Qorvo Inc. Files DEF 14A for FY Ending March 30, 2024

Ticker: QRVO · Form: DEF 14A · Filed: Jun 28, 2024 · CIK: 1604778

Sentiment: neutral

Topics: proxy-statement, executive-compensation, corporate-governance

Related Tickers: QRVO

TL;DR

Qorvo's DEF 14A is out, detailing exec pay for FY24. Focus on compensation structure.

AI Summary

Qorvo, Inc. filed a DEF 14A on June 28, 2024, for the fiscal year ending March 30, 2024. The filing details executive compensation and related party transactions. Key information includes the company's fiscal year end and its business address in Greensboro, NC.

Why It Matters

This filing provides crucial details on executive compensation and corporate governance, which can influence investor decisions and the company's future strategic direction.

Risk Assessment

Risk Level: low — This is a routine annual filing (DEF 14A) detailing executive compensation and corporate governance, not indicating new or immediate risks.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of a DEF 14A filing?

A DEF 14A filing, also known as a Definitive Proxy Statement, is used to solicit proxies from shareholders and provides detailed information about matters to be voted on at an annual or special meeting, including executive compensation, director nominations, and other corporate governance issues.

When was this DEF 14A filing submitted by Qorvo, Inc.?

Qorvo, Inc. filed this DEF 14A on June 28, 2024.

What is the fiscal year end date for Qorvo, Inc. as stated in this filing?

The fiscal year end date for Qorvo, Inc. is March 30.

What was Qorvo, Inc.'s former company name?

Qorvo, Inc.'s former company name was Rocky Holding, Inc., with a date of name change on April 4, 2014.

Where is Qorvo, Inc.'s principal executive office located?

Qorvo, Inc.'s principal executive office is located at 7628 Thorndike Road, Greensboro, NC 27409.

Filing Stats: 4,415 words · 18 min read · ~15 pages · Grade level 14.1 · Accepted 2024-06-28 16:17:18

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 19 Compensation Discussion and Analysis 19 Executive Summary 19

Executive Compensation Program

Executive Compensation Program 20 Compensation Decision-Making Processes 23 Compensation Elements 25 Other Compensation Policies and Practices 30 Change in Control Agreements 30 Compensation Committee Report 31 Compensation of Executive Officers 32 Summary Compensation Table 32 2024 Grants of Plan-Based Awards Table 33 Equity Compensation Plans 34 Outstanding Equity Awards at Fiscal Year-End 35 2024 Option Exercises and Stock Vested Table 36 Potential Payments upon Termination or Change-In-Control 36 Equity Awards 36 401(k) Savings Plan; Deferred Compensation Plan 37 Employee Stock Purchase Plan 37 Medical Benefits 37 Employment Agreement with Mr. Bruggeworth 37 Change in Control Agreements 38 Potential Payments Upon a Qualifying Termination following a Change in Control 39 Other Potential Payments Upon Resignation, Termination for Cause, Termination without Cause, Retirement or Constructive Termination 40 CEO Pay Ratio Disclosure 41 PAY VERSUS PERFORMANCE 42 COMPENSATION OF DIRECTORS 47 Director Compensation Philosophy 47 Schedule of Director Fees for Fiscal Year Ended March 30, 2024 48 Equity Compensation 48 Other Compensation 48 EQUITY COMPENSATION PLAN INFORMATION 49 PROPOSAL 3 – RATIFICATION OF APPOINTMENT OF QORVO'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 50 Independent Registered Public Accounting Firm Fee Information 50 Pre-Approval Policies and Procedures 51 Report of the Audit Committee 51

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 52 RELATED PERSON TRANSACTIONS 53 Related Person Transactions Policy 53 VOTING AND OTHER INFORMATION 54 PROPOSALS FOR THE 2024 ANNUAL MEETING 54 GENERAL INFORMATION 55 Record Date and Shares Entitled to Vote 55 Quorum Requirements 55 How to Attend the Annual Meeting 55 Proxy Costs 55 Householding and Delivery of Proxy Materials 55 How to Vote Your Shares 56 Votes Required, Non-Votes, Abstentions, and Revocations 56 Other Business 56 Website addresses and hyperlinks are included for reference only. The information contained on or available through websites referred to and/or linked to in this proxy statement (other than the Company's website to the extent specifically referred to herein as required by SEC rules) is not part of this proxy solicitation and is not incorporated by reference into this proxy statement or any other proxy materials. 2024 Proxy Statement Table of Contents NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS Dear Qorvo Stockholders: We hereby give notice that the 2024 Annual Meeting of Stockholders of Qorvo, Inc. ("Qorvo") will be held on Tuesday, August 13, 2024, at 8:00 a.m. Central Daylight Time at the Renaissance Dallas at Plano Legacy West Hotel, 6007 Legacy Drive, Plano, TX 75024, for the following purposes: (1) To elect the seven director nominees named in the accompanying proxy statement to serve a one-year term and until their respective successors are duly elected and qualified or until their earlier resignation or removal. (2) To approve, on an advisory basis, the compensation of our Named Executive Officers (as disclosed in the proxy statement). (3) To ratify the appointment of Ernst & Young LLP as Qorvo's independent registered public accounting firm for the fiscal year ending March 29, 2025. (4) To transact such other business that may properly come before the meeting. Only stockholders of record

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