Todd Lepinski
About Todd Lepinski
Todd J. Lepinski is Senior Vice President, Sales and Marketing at Skyworks Solutions (appointed May 7, 2025; effective June 2, 2025). He is 56 and holds a bachelor’s degree from the University of Wisconsin–Madison . Lepinski’s career spans senior sales leadership roles at Synaptics, ARM, and Broadcom across the U.S. and Europe, positioning him to drive Skyworks’ diversification beyond mobile into IoT, automotive, and infrastructure . As context for alignment with performance, Skyworks delivered FY2024 net revenue of $4.2B and GAAP operating margin of 15.3% (27.2% non-GAAP) , while FY2025 net revenue declined 2.2% to $4,086.9M and GAAP operating margin was 12.2% amid management transitions including Lepinski’s appointment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Synaptics Incorporated | SVP, Worldwide Sales & Marketing | Jun 2021 – May 2025 | Led mixed-signal semiconductor sales across consumer/IoT markets; deep customer relationships and channel execution . |
| ARM | Vice President, Sales | Apr 2016 – Jun 2021 | Drove IP licensing/design wins with OEMs; expanded ARM ecosystem adoption . |
| Broadcom | Sales Management (U.S. and Europe) | 2004 – 2016 | Managed regional sales across connectivity and infrastructure products; enterprise/mobile content capture . |
| Wolfson Micro, AMD, Texas Instruments | Sales positions | Various | Early-career commercial foundation across analog, digital, and mixed-signal portfolios . |
External Roles
- No public company board memberships or related-party transactions disclosed for Lepinski under Item 404; no family relationships with directors/executives noted .
Fixed Compensation
Skyworks does not disclose Lepinski’s specific salary/bonus in public filings. However, for SVP-level executives, the short-term incentive plan design and targets are as follows:
| FY2024 Executive Incentive Plan | Metric Weight | Threshold | Target | Maximum | Notes |
|---|---|---|---|---|---|
| Revenue (in $MM) | 50% | $4,000 | $4,375 | $4,775 | Annual plan; payout requires ≥$1.0B non-GAAP operating income . |
| Non-GAAP Operating Income (in $MM) | 50% | $1,000 | $1,311 | $1,605 | Measured after incentive payments; excludes SBC, amortization, restructuring . |
Short-term incentive target opportunities by role were: CEO 160% of base; CFO 100%; other Named Executive Officers 80% (indicative for SVPs) . Annual base salaries for NEOs were set near peer medians; SVP salary levels referenced but not specific to Lepinski .
Performance Compensation
Skyworks’ long-term equity program (PSAs/RSUs) is central to pay-for-performance. Lepinski, as SVP, is covered by the same design:
| PSA Component | Weight | Performance Period | Target | Actual (FY2024 award context) | Payout (% of Target) | Vesting |
|---|---|---|---|---|---|---|
| Emerging Revenue Growth | 25% | FY2024 | 10.0% growth | 6% achieved | 61% | 100% at 2-year anniversary . |
| EBITDA Margin Percentile (vs FY24 Peer Group) | 25% | FY2024–FY2025 (2-yr; extended to 3-yr for FY2025 grants) | 55th percentile | 60th percentile (FY2023–FY2024 context) | 125% | 100% at end of performance period (2-yr for FY2024; 3-yr for FY2025) . |
| TSR Percentile (vs S&P 500) | 50% | FY2024–FY2026 (3-yr) | 55th percentile | In progress | TBD | 100% at 3-year anniversary . |
RSUs generally vest 25% annually over four years . For FY2025, Skyworks increased both the performance and vesting periods for the EBITDA margin percentile metric to three years, directly responding to shareholder feedback .
Equity Ownership & Alignment
| Policy/Metric | Requirement | Detail |
|---|---|---|
| Stock Ownership Guidelines – SVP, Sales & Marketing | Lower of 2.5× salary or 18,600 shares | Applies to executive officers; counts shares owned outright and vested RSUs; excludes unvested RSUs/options and unissued PSAs . |
| Prohibition on Pledging | Strictly prohibited | Employees and directors cannot pledge Company securities . |
| Hedging Ban | Strictly prohibited | No short sales, options, swaps, collars, or synthetic hedges permitted . |
| Clawback Policies | Adopted 2022 and 2023 | Restatement-triggered recovery of incentive comp for Section 16 officers; 2023 policy complies with SEC/Nasdaq 10D . |
No Form 4 ownership or pledging data specific to Lepinski was disclosed in the filings reviewed.
