 17.0 %

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 April 3, 2026 resulted primarily from tax on global intangible low-taxed income (“GILTI”), net of foreign tax credits, tax expense related to share-based compensation shortfalls and uncertain tax positions, and transaction costs related to the pending transaction with Qorvo (see Note 13), partially offset by foreign earnings taxed at rates lower than the federal statutory rate and tax benefits from foreign-derived intangible income deduction (“FDII”), and research and experimentation tax credits.

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 resulted primarily from foreign earnings taxed at rates lower than the federal statutory rate, a benefit from FDII, and research and experimentation and foreign tax credits earned, partially offset by a tax on 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 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 July 3, 2026 resulted primarily from tax on global intangible low-taxed income (“GILTI”), net of foreign tax credits, tax expense related to share-based compensation shortfalls and uncertain tax positions, and transaction costs related to the pending transaction with Qorvo (see Note 13), partially offset by foreign earnings taxed at rates lower than the federal statutory rate and tax benefits from foreign-derived intangible income deduction (“FDII”), and research and experimentation tax credits.

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 resulted primarily from foreign earnings taxed at rates lower than the federal statutory rate, a benefit from FDII, and research and experimentation and foreign tax credits earned, partially offset by a tax on GILTI, and tax expense related to share-based compensation shortfalls.

In August 2022, the U.S.

government enacted the Inflation Reduction Act, which imposes a corporate alternative minimum tax (“CAMT”) of 15% on corporations with three-year average annual adjusted financial statement income exceeding $1.0 billion.

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

CAMT did not have a material impact on the Company’s consolidated financial statements during the three and six months ended April 3, 2026 and had no impact on the Company’s consolidated financial statements during the three and six months ended March 28, 2025.

The Company was subject to the provisions of CAMT at the beginning of the fiscal year ended September 27, 2024 (“fiscal 2024”).

CAMT did not have an impact on the Company’s consolidated financial statements during the three and nine months ended July 3, 2026 and June 27, 2025.

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 was 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 April 3, 2026 and 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 July 3, 2026 and June 27, 2025.

In July 2025, the U.S.

1 unchanged sentence

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.

The OBBBA did not have a material impact on the Company’s consolidated estimated annualized effective tax rate during the three and six months ended April 3, 2026.

The OBBBA did not have a material impact on the Company’s consolidated estimated annualized effective tax rate during the three and nine months ended July 3, 2026.

The Company continues to evaluate the impact of the OBBBA on its business for future periods.

The Company’s federal income tax return for fiscal 2024 is currently under examination by the Internal Revenue Service (“IRS”).

The Company was notified of this examination during the third quarter of fiscal 2026.

The Company is in the early stages of evaluating the scope and potential impact of this examination.

COMMITMENTS AND CONTINGENCIES

12 unchanged sentences

patent (7,758,979) and Japanese patents (JP5190841 and JP5966199), each relating to piezoelectric thin film.

During the three and six months ended April 3, 2026, the Company settled the Denso Corporation litigation and recorded an immaterial charge to the Company’s financial statements.

During the nine months ended July 3, 2026, the Company settled the Denso Corporation litigation and recorded an immaterial charge to the Company’s financial statements.

On March 4, 2025, the Company and certain former officers were named in a putative class action lawsuit filed in the United States District Court for the Central District of California (the “Court”).

The complaint, as amended, alleges violations of federal securities laws arising out of alleged misstatements or omissions by the Company during the alleged class period and seeks, among other things, damages and attorneys’ fees and costs on behalf of the putative class.

On May 6, 2026, the Court denied the Company’s motion to dismiss the amended complaint.

In addition to the aforementioned putative class action lawsuit, in April 2025, the Company and certain of its directors and former officers were named in two derivative action lawsuits filed in the Court.

Each of the derivative actions was brought on behalf of the Company by a putative stockholder alleging, among other things, breaches of fiduciary duties and violations of federal securities laws.

The complaints seek, among other things, damages and attorneys’ fees and costs.

While the Company is unable to determine 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.

The Company’s aggregate accrual for legal contingencies was not material as of April 3, 2026 and October 3, 2025.

The Company’s aggregate accrual for legal contingencies was not material as of July 3, 2026 and October 3, 2025.

Guarantees and Indemnities

15 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 April 3, 2026, deposits and prepayments under the long-term capacity reservation agreements were

$ 57.0 million, with $ 16.2 million recorded within other current assets and $ 40.8 million recorded within other long-term assets.

As of July 3, 2026, deposits and prepayments under the long-term capacity reservation agreements were $ 53.0 million, with $ 17.1 million recorded within other current assets and $ 35.9 million recorded within other long-term assets.

