QCOM Filing
8-KFiling Date: Jul 31, 2026

QUALCOMM INC/DE (QCOM) · Material Event (8-K) SEC Filing

Other Events, Financial Statements

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ACC: 0001104659-26-089234open_in_new

Event Type

Other EventsFinancial Statements
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Event Description

Item 8.01. Other Events
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QUALCOMM filed a prospectus supplement on July 31, 2026, registering 17,826,566 shares of common stock for resale by selling stockholders. These shares were issued as consideration for the company’s acquisition of Modular Inc. in a private placement. The filing was made pursuant to a Registration Rights Agreement dated July 28, 2026, and a related legal opinion was included.

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Item 8.01 Other Events. On July 31, 2026, QUALCOMM Incorporated (the Company ) filed with the Securities and Exchange Commission (the SEC ) a prospectus supplement to the prospectus included in the Company s Registration Statement on Form S-3ASR filed with the SEC on November 6, 2024 (File No. 333-283035) (the Registration Statement ), covering the resale by the selling stockholders of an aggregate of 17,826,566 shares of Company common stock, par value $0.0001 per share (the Shares ). As previously announced, on June 21, 2026, the Company entered into a definitive agreement to acquire Modular Inc ( Modular ). The Company issued such 17,826,566 Shares as consideration for the acquisition of Modular in a private placement undertaken in reliance on the exemptions from the registration requirements of the Securities Act of 1933, as amended (the Securities Act ), pursuant to Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder. The prospectus supplement was filed in accordance with a Registration Rights Agreement, dated July 28, 2026, by and between the Company and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the agent, attorney-in-fact and representative for and on behalf of the Holders (as defined therein) under the Registration Rights Agreement (the Registration Rights Agreement ). The foregoing description of the Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such Registration Rights Agreement, a copy of which is filed as Exhibit 4.1 hereto and is incorporated by reference herein. A copy of the legal opinion of Paul, Weiss, Rifkind, Wharton & Garrison LLP relating to the Shares covered by the prospectus supplement is filed herewith as Exhibit 5.1, and is filed with reference to, and is hereby incorporated by reference into, the Registration Statement.
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Event Description

Item 9.01. Financial Statements
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QUALCOMM Incorporated filed an 8-K on July 31, 2026, disclosing a Registration Rights Agreement dated July 28, 2026, entered into with Shareholder Representative Services LLC. The filing also includes related legal opinions and consents from Paul, Weiss, Rifkind, Wharton & Garrison LLP, as well as the interactive data file. The agreement appears tied to a corporate transaction, though no further details are provided in this exhibit-only filing.

Original SEC Filing Text expand_more
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Registration Rights Agreement, dated as of July 28, 2026, by and between QUALCOMM Incorporated and Shareholder Representative Services LLC. 5.1 Opinion of Paul, Weiss, Rifkind, Wharton & Garrison LLP. 23.1 Consent of Paul, Weiss, Rifkind, Wharton & Garrison LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURES 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. QUALCOMM Incorporated Date: July 31, 2026 By: /s/ Akash Palkhiwala Akash Palkhiwala Executive Vice President, Chief Financial Officer and Chief Operating Officer

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