SKYWORKS SOLUTIONS, INC. : Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits (form 8-K)
February 16, 2021 at 05:04 pm EST
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On February 10, 2021, the Board of Directors (the "Board") of Skyworks
Solutions, Inc. (the "Registrant"), approved an amendment (the "Amendment") to
the Registrant's Third Amended and Restated By-laws, as Amended (the "By-laws")
to insert into the By-laws a new Article XI which provides that, unless the
Registrant consents in writing to the selection of an alternative forum, (a) the
Court of Chancery of the State of Delaware (or, if the Court of Chancery of the
State of Delaware does not have jurisdiction, the federal district court for the
District of Delaware) shall, to the fullest extent permitted by law, be the sole
and exclusive forum for (i) any derivative action or proceeding brought on
behalf of the Registrant, (ii) any action asserting a claim of breach of a
fiduciary duty owed by any director, officer, other employee, or stockholder of
the Registrant to the Registrant or the Registrant's stockholders, (iii) any
action asserting a claim arising pursuant to any provision of the Delaware
General Corporation Law or as to which the Delaware General Corporation Law
confers jurisdiction on the Court of Chancery of the State of Delaware, or (iv)
any action asserting a claim arising pursuant to any provision of the
Registrant's Certificate of Incorporation or the By-laws (in each case, as they
may be amended from time to time) or governed by the internal affairs doctrine,
and (b) the federal district courts of the United States shall, to the fullest
extent permitted by law, be the sole and exclusive forum for the resolution of
any claim arising under the Securities Act of 1933, as amended.
The foregoing description of the Amendment does not purport to be complete and
is qualified in its entirety by reference to the full text of the Amendment, a
copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by
reference. All other terms of the By-laws remain the same. The Registrant will
file a complete copy of the By-laws, as amended, as an exhibit to its next
quarterly report on Form 10-Q.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
3.1 Amendment to the Third Amended and Restated By-laws, as Amended, of the
Registrant
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (formatted as Inline XBRL with applicable
taxonomy extension information contained in Exhibits 101)
Skyworks Solutions, Inc. specializes in the development, sales and marketing of high-performance, mixed signal semi-conductors. The products are designed for use in the following sectors: consumer electronics, IT, mobile communication systems and network infrastructures. They also provide solutions for automotive, RFID, industrial, medical, military and aerospatial applications to name but a few. The group offers amplifiers, attenuators, detectors, diodes, directional couplers, modules, radio frequency subsystems, isolators, modulators, optocouplers, optoisolators, phase shifters, switches and multiplexers, solutions for food management, etc.
At the end of September 2023, Skyworks Solutions, Inc. had 6 manufacturing sites located in the United States (2), Mexico (2), Japan and Singapore.
Net sales are distributed geographically as follows: the United States (75.5%), China (7.5%), Taiwan (7.2%), South Korea (4.2%), Asia/Pacific (1.3%) and Europe/Middle East/Africa (4.3%).
SKYWORKS SOLUTIONS, INC. 
