Statement of Changes in Beneficial Ownership (4)
March 17 2020 - 5:44PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Spears Kirsten M. |
2. Issuer Name and Ticker or Trading Symbol
Broadcom Inc.
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AVGO
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Principal Accounting Officer |
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(Last)
(First)
(Middle)
C/O BROADCOM INC., 1320 RIDDER PARK DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2020 |
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(Street)
SAN JOSE, CA 95131
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock, $0.001 par value | 3/15/2020 | | M | | 2000 (1) | A | $0 (2) | 49352 (3) | D | |
| Common Stock, $0.001 par value | 3/15/2020 | | A | | 1875 (4) | A | $0 | 51227 (3) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Performance Based Restricted Stock Units | $0.0 | 3/15/2020 | | M | | | 2000 | (1) | 3/15/2020 (1) | Common Stock, $0.001 par value | 2000.0 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | Shares vested pursuant to a share price performance restricted stock unit award (the "Performance RSU") granted pursuant to the Avago Technologies Limited 2009 Equity Incentive Award Plan ("2009 Avago Plan") on March 15, 2016. The Performance RSU is subject to vest over four years, with 25% vesting on each anniversary of the date of grant, such that the Performance RSU fully vested on March 15, 2020, subject to the Reporting Person's continued service through such date; and provided, however, that no portion of the Performance RSU may vest unless the average of the closing prices of the Issuer's shares (as reported on the stock exchange on which the shares are listed), over a twenty consecutive trading day period is equal to or greater than 120% of the fair market value of the Issuer's shares on the date of grant (the "Price Contingency"). On January 5, 2017, the Price Contingency was met, and on March 15, 2020, the fourth and final 25% of the Performance RSU vested. |
| (2) | Each Performance RSU represents the right to receive, at settlement, one share of common stock of the Issuer. This transaction represents the settlement of the Performance RSU in the Issuer's shares of common stock on the scheduled vest date. |
| (3) | Includes 30,062 restricted stock units ("RSU"). |
| (4) | On March 15, 2020, the Compensation Committee of the Issuer determined the achievement of certain performance criteria, based on the Issuer's compound annual total stockholder return relative to the S&P 500 Index, and the number of RSUs that vested on March 15, 2020 with respect to the third of four performance periods pursuant to the terms of a performance stock unit award granted on March 15, 2017 under the 2009 Avago Plan. The Reporting Person received one (1) share of common stock for each one (1) RSU. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Spears Kirsten M.
C/O BROADCOM INC.
1320 RIDDER PARK DRIVE
SAN JOSE, CA 95131 |
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| Principal Accounting Officer |
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Signatures
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| /s/ Noelle Matteson, Attorney-in-Fact for Kirsten M. Spears | | 3/17/2020 |
| **Signature of Reporting Person | Date |
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