As of October 3, 2025, deposits and prepayments under the long-term capacity reservation agreements were $ 26.4 million, with $ 7.7 million recorded within other current assets and $ 18.7 million recorded within other long-term assets.

1 unchanged sentence

Stock Repurchase and Retirement

On February 4, 2025, the Board of Directors approved a 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 timing and amount of any shares of the Company’s common stock that are repurchased under the stock repurchase program will be determined by the Company’s management based on its evaluation of market conditions and other factors.

The stock repurchase program may be suspended or discontinued at any time.

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

During each of the three and six months ended April 3, 2026, the Company did not repurchase any shares of its common stock.

As of April 3, 2026, approximately $ 1.2 billion remained available under the stock repurchase program.

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 stock repurchase program.

On May 5, 2026 , 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 June 16, 2026 , to the Company’s stockholders of record as of the close of business on May 26, 2026 .

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

On February 4, 2025, the Board of Directors approved a stock repurchase program (“February 2025 stock repurchase program”), pursuant to which the Company was 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.

During each of the three and nine months ended July 3, 2026, the Company did not repurchase any shares of its common stock under the February 2025 stock repurchase plan.

As of July 3, 2026, approximately $ 1.2 billion remained available under the February 2025 stock repurchase program.

During the three and nine months ended June 27, 2025, the Company repurchased 5.2 million and 12.6 million shares of its common stock for $ 333.4 million and $ 837.7 million (including commissions and excise tax, as applicable) under the February 2025 stock repurchase plan, respectively.

On July 27, 2026, the Board of Directors terminated the February 2025 stock repurchase program and approved a new stock repurchase program (“July 2026 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 January 31, 2029 , on the open market or in privately negotiated transactions, in compliance with applicable securities laws and other legal requirements.

The July 2026 stock repurchase program succeeds in its entirety the February 2025 stock repurchase program.

The timing and amount of any shares of the Company’s common stock that are repurchased under the July 2026 stock repurchase program will be determined by the Company’s management based on its evaluation of market conditions, stock price, legal and regulatory requirements, alternative available opportunities, and other factors.

The July 2026 stock repurchase program may be suspended or discontinued at any time.

The Company currently expects to fund the July 2026 stock repurchase program using the Company’s working capital.

On July 28, 2026, in light of the pending mergers, the Company announced that the Board of Directors had decided not to declare quarterly cash dividends on the Company’s common stock going forward.

Any future dividends are subject to declaration by the Board of Directors.

Dividends charged to retained earnings were as follows (in millions, except per share data):

4 unchanged sentences

Second quarter 0.71 106.8 0.70 110.6

Third quarter 0.71 106.9 0.70 103.9

Total dividends $ 2.13 $ 320.1 $ 2.10 $ 327.0

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

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Cost of goods sold $ 10.9 $ 8.5 $ 34.0 $ 21.5

5 unchanged sentences

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

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Net income $ 33.9 $ 105.0 $ 148.7 $ 335.7

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 April 3, 2026, and March 28, 2025, using the treasury stock method.

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 July 3, 2026, and June 27, 2025, 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.

2 unchanged sentences

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

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

Prepaid expenses $ 242.7 $ 201.0

2 unchanged sentences

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

April 3, 2026 October 3, 2025

July 3, 2026 October 3, 2025

Accrued customer liabilities $ 238.6 $ 202.8

6 unchanged sentences

(“Qorvo”), Comet Acquisition Corp.

(“Merger Sub I”), and Comet Acquisition II, LLC (“Merger Sub II”) in a cash-and-stock transaction, 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”) and 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.

Under the terms of the Merger Agreement, Qorvo stockholders will receive 0.960 of a share of Skyworks common stock and $ 32.50 per share in cash upon the completion of the transaction, representing a combined company enterprise value of approximately $ 22.0 billion based on market close on October 27, 2025.

The transaction will close after receipt of regulatory approvals, certain approvals of Qorvo and Skyworks stockholders, and satisfaction of other customary closing conditions.

The transaction is currently expected to close early in calendar year 2027.

The Company is increasingly hopeful that the transaction will close within the calendar year and will be preparing to close as early as within the fiscal year, subject to satisfaction or waiver of all closing conditions, but there can be no assurances that the closing will occur on this timeline.

The Merger Agreement contains certain termination rights for each of Skyworks and Qorvo.

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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, the Company 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.

Depending on market conditions, the Company 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.

Depending on market conditions, the Company anticipates raising financing for the transactions contemplated by the Merger Agreement 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.

