SEC Form 4 · accession 0001140361-15-010535
Avago Technologies LTD · AVGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bryan Ingram
Officer — Chief Operating Officer
Period of report
Mar 3, 2015
Accepted (ET)
Mar 5, 2015 · 5:23 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 SharesF1,F2,F3 | Mar 3, 2015 | A | 25,000 | $0.00 | A | 156,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Based Restricted Stock UnitsF4,F5 | $0.00 | Mar 3, 2015 | A | 25,000 | A | — | — | Ordinary Shares | 25,000 | 25,000 | D |
Explanation of responses
- F1Award approved on March 3, 2015 with an effective grant date of March 15, 2015.
- F2Grant of Restricted Share Units ("RSUs") pursuant to the Avago Technologies Limited 2009 Equity Incentive Award Plan (the "Avago Plan"). Upon vesting thereof, the Reporting Person is entitied to one (1) Ordinary Share for each one (1) RSU. The RSUs vest as to 25% of the shares subject thereto on each annual anniversary of March 15, 2015.
- F3Represents 156,000 RSUs.
- F4Share price performance RSU (the "Performance RSU") granted pursuant to the Avago Plan. The Performance RSU vests over four years, with 25% vesting on each anniversary of the date of grant. However, no portion of the Performance RSU shall vest unless and until the average of the closing prices of the Company's ordinary 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 Company's ordinary shares on the date of grant (the "Price Contingency").
- F5In the event that the Price Contingency is not met on or prior to the earlier of the fourth anniversary of the Grant Date or the Reporting Person's termination of services with the Issuer, all Performance RSUs subject to the award which have not previously vested shall immediately be forfeited.