Item 5.07 Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders of Skyworks Solutions, Inc. (the “Company”), held on May 6, 2020 (the “Annual Meeting”), the Company’s stockholders were asked to consider and vote on nine proposals that are described in the Company’s definitive proxy statement that was filed with the Securities and Exchange Commission on March 27, 2020, in connection with the Annual Meeting (the “Proxy Statement”). The results of the voting on each of those proposals were as follows:
1. The Company’s stockholders elected each of David J. Aldrich, Alan S. Batey, Kevin L. Beebe, Timothy R. Furey, Liam K. Griffin, Christine King, David P. McGlade, Robert A. Schriesheim, and Kimberly S. Stevenson to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.
The voting results with respect to each director elected at the Annual Meeting are set forth in the following table:
|
|
|
|
|
|
Nominees
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
David J. Aldrich
|
117,697,743
|
5,973,974
|
275,787
|
20,562,239
|
Alan S. Batey
|
122,827,323
|
829,665
|
290,516
|
20,562,239
|
Kevin L. Beebe
|
115,644,768
|
8,012,519
|
290,217
|
20,562,239
|
Timothy R. Furey
|
117,742,571
|
5,912,520
|
292,413
|
20,562,239
|
Liam K. Griffin
|
121,060,052
|
2,608,221
|
279,231
|
20,562,239
|
Christine King
|
119,528,479
|
4,150,420
|
268,605
|
20,562,239
|
David P. McGlade
|
118,294,248
|
5,362,172
|
291,084
|
20,562,239
|
Robert A. Schriesheim
|
116,905,145
|
6,750,828
|
291,531
|
20,562,239
|
Kimberly S. Stevenson
|
121,342,749
|
2,326,472
|
278,283
|
20,562,239
|
Following the Annual Meeting, Mr. McGlade was designated by the board of directors as chairman of the audit committee.
2. The Company’s stockholders ratified the selection by the Company’s Audit Committee of KPMG LLP as the Company’s independent registered public accounting firm for the Company’s 2020 fiscal year.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
141,859,677
|
2,335,105
|
314,961
|
0
|
3. The Company’s stockholders voted to approve, on an advisory, non-binding basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
110,309,368
|
12,966,575
|
671,561
|
20,562,239
|
4. The Company’s stockholders voted to approve an Amendment to the 2002 Employee Stock Purchase Plan, as Amended.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
122,748,614
|
874,547
|
324,343
|
20,562,239
|
5. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company's assets, or issuance of a substantial amount of the Company's securities.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
122,993,829
|
691,920
|
261,755
|
20,562,239
|
6. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provisions relating to stockholder approval of a business combination with any related person.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
122,885,097
|
803,209
|
259,198
|
20,562,239
|
7. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provision relating to stockholder amendment of charter provisions governing directors.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
122,905,349
|
772,062
|
270,093
|
20,562,239
|
8. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provision relating to stockholder amendment of the charter provision governing action by stockholders.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
122,945,197
|
744,169
|
258,138
|
20,562,239
|
9. The Company’s stockholders did not approve a stockholder proposal regarding a right by stockholders to act by written consent.
|
|
|
|
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Votes
|
55,357,241
|
67,869,899
|
720,364
|
20,562,239
|