The receipt of financing by the Company is not a condition to the Company’s obligation to consummate the Mergers.

1 unchanged sentence

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 April 3, 2026, Goldman Sachs Bank USA has committed to provide up to $ 1,500.0 million of senior unsecured bridge term loans.

Transaction costs were $ 19.7 million and $ 53.4 million recorded within selling, general, and administrative expense during the three and six months ended April 3, 2026, respectively.

As a result, as of July 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, the Company 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, the Company 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, the Company 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.

Transaction costs for the Mergers were $ 14.2 million and $ 67.6 million recorded within selling, general, and administrative expense during the three and nine months ended July 3, 2026, respectively.

These costs mainly consisted of professional fees and administrative costs for the pending transaction and were expensed as incurred in the Company’s condensed consolidated statements of operations.

On May 26, 2021, the Company issued $ 500.0 million of its 0.90 % Senior Notes due 2023 (the “2023 Notes”), $ 500.0 million of its 1.80 % Senior Notes due 2026 (the “2026 Notes”), and $ 500.0 million of its 3.00 % Senior Notes due 2031 (the “2031 Notes”).

The Company repaid $ 500.0 million of the 2023 Notes and $ 500.0 million of the 2026 Notes at maturity during fiscal 2023 and during the three and nine months ended July 3, 2026, respectively.

The 2031 Notes are senior unsecured obligations of the Company and rank equally in right of payment with all of the Company’s existing and future senior unsecured debt, but effectively junior to any of the Company’s senior secured debt to the extent of the value of collateral securing such debt, and are structurally subordinated to all existing and future obligations of the Company’s subsidiaries.

The 2031 Notes will mature on their maturity date, unless earlier redeemed in accordance with their terms.

Interest on the 2031 Notes is payable on June 1 and December 1 of each year.

The Company may redeem all or a portion of the 2031 Notes at any time and from time to time prior to maturity, in whole or in part, for cash at the applicable redemption prices set forth in the respective supplemental indenture.

If the Company undergoes a change of control repurchase event, as defined in the indenture governing the 2031 Notes (as supplemented, the “Indenture”), holders may require the Company to repurchase the 2031 Notes in whole or in part for cash at a price equal to 101 % of the principal amount of the 2031 Notes to be purchased, plus any accrued and unpaid interest.

As of July 3, 2026, the Company

considered the likelihood of acceleration related to the 2031 Notes and recorded the 2031 Notes as long-term debt.

The 2031 Notes are recorded net of discount and issuance costs, which are amortized to interest expense over the respective terms of these borrowings.

The Indenture contains customary events of default, including failure to make required payments of principal and interest, certain events of bankruptcy and insolvency, and default in the performance or breach of any covenant or warranty contained in the Indenture or the 2031 Notes.

As of July 3, 2026 and October 3, 2025, the Company was in compliance with all debt covenants under the 2031 Notes.

Revolving Credit Agreement

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The Revolving Credit Agreement contains customary representations and warranties and covenants, including restrictions on the incurrence of indebtedness by non-guarantor subsidiaries and the creation of liens, and a financial covenant consisting of a limitation on leverage, defined as consolidated total indebtedness divided by consolidated earnings before interest, taxes, depreciation, and amortization for the period of four consecutive quarters not to exceed a ratio of 3.0 to 1.0.

As of April 3, 2026 and October 3, 2025, there were no borrowings outstanding and the Company was in compliance with all debt covenants under the Revolver.

As of July 3, 2026 and October 3, 2025, there were no borrowings outstanding and the Company was in compliance with all debt covenants under the Revolver.

MANAGEMENT ’ S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

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RESULTS OF OPERATIONS

Three and Six Months Ended April 3, 2026, and March 28, 2025

Three and Nine Months Ended July 3, 2026, and June 27, 2025

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

Three Months Ended Six Months Ended

April 3, 2026 March 28, 2025 April 3, 2026 March 28, 2025

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Net revenue 100.0 % 100.0 % 100.0 % 100.0 %

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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 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.

The Mergers, which we are increasingly hopeful will close within the calendar 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.

Each of Skyworks’ special meeting of stockholders and Qorvo’s special meeting of stockholders were held virtually on February 11, 2026 at 11:30 AM, Pacific Time, and the stockholders of each respective company approved the ballot measures at each of their respective special meetings.

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Each party has certified substantial compliance with the Second Request, and the parties are working cooperatively with FTC staff to conclude the investigation.

We and Qorvo each have termination rights under the Merger Agreement.

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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 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.

Depending on market conditions, we anticipate raising financing for the transactions contemplated by the Merger Agreement 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.

