SEC Form 4 · accession 0000899243-16-011879
Avago Technologies LTD · AVGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 15, 2016
Accepted (ET)
Jan 19, 2016 · 2:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001441634
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares, no par valueF1,F2 | Jan 15, 2016 | M | 7,186 | $31.49 | A | 65,428 | D | |
| Ordinary Shares, no par valueF1,F3,F4 | holding | — | — | — | 13,497,979 | I | Held through SLP Argo I Ltd. | |
| Ordinary Shares, no par valueF1,F5,F6 | holding | — | — | — | 262,088 | I | Held through SLP Argo II Ltd. ( | |
| Ordinary Shares, no par valueF1,F7 | holding | — | — | — | 3,285 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F1,F2 | $31.49 | Jan 15, 2016 | M | 7,186 | D | Mar 30, 2012 | Mar 29, 2016 | Ordinary Shares, no par value | 7,186 | 0 | D |
Explanation of responses
- F1This Form 4 is filed on behalf of SLP Argo I Ltd. ("Argo I"), SLP Argo II Ltd. ("Argo II"), Silver Lake Partners IV Cayman (AIV II), L.P. ("AIV II"), Silver Lake Technology Investors IV Cayman, L.P. ("SLTI IV"), Silver Lake Technology Associates IV Cayman, L.P. ("SLTA IV Cayman"), Silver Lake (Offshore) AIV GP IV, Ltd. ("AIV GP IV") and Mr. Kenneth Y. Hao. AIV II is the sole shareholder of Argo I. SLTI IV is the sole shareholder of Argo II. SLTA IV Cayman is the sole general partner of AIV II and SLTI IV, and AIV GP IV is the sole general partner of SLTA IV Cayman. Each of AIV GP IV, SLTA IV Cayman, SLTI IV, AIV II, Argo I and Argo II may be deemed to be a director by deputization of Avago Technologies Limited (the "Issuer"). Mr. Hao is a director of the Issuer.
- F2These securities are held by Mr. Kenneth Y. Hao for the benefit of certain funds affiliated with AIV GP IV ("Silver Lake"). Pursuant to Mr. Hao's arrangement with Silver Lake with respect to director compensation, upon the sale of these securities, the proceeds from such sale(s) are expected to be remitted to Silver Lake. Mr. Hao is a director of AIV GP IV.
- F3AIV II, as the sole shareholder of Argo I, SLTA IV Cayman, as the sole general partner of AIV II, AIV GP IV, as the sole general partner of SLTA IV Cayman, and Mr. Kenneth Y. Hao, as a director of Argo I and AIV GP IV, may each be deemed to be the indirect beneficial owner of the securities directly owned by Argo I under Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). However, pursuant to Rule 16a-1(a)(4) of the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing, and each Reporting Person (except for Argo I) disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.
- F4These securities are directly held by Argo I. See footnote (3).
- F5SLTI IV, as the sole shareholder of Argo II, SLTA IV Cayman, as the sole general partner of SLTI IV, AIV GP IV, as the sole general partner of SLTA IV Cayman, and Mr. Kenneth Y. Hao, as a director of Argo II and AIV GP IV, may each be deemed to be the indirect beneficial owner of the securities directly owned by Argo II under Rule 16a-1(a)(2) of the Exchange Act. However, pursuant to Rule 16a-1(a)(4) of the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing, and each Reporting Person (except for Argo II) disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.
- F6These securities are directly held by Argo II. See footnote (5).
- F7These securities are held by the Hao Family Trust u/a/d 10/12/99.
Remarks
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. Pursuant to Rule 16a-1(a)(4) of the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.