QRVO 10-K Annual Report March 30, 2019 | Alphaminr

Effective Date August 11, 2021

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QORVO, INC.

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10-Q	Quarter ended Oct. 3, 2015
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10-K	Fiscal year ended March 28, 2015
10-Q	Quarter ended Dec. 27, 2014
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PROXIES

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DEF 14A	Filed on June 27, 2022
DEF 14A	Filed on June 29, 2021
DEF 14A	Filed on June 23, 2020
DEF 14A	Filed on June 25, 2019
DEF 14A	Filed on June 26, 2018
DEF 14A	Filed on June 28, 2017
DEF 14A	Filed on June 22, 2016
DEF 14A	Filed on June 30, 2015

TABLE OF CONTENTS

Part I Item 1. Business Item 1A. Risk Factors Item 1B. Unresolved Staff Comments Item 2. Properties Item 3. Legal Proceedings Item 4. Mine Safety Disclosures Part II Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity Securities Item 6. Selected Financial Data Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 7A. Quantitative and Qualitative Disclosures About Market Risk Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Item 9A. Controls and Procedures Item 9B. Other Information Part III Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation Item 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13. Certain Relationships and Related Transactions, and Director Independence Item 14. Principal Accounting Fees and Services Part IV Item 15. Exhibits, Financial Statement Schedules Item 16. Form 10-k Summary