The receipt of financing by us is not a condition to our obligation to consummate the Mergers.

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As a result, as of April 3, 2026, Goldman Sachs Bank USA has committed to provide up to $1,500.0 million of senior unsecured bridge term loans.

As a result, as of July 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.

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.

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.

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 information on risks related to the Mergers, see Part I, Item 1A, Risk Factors, “Risks Associated with the Proposed Transaction with Qorvo” in the 2025 10-K.

During the three months ended April 3, 2026, the following key factors contributed to our overall results of operations, financial position, and cash flows:

• Net revenue decreased to $943.7 million for the three months ended April 3, 2026, as compared to $953.2 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-Fi products.

During the three months ended July 3, 2026, the following key factors contributed to our overall results of operations, financial position, and cash flows:

• Net revenue decreased to $934.8 million for the three months ended July 3, 2026, as compared to $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 automotive and data center products.

• Our ending cash, cash equivalents, and marketable securities balance decreased to $813.8 million.

The decrease in cash, cash equivalents, and marketable securities during the three months ended April 3, 2026 was primarily due to dividend payments of $106.8 million and capital expenditures of $82.3 million, partially offset by cash generated from operations of $50.3 million.

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

The decrease in cash, cash equivalents, and marketable securities during the three months ended July 3, 2026 was primarily due to repayments of debt of $500.0 million, dividend payments of $106.9 million and capital expenditures of $87.1 million, partially offset by cash generated from operations of $70.4 million.

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Net revenue $ 934.8 (3.1)% $ 965.0 $ 2,913.9 (2.4)% $ 2,986.7

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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 for the three and six months ended April 3, 2026, as compared with the corresponding periods 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 Wi-Fi products.

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

The decrease in net revenue for the three months ended July 3, 2026, as compared with the corresponding period 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.

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Gross profit $ 375.0 (6.5)% $ 401.0 $ 1,187.6 (3.8)% $ 1,234.6

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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 and six months ended April 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 decrease in gross profit for the three and nine months ended July 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.

Research and Development

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Research and development $ 207.8 4.2% $ 199.4 $ 623.5 10.9% $ 562.4

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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 April 3, 2026, as compared with the corresponding periods in fiscal 2025, was primarily related to increases in headcount-related expenses, including share-based compensation, 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 July 3, 2026, as compared with the corresponding periods in fiscal 2025, was primarily related to increases in headcount-related expenses 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) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Selling, general, and administrative $ 98.7 10.5% $ 89.3 $ 326.8 25.7% $ 259.9

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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 April 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.

The increase in selling, general, and administrative expenses for the three and nine months ended July 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, including share-based compensation.

Restructuring, Impairment, and Other Charges

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Restructuring, impairment, and other charges $ 19.8 1,220.0% $ 1.5 $ 42.2 86.7% $ 22.6

% of net revenue 2.1 % 0.2 % 1.5 % 0.8 %

Restructuring, impairment, and other charges for the three and six months ended April 3, 2026, was primarily due to costs associated with facility consolidation and closure.

Restructuring, impairment, and other charges for the three and six months ended March 28, 2025, was primarily due to charges incurred in connection with the transition of our chief executive officer.

Restructuring, impairment, and other charges for the three and nine months ended July 3, 2026, was primarily due to costs associated with facility consolidation and closure.

Restructuring, impairment, and other charges for the three and nine months ended June 27, 2025, was primarily due to charges incurred in connection with the transition of our chief executive officer.

Interest Expense

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Interest expense $ 5.9 (10.6)% $ 6.6 $ 19.8 (2.0)% $ 20.2

% of net revenue 0.6 % 0.7 % 0.7 % 0.7 %

Interest expense was consistent for the three and six months ended April 3, 2026, as compared with the corresponding periods in fiscal 2025.

The decrease in interest expense for the three and nine months ended July 3, 2026, as compared with the corresponding periods in fiscal 2025, was due to debt repayments that reduced the amount of outstanding indebtedness.

Other Income, Net

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Other income, net $ 6.2 (22.5)% $ 8.0 $ 29.3 (18.4)% $ 35.9

% of net revenue 0.6 % 0.8 % 1.0 % 1.2 %

The decrease in other income, net for the three and six months ended April 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.

The decrease in other income, net for the three and nine months ended July 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.

