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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

August 15, 2023

(Date of earliest event reported)

Qorvo, Inc.

(Exact name of registrant as specified in its charter)

Delaware			001-36801						46-5288992
(State or Other Jurisdiction of Incorporation)			(Commission File Number)						(I.R.S. Employer Identification No.)

7628 Thorndike Road, Greensboro, North Carolina 27409-9421

(Address of principal executive offices)

(Zip Code)

(336) 664-1233

Registrant's telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.0001 par value

QRVO

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Stockholders of Qorvo, Inc. (the “Company”) held on August 15, 2023, the stockholders of the Company (i) elected each of the director nominees, (ii) approved, on an advisory basis, the compensation of the Company’s named executive officers, and (iii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 30, 2024.

The final voting results with respect to each of the three proposals are set forth below.

Proposal 1. Stockholders elected each of the nine directors below to serve a one-year term and until their respective successors are duly elected and qualified or until their earlier resignation or removal.

Nominee						Votes For						Votes Against						Abstain						Broker Non-Votes
Ralph G. Quinsey						60,237,697						16,249,907						64,975						8,433,317
Robert A. Bruggeworth						74,202,263						2,241,794						108,522						8,433,317
Judy Bruner						72,903,244						3,582,814						66,521						8,433,317
Jeffery R. Gardner						73,830,849						2,635,170						86,560						8,433,317
John R. Harding						75,993,147						431,026						128,406						8,433,317
David H. Y. Ho						75,176,263						1,310,837						65,479						8,433,317
Roderick D. Nelson						73,775,843						2,709,617						67,119						8,433,317
Dr. Walden C. Rhines						72,785,889						3,682,391						84,299						8,433,317
Susan L. Spradley						73,921,057						2,567,480						64,042						8,433,317

Proposal 2. Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.

For						Against						Abstain						Broker Non-Votes
69,425,426						6,995,957						131,196						8,433,317

Proposal 3. Stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 30, 2024.

For						Against						Abstain
84,599,687						275,544						110,665

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Qorvo, Inc.
By:			/s/ Grant A. Brown
			Grant A. Brown
			Senior Vice President and Chief Financial Officer

Date:    August 17, 2023