Exhibits

2.3 Contingent Acquisition Implementation Deed by and among TriQuint Semiconductor, Inc., Cavendish Kinetics Limited and Certain Cavendish Shareholders, dated as of August 4, 2015 (incorporated by reference to Exhibit 2.1 to the Company's Quarterly Report on Form 10-Q/A filed with the SEC on April 26, 2016)+ 2.4 Deed of Amendment relating to the Contingent Acquisition Implementation Deed between Qorvo US, Inc. and Cavendish Kinetics Limited, dated July 31, 2017 (incorporated by reference to Exhibit 2.1 to the Companys Quarterly Report on Form 10-Q filed with the SEC on November 3, 2017)+ 3.1 Amended and Restated Certificate of Incorporation of Qorvo, Inc., as amended (incorporated by reference to Exhibit3.1 to the Companys Quarterly Report on Form10-Q filed with the SEC on February 3, 2015) 3.2 Amended and Restated Bylaws of Qorvo, Inc., effective as of May 13, 2016 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed with the SEC on May 19, 2016) 4.1 Specimen Certificate of Common Stock of Qorvo, Inc. (incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K filed with the SEC on May 27, 2015) 4.2 Indenture, dated as of November 19, 2015, among Qorvo, Inc., the Guarantors party thereto and MUFG Union Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the SEC on November 19, 2015) 4.3 Supplemental Indenture No. 1, dated as of June 29, 2018 among Qorvo, Inc., the Guarantors party thereto and MUFG Union Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the SEC on June 29, 2018) 4.4 Supplemental Indenture No. 2, dated as of August 28, 2018, among Qorvo, Inc., the Guarantors party thereto and MUFG Union Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form 8-K filed with the SEC on August 28, 2018) 4.5 Indenture, dated as of July 16, 2018, among Qorvo, Inc., the Guarantors party thereto and MUFG Union Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the SEC on July 16, 2018) 4.6 Supplemental Indenture, dated as of August 28, 2018, among Qorvo, Inc., the Guarantors party thereto and MUFG Union Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the SEC on August 28, 2018) 4.7 Second Supplemental Indenture, dated as of March 5, 2019, among Qorvo, Inc., the Guarantors party thereto and MUFG Union Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the SEC on March 5, 2019) 4.8 Registration Rights Agreement, dated as of July 16, 2018, by and among Qorvo, Inc., the Guarantors named therein and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several Initial Purchasers named therein (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the SEC on July 16, 2018) 4.9 Registration Rights Agreement, dated as of August 28, 2018, by and among Qorvo, Inc. the Guarantors named therein and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several Initial Purchasers named therein (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the SEC on August 28, 2018) 4.10 Registration Rights Agreement, dated as of March 5, 2019, by and among Qorvo, Inc. the Guarantors named therein and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several Initial Purchasers named therein (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the SEC on March 5, 2019) 4.11 Description of Securities 10.1 Qorvo, Inc. 2007 Employee Stock Purchase Plan (As Assumed and Amended by Qorvo, Inc., and as further amended, effective February 8, 2017) (incorporated by reference to Exhibit 10.1 to the Company's Annual Report on Form 10-K filed with the SEC on May 23, 2017)* 10.2 Qorvo, Inc. 2013 Incentive Plan (As Assumed and Amended by Qorvo, Inc.) (incorporated by reference to Exhibit 99.2 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201357))* 10.3 Qorvo, Inc. 2012 Incentive Plan (As Assumed by Qorvo, Inc.) (incorporated by reference to Exhibit 99.3 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201357))* 10.4 Qorvo, Inc. 2009 Incentive Plan (As Assumed by Qorvo, Inc.) (incorporated by reference to Exhibit 99.4 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201357))* 10.5 Qorvo, Inc. 2008 Inducement Program (As Assumed by Qorvo, Inc.) (incorporated by reference to Exhibit 99.5 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201357))* 10.6 Qorvo, Inc. 1996 Stock Incentive Program (As Assumed by Qorvo, Inc.) (incorporated by reference to Exhibit 99.6 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201357))* 10.7 Qorvo, Inc. 2012 Stock Incentive Plan (As Assumed by Qorvo, Inc. and Amended and Restated Effective January1, 2015) (incorporated by reference to Exhibit 99.1 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201358))* 10.8 2003 Stock Incentive Plan of Qorvo, Inc. (As Assumed and Amended by Qorvo, Inc. Effective January 1, 2015) (incorporated by reference to Exhibit 99.2 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201358))* 10.9 Qorvo, Inc. 2006 Directors Stock Option Plan (As Assumed by Qorvo, Inc. and Amended Effective January 1, 2015) (incorporated by reference to Exhibit 99.3 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201358))* 10.10 Nonemployee Directors Stock Option Plan of Qorvo, Inc. (As Assumed by Qorvo, Inc. and Amended Effective January1, 2015) (incorporated by reference to Exhibit 99.4 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201358))* 10.11 Qorvo, Inc. 2015 Inducement Stock Plan (incorporated by reference to Exhibit 99.5 to the Companys Registration Statement on Form S-8 filed with the SEC on January 5, 2015 (File No. 333-201358))* 10.12 Qorvo, Inc. Form of Indemnification Agreement (incorporated by reference to Exhibit10.1 to the Companys Current Report on Form8-K filed with the SEC on January5, 2015)* 10.13 Qorvo, Inc. Form of Change in Control Agreement (incorporated by reference to Exhibit10.1 to the Companys Current Report on Form8-K filed with the SEC on February 10, 2015)* 10.14 Qorvo, Inc. Nonqualified Deferred Compensation Plan (As Assumed and Amended and Restated Effective January 1, 2015) (incorporated by reference to