Employment Terms
Skyworks executive officers are employed at will, with standardized severance and change-in-control protections migrating to a newly adopted Severance and Change in Control Benefits Plan (Nov 11, 2025). As an SVP reporting to the CEO, Lepinski would be a “Covered Executive” under this plan (CEO excluded) .
| Scenario | Cash Benefits | Equity Treatment | Health/COBRA | Notes |
|---|---|---|---|---|
| Termination without Cause (outside CIC window) | Lump sum equal to current annual base salary; pro-rated current-year short-term incentive based on actual achievement; prior-year unpaid incentive paid | N/A (service-based and performance awards follow plan terms) | Company-paid COBRA up to 12 months or until new coverage | Subject to release; plan governs benefits . |
| Change-in-Control (CIC) Termination (without Cause or for Good Reason; within window from 3 months prior to 2 years post-CIC) | Plan administers CIC severance; severance multiples not specified in 8-K summary (note: legacy CIC agreements for other execs used 1.5× salary+bonus; Lepinski moves to plan via participation agreement) | 100% acceleration of unvested service-vesting equity; performance awards deemed earned per plan; if awards not assumed on substantially similar terms, full acceleration occurs immediately prior to CIC | Company-paid COBRA up to 12 months; stock option exercise window extended (18 months post termination for vested options) | Includes double-trigger vesting; issuance within 60 days post later of CIC or termination . |
| Death/Disability | Full acceleration of service-based equity; performance awards earned at greater of “Target” or actual projection | Accelerated issuance per plan | N/A | Plan-defined . |
Skyworks also enforces 12-month non-solicit covenants tied to executive severance arrangements, supporting retention and protecting customer relationships .
Compensation Peer Group (Benchmarking)
FY2024 peer group used for compensation benchmarking and PSA EBITDA percentile comparisons included: AMD, Analog Devices, Entegris, KLA, Lam Research, Marvell, Microchip, Micron, Monolithic Power Systems, NXP, ON Semiconductor, Qorvo, QUALCOMM, Teradyne, Texas Instruments, Western Digital, Seagate Technology .
Say-on-Pay & Shareholder Feedback
| Year | Say-on-Pay Approval (%) | Key Program Responses |
|---|---|---|
| 2023 | 79% | Returned STI to one annual period; modified peer group for comparability . |
| 2024 | 88% | Extended EBITDA percentile PSA performance/vesting to three years for FY2025 grants; maintained robust disclosure . |
Skyworks conducted outreach to investors representing ~54% of shares post-2024 meeting; ~36% met with the Company; feedback supported longer performance periods and program transparency .
Performance & Track Record
- FY2024 operating/financial performance: $4.2B revenue; GAAP operating margin 15.3%; GAAP EPS $3.69; operating cash flow $1.825B; free cash flow $1.668B; dividend raised to $0.70; $516M capital returned via dividends and buybacks; $300M debt repaid .
- FY2025 results: Revenue $4,086.9M (−2.2% YoY), GAAP operating margin 12.2%; cash and equivalents $1,388.4M; $830.2M repurchases and $432.6M dividends, $195.0M capex; multiple senior management appointments including Lepinski .
- Long-term TSR context: 10-year TSR of 360% vs S&P 500 at 208% (as of FY2023) .
- PSA outcomes trend: Historically, TSR components have often fallen below threshold, while emerging revenue and EBITDA percentile metrics frequently paid >100% of target, reinforcing focus on operating execution versus relative stock performance .
Board Governance (Context)
- Independent Chairman (as of Feb 2025); rigorous committee oversight (Audit, Compensation, Nominating & Corporate Governance); executive sessions; enterprise risk management with cybersecurity updates and AI initiatives; prohibition on pledging; robust stock ownership guidelines .
Related Party Transactions and Red Flags
- No related-party transactions >$120k; strict review/approval policies; robust code of ethics .
- Hedging and pledging prohibited; clawback policies in place .
- Management transitions noted as a risk factor; potential disruption if transitions not successful .
Employment Terms Summary (Lepinski-Specific Disclosures)
- Appointment: SVP Sales & Marketing effective June 2, 2025 .
- Background: Synaptics SVP Sales & Marketing; ARM VP Sales; Broadcom sales management; earlier roles at Wolfson Micro, AMD, TI; BS, University of Wisconsin–Madison; age 56 .
- No additional compensation specifics disclosed via offer letter in available filings; expected to participate in executive STI and LTI programs and the Nov 2025 Severance Plan as a Covered Executive (CEO excluded) .
Investment Implications
- Alignment: Lepinski’s sales pedigree across mobile/IoT and infrastructure aligns with Skyworks’ diversification strategy; ownership guidelines, hedging/pledging prohibitions, and multi-year PSA design support long-term alignment .
- Retention/Change-of-Control: Adoption of the Severance Plan improves clarity and standardization of double-trigger equity acceleration and severance for SVPs, reducing retention risk amid industry consolidation and potential strategic transactions .
- Performance Signals: Program shifts toward longer performance/vesting (EBITDA percentile) and consistent STI metrics (revenue/operating income) indicate greater emphasis on durable operating execution over annual cycles; TSR underperformance historically suggests equity realizations depend more on operating metrics than stock-relative returns .
- Near-term execution risk: FY2025 revenue softness and leadership changes (CEO, CFO, SVP Sales & Marketing) raise transition risk; success depends on accelerating content wins in Android, Wi-Fi, automotive, and infrastructure—areas where Lepinski’s experience is most relevant .