SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Tremallo Mark V B

(Last) (First) (Middle)
20 SYLVAN ROAD

(Street)
WOBURN MA 01801

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SKYWORKS SOLUTIONS, INC. [ SWKS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, General Counsel &Secretary
3. Date of Earliest Transaction (Month/Day/Year)
11/09/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/09/2015 A 2,364(1) A $0.00 24,367 D
Common Stock 11/09/2015 F 1,117(2) D $84.89 23,250 D
Common Stock 11/09/2015 A 7,500(3) A $0.00 30,750 D
Common Stock 11/09/2015 F 3,544(2) D $84.89 27,206 D
Common Stock 11/09/2015 A 14,968(4) A $0.00 42,174 D
Common Stock 11/09/2015 F 7,073(2) D $84.89 35,101 D
Common Stock 11/10/2015 A 5,000(5) A $0.00 40,101 D
Common Stock 11/10/2015 F 2,363(2) D $80.37 37,738 D
Common Stock 11/10/2015 M(6) 5,000 A $19.08 42,738 D
Common Stock 11/10/2015 S(6) 1,783 D $80.2(7) 40,955 D
Common Stock 11/10/2015 S(6) 3,217 D $80.77(8) 37,738 D
Common Stock 11/10/2015 S(6) 2,400 D $80.19(9) 35,338 D
Common Stock 11/10/2015 S(6) 4,300 D $80.76(10) 31,038 D
Common Stock 1,544(11) I By 401(k) plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $84.89 11/09/2015 A 16,000 (12) 11/09/2022 Common Stock 16,000 $0.00 16,000 D
Employee Stock Option (right to buy) $19.08 11/10/2015 M(6) 5,000 (13) 11/10/2018 Common Stock 5,000 $0.00 1,250 D
Explanation of Responses:
1. Unrestricted stock award under the Issuer's 2015 Long-Term Incentive Plan made as partial payment for an amount due to the Reporting Person under the Issuer's Fiscal 2015 Executive Incentive Plan.
2. Transfer of stock to the Issuer of the number of common shares determined to be sufficient to satisfy tax withholding obligations related to the issuance of unrestricted stock to the Reporting Person.
3. Represents 7,500 shares of common stock issued to the Reporting Person pursuant to a performance share award dated 11/7/2013. Such performance share award contained both a continued employment condition and a performance condition related to the achievement by the Issuer of certain pre-established performance metrics for fiscal year 2014.
4. Represents 14,968 shares of common stock issued to the Reporting Person pursuant to a performance share award dated 11/8/2012. Such performance share award contained both a continued employment condition and a performance condition related to the achievement by the Issuer of certain pre-established performance metrics for fiscal year 2013.
5. Represents 5,000 shares of common stock issued to the Reporting Person pursuant to a performance share award dated 11/10/2014. Such performance share award contained both a continued employment condition and a performance condition related to the achievement by the Issuer of certain pre-established performance metrics for fiscal year 2015.
6. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 8/7/2015.
7. The price reflects the average selling price of the shares sold. Actual sale prices ranged from $80.01 per share to $80.29 per share.
8. The price reflects the average selling price of the shares sold. Actual sale prices ranged from $80.41 per share to $81.35 per share.
9. The price reflects the average selling price of the shares sold. Actual sale prices ranged from $80.00 per share to $80.34 per share.
10. The price reflects the average selling price of the shares sold. Actual sale prices ranged from $80.39 per share to $81.35 per share.
11. This total represents the number of shares of common stock held by the Reporting Person in the Skyworks Solutions, Inc. 401(k) plan based on the latest plan statement dated 10/31/2015.
12. This stock option vests in four (4) equal installments, beginning on 11/9/2016 and ending on 11/9/2019.
13. This stock option vested in four (4) equal installments, beginning on 11/10/2012 and ending on 11/10/2015.
Remarks:
Robert J. Terry, as Attorney-In-Fact for Mark V.B. Tremallo 11/12/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.