Exhibit 10.15 to the Companys Annual Report on Form 10-K filed with the SEC on May 27, 2015)* 10.15 Qorvo, Inc. Cash Bonus Plan (As Assumed and Amended and Restated Effective January 1, 2015) (incorporated by reference to Exhibit 10.16 to the Companys Annual Report on Form 10-K filed with the SEC on May 27, 2015)* 10.16 Employment Agreement, dated as of November 12, 2008, between RF Micro Devices, Inc. and Robert A. Bruggeworth (As Assumed by Qorvo, Inc.) (incorporated by reference to Exhibit10.1 to RFMDs Current Report on Form8-K filed with the SEC on November 14, 2008 (File No. 000-22511))* 10.17 Wafer Supply Agreement, dated June9, 2012, between RF Micro Devices, Inc. and IQE, Inc. (incorporated by reference to Exhibit10.1 to RFMDs Quarterly Report on Form10-Q/A filed with the SEC on January 3, 2013 (File No. 000-22511)) 10.18 Form of Stock Option Agreement (Senior Officers) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q filed with the SEC on August 5, 2015)* 10.19 Form of Restricted Stock Unit Agreement (Service-Based Award for Senior Officers) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.4 to the Companys Quarterly Report on Form 10-Q filed with the SEC on August 5, 2015)* 10.20 Form of Restricted Stock Unit Agreement (Performance-Based and Service-Based Award for Senior Officers) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.5 to the Companys Quarterly Report on Form 10-Q filed with the SEC on August 5, 2015)* 10.21 Form of Restricted Stock Unit Agreement (Performance-Based Award for Senior Officers (TSR)) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.6 to the Companys Quarterly Report on Form 10-Q filed with the SEC on August 5, 2015)* 10.22 Qorvo, Inc. Severance Benefits Plan and Summary Plan Description (incorporated by reference to Exhibit 10.8 to the Companys Quarterly Report on Form 10-Q filed with the SEC on August 5, 2015)* 10.23 Form of Stock Option Agreement (Senior Officers) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.30 to the Companys Annual Report on Form 10-K filed with the SEC on May 31, 2016)* 10.24 Form of Restricted Stock Unit Agreement (Service-Based Award for Senior Officers) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.31 to the Companys Annual Report on Form 10-K filed with the SEC on May 31, 2016)* 10.25 Form of Restricted Stock Unit Agreement (Performance-Based and Service-Based Award for Senior Officers) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.32 to the Companys Annual Report on Form 10-K filed with the SEC on May 31, 2016)* 10.26 Form of Restricted Stock Unit Agreement (Performance-Based Award for Senior Officers (TSR)) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.33 to the Companys Annual Report on Form 10-K filed with the SEC on May 31, 2016)* 10.27 Form of Restricted Stock Unit Award Agreement (Director Annual/Supplemental RSU) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.34 to the Companys Annual Report on Form 10-K filed with the SEC on May 31, 2016)* 10.28 Form of Restricted Stock Unit Award Agreement (Director Annual/Supplemental RSUs) (deferral election) pursuant to the Qorvo, Inc. 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed with the SEC on August 5, 2016)* 10.29 Qorvo, Inc. Cash Bonus Plan (As Amended and Restated Through June 9, 2016) (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed with the SEC on November 7, 2016)* 10.30 Qorvo, Inc. Director Compensation Program, effective August 3, 2016 (incorporated by reference to Exhibit 10.4 to the Companys Quarterly Report on Form 10-Q filed with the SEC on November 7, 2016)* 10.31 Qorvo, Inc. Short-Term Incentive Plan (As Amended and Restated Through May 11, 2017) (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the SEC on May 17, 2017)* 10.32 Credit Agreement, dated as of December 5, 2017, by and among Qorvo, Inc., as the Borrower, certain subsidiaries of the Borrower identified therein, as the Guarantors, Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer, the other lenders party thereto, and Wells Fargo Bank, National Association, TD Bank, National Association, The Bank of Tokyo-Mitsubishi UFJ, Ltd., PNC Bank, National Association, and Bank of the West, as Co-Syndication Agents (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the SEC on December 6, 2017) 10.33 2018 Declaration of Amendment to Qorvo, Inc. Nonqualified Deferred Compensation Plan, effective as of April 1, 2018 (incorporated by reference to Exhibit 10.37 to the Company's Annual Report on Form 10-K filed with the SEC on May 21, 2018)* 10.34 Second 2018 Declaration of Amendment to Qorvo, Inc. Nonqualified Deferred Compensation Plan, dated as of October 8, 2018 (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed with the SEC on February 7, 2019)* 10.35 First Amendment to Credit Agreement, dated as of June 5, 2018, by and between Qorvo, Inc., certain of its material domestic subsidiaries, the lenders party thereto, and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the SEC on June 6, 2018) 10.36 Second Amendment to Credit Agreement, dated as of December 17, 2018, by and between Qorvo, Inc., certain of its material domestic subsidiaries, the lenders party thereto, and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the SEC on December 18, 2018) 21 Subsidiaries of Qorvo, Inc. 23.1 Consent of Independent Registered Public Accounting Firm (Ernst & Young LLP) 23.2 Consent of Independent Registered Public Accounting Firm (KPMG LLP) 31.1 Certification of Periodic Report by Robert A. Bruggeworth, as Chief Executive Officer, pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Periodic Report by Mark J. Murphy, as Chief Financial Officer, pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Periodic Report by Robert A. Bruggeworth, as Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Periodic Report by Mark J. Murphy, as Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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