Qorvo, Inc. 8-K

What Happened
Qorvo announced that on February 5, 2026 it and Skyworks each received a Second Request from the U.S. Federal Trade Commission (FTC) in connection with the previously announced merger between Qorvo and Skyworks (Merger Agreement dated October 27, 2025). The Second Requests extend the Hart‑Scott‑Rodino (HSR) waiting period until 30 days after both parties have substantially complied with the requests (unless the parties voluntarily extend the period or the FTC ends it sooner). Qorvo and Skyworks say they are cooperating with the FTC; the deal remains subject to HSR clearance, other antitrust and foreign investment approvals, and the other closing conditions in the Merger Agreement. Skyworks filed an S-4 (declared effective December 23, 2025) and a joint proxy/prospectus was mailed to shareholders around that date.

Key Details

• Merger Agreement executed October 27, 2025: two-step transaction where Skyworks’ subsidiaries will merge with Qorvo (First and Second Mergers).
• Second Request received: February 5, 2026, which extends the HSR waiting period until 30 days after substantial compliance by both parties.
• Regulatory filings: Skyworks filed an S-4 on December 4, 2025 (declared effective Dec 23, 2025); joint proxy statement/prospectus mailed to shareholders Dec 23, 2025.
• Transaction still requires HSR clearance, non-U.S. antitrust/foreign investment approvals and satisfaction/waiver of other closing conditions.

Why It Matters
The FTC Second Request creates a regulatory delay and increases near‑term uncertainty about the timing of the Skyworks-Qorvo merger. That can affect when any deal-related benefits or stockholder votes occur and may prolong integration or strategic moves tied to closing. Investors should review the joint proxy statement/prospectus and related SEC filings for full terms, risks and timelines and monitor regulatory developments for updates on the deal’s prospects.