Provision for Income Taxes

Three Months Ended Six Months Ended

(dollars in millions) April 3, 2026 Change March 28, 2025 April 3, 2026 Change March 28, 2025

Three Months Ended Nine Months Ended

(dollars in millions) July 3, 2026 Change June 27, 2025 July 3, 2026 Change June 27, 2025

Provision for income taxes $ 14.9 112.9% $ 7.0 $ 55.2 (20.0)% $ 69.0

% of net revenue 1.6 % 0.7 % 1.9 % 2.3 %

We recorded a provision for income taxes of $9.8 million and $40.2 million for the three and six months ended April 3, 2026, respectively.

The decrease in income tax expense for the three and six months ended April 3, 2026, as compared with the corresponding periods 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, and a lower FDII benefit.

We recorded a provision for income taxes of $14.9 million and $55.2 million for the three and nine months ended July 3, 2026, respectively.

The increase in income tax expense for the three months ended July 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily due to transaction costs related to the pending transaction with Qorvo and uncertain tax 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.

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multinational enterprise groups.

The tax impact associated with Pillar Two was immaterial to the financial statements for the three and six months ended April 3, 2026 and March 28, 2025, respectively.

The tax impact associated with Pillar Two was immaterial to the financial statements for the three and nine months ended July 3, 2026 and June 27, 2025.

We continue to evaluate the impact of proposed and enacted legislative changes as new guidance becomes available.

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government enacted the OBBBA.

The OBBBA did not have a material impact to the financials for the three and six months ended April 3, 2026.

The OBBBA did not have a material impact to the financials for the three and nine months ended July 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 new law, other factors such as changes from its business operations, financial results and forecasts, and interrelated items.

The Company may record additional impacts to its tax provision in the subsequent quarters as it continues to analyze the impact of various tax laws, other factors such as changes from its business operations, financial results and forecasts, and interrelated items.

LIQUIDITY AND CAPITAL RESOURCES

Six Months Ended

(in millions) April 3, 2026 March 28, 2025

Nine Months Ended

(in millions) July 3, 2026 June 27, 2025

Cash and cash equivalents at beginning of period $ 1,161.3 $ 1,368.6

Net cash provided by operating activities 516.2 1,100.8

Net cash provided by (used in) investing activities 46.8 (25.4)

Net cash used in investing activities (38.4) (102.9)

Net cash used in financing activities (849.1) (1,180.6)

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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 $340.8 million decrease in cash provided by operating activities during the six months ended April 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 million, due primarily to inventory and lower net income.

Cash provided by investing activities:

Cash provided by investing activities consists primarily of 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.

The $72.2 million increase in cash provided by investing activities during the six months ended April 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $252.3 million in purchases of marketable securities, partially offset by a decrease of $114.9 million in the sale or maturity of marketable securities and an increase of $61.4 million in capital expenditures purchases.

The $584.6 million decrease in cash provided by operating activities during the nine months

ended July 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 $386.9 million, due primarily to inventory and lower net income.

Cash used in investing activities:

Cash used in 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.

The $64.5 million decrease in cash used in investing activities during the nine months ended July 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $387.3 million in purchases of marketable securities, partially offset by a decrease of $241.2 million in the sale or maturity of marketable securities and an increase of $87.0 million in capital expenditures.

Cash used in financing activities:

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 million decrease in cash used in financing activities during the six months ended April 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $492.5 million in share repurchases, net of excise tax paid, and a decrease of $9.9 million in dividend payments.

Cash, cash equivalents, and marketable securities totaled $1,436.4 million as of April 3, 2026, representing an increase of $48.0 million from October 3, 2025.

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

The $331.5 million decrease in cash used in financing activities during the nine months ended July 3, 2026, as compared with the corresponding period in fiscal 2025, was primarily related to a decrease of $822.7 million in share repurchases, net of excise tax paid, and a decrease of $6.9 million in dividend payments, partially offset by an increase of $500.0 million for the repayment of debt.

Cash, cash equivalents, and marketable securities totaled $813.8 million as of July 3, 2026, representing a decrease of $574.6 million from October 3, 2025.

We have outstanding $500.0 million of 3.00% Senior Notes due 2031.

During the three months ended July 3, 2026, we repaid $500.0 million of 1.80% Senior Notes due 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 April 3, 2026, there were no borrowings outstanding under the Revolver.

As of July 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 April 3, 2026, Goldman Sachs Bank USA has committed to provide up to $1,500.0 million of senior unsecured bridge term loans.

As of July 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 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), share repurchases, outstanding commitments, and other liquidity requirements associated with existing operations.

research and development, capital expenditures, potential acquisitions, working capital, quarterly cash dividend payments (if such dividends are declared by the Board of Directors), stock 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.

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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.

Our invested cash balances primarily consist of highly liquid marketable securities that are available to meet near-term cash requirements including:

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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