SEC Form 4 · accession 0001649338-16-000007
Broadcom Ltd · AVGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charlie B Kawwas
Officer — SVP & Chief Sales Officer
Period of report
Mar 1, 2016
Accepted (ET)
Mar 3, 2016 · 5:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001649338
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,F3 | Mar 1, 2016 | A | 15,000 | $0.00 | A | 86,800 | D | |
| Ordinary Shares, no par valueF4,F3 | Mar 2, 2016 | S | 1,874 | $136.379 | D | 84,926 | 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 UnitsF1,F5,F6 | $0.00 | Mar 1, 2016 | A | 15,000 | A | — | — | Ordinary Shares, no par value | 15,000 | 15,000 | D |
Explanation of responses
- F1Award approved on March 1, 2016 with an effective grant date of March 15, 2016 (the "Grant Date").
- 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 entitled 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, 2016.
- F3Includes 76,851 Restricted Share Units.
- F4Shares sold by the Reporting Person pursuant to mandatory sale provisions of the relevant RSU grant requiring the sale of sufficient shares to cover withholding taxes due upon vesting of RSUs.
- F5Share price performance RSU (the "Performance RSU") granted pursuant to the Avago Plan. The Performance RSU vests over four years, with the vesting period commencing on the Grant Date, with 25% vesting on each anniversary of the Grant Date. However, no portion of the Performance RSU shall vest unless and until the average of the per share 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 a Company's ordinary share on the Grant Date (the "Price Contingency").
- F6In 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.