SEC Form 4 · accession 0001054374-15-000065
BROADCOM CORP · BRCM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Henry Samueli
Officer — Chairman of the Board and CTO · Director
Period of report
May 1, 2015
Accepted (ET)
May 5, 2015 · 4:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001054374
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common stockF2,F3 | May 1, 2015 | C | 66,000 | — | A | 66,000 | I | See Footnote |
| Class A common stockF5,F1 | May 1, 2015 | S | 66,000 | $44.9009 | D | 0 | I | See Footnote |
| Class A common stockF2,F7 | May 1, 2015 | C | 54,000 | — | A | 110,912 | I | See Footnote |
| Class A common stockF8,F7,F6 | May 1, 2015 | S | 54,000 | $44.9006 | D | 56,912 | I | See Footnote |
| Class A common stockF9 | holding | — | — | — | 602,183 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B common stockF3,F2 | — | May 1, 2015 | C | 66,000 | D | — | — | Class A common stock | 66,000 | 14,040,992 | I |
| Class B common stockF7,F2 | — | May 1, 2015 | C | 54,000 | D | — | — | Class A common stock | 54,000 | 6,554,025 | I |
| Class B common stockF10,F2 | — | holding | — | — | — | — | — | Class A common stock | 1,050,000 | 1,050,000 | I |
| Class B common stockF11,F2 | — | holding | — | — | — | — | — | Class A common stock | 913,473 | 913,473 | I |
Explanation of responses
- F1Such transaction was effected by HS Portfolio L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F10Held by H&S Portfolio II L.P., an entity owned by the Henry Samueli Lifetime Benefit Trust, for which trust the Reporting Person is trustee and beneficiary.
- F11Held by HS Management, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F2Each share of Class B common stock is convertible at any time into one share of Class A common stock at the option of the holder.
- F3Held by HS Portfolio L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F4The shares covered by this Form 4 are being sold pursuant to a Rule 10b5-1 Sales Plan, which is intended to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
- F5Such transaction was executed in multiple trades at prices ranging from $44.28 to $45.13. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F6Such transaction was effected by H&S Investments I L.P., an entity owned by the Shiloh Trust, for which trust the Reporting Person is co-trustee and co-beneficiary.
- F7Held by H&S Investments I L.P., an entity owned by the Shiloh Trust, for which trust the Reporting Person is co-trustee and co-beneficiary.
- F8Such transaction was executed in multiple trades at prices ranging from $44.28 to $45.16. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F9Includes (i) 34,679 shares that are held as Class A common stock and (ii) 567,504 shares in the form of restricted stock units that will entitle the Reporting Person to receive one share of Class A common stock per restricted stock unit.