SEC Form 4 · accession 0000899243-18-010288
Broadcom Inc. · AVGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Apr 13, 2018
Accepted (ET)
Apr 17, 2018 · 6:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001730168
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.001 par valueF1,F2,F7 | Apr 13, 2018 | P | 4,976 | $245.50 | A | 4,976 | I | Held through Silver Lake Partners V DE (AIV), L.P. |
| Common Stock, $0.001 par valueF1,F2,F8 | Apr 13, 2018 | P | 71 | $245.50 | A | 71 | I | Held through Silver Lake Technology Investors V, L.P. |
| Common Stock, $0.001 par valueF1,F3,F7 | Apr 13, 2018 | P | 47,594 | $246.38 | A | 52,570 | I | Held through Silver Lake Partners V DE (AIV), L.P. |
| Common Stock, $0.001 par valueF1,F3,F8 | Apr 13, 2018 | P | 681 | $246.38 | A | 752 | I | Held through Silver Lake Technology Investors V, L.P. |
| Common Stock, $0.001 par valueF1,F4,F7 | Apr 13, 2018 | P | 99,517 | $247.50 | A | 152,087 | I | Held through Silver Lake Partners V DE (AIV), L.P. |
| Common Stock, $0.001 par valueF1,F4,F8 | Apr 13, 2018 | P | 1,424 | $247.50 | A | 2,176 | I | Held through Silver Lake Technology Investors V, L.P. |
| Common Stock, $0.001 par valueF1,F5,F7 | Apr 13, 2018 | P | 121,864 | $248.33 | A | 273,951 | I | Held through Silver Lake Partners V DE (AIV), L.P. |
| Common Stock, $0.001 par valueF1,F5,F8 | Apr 13, 2018 | P | 1,744 | $248.33 | A | 3,920 | I | Held through Silver Lake Technology Investors V, L.P. |
| Common Stock, $0.001 par valueF1,F6,F7 | Apr 13, 2018 | P | 65,947 | $249.17 | A | 339,898 | I | Held through Silver Lake Partners V DE (AIV), L.P. |
| Common Stock, $0.001 par valueF1,F6,F8 | Apr 13, 2018 | P | 943 | $249.17 | A | 4,863 | I | Held through Silver Lake Technology Investors V, L.P. |
| Common Stock, $0.001 par valueF1,F9 | holding | — | — | — | 1,587,737 | I | Held through SLP Argo I Ltd. | |
| Common Stock, $0.001 par valueF1,F10 | holding | — | — | — | 30,830 | I | Held through SLP Argo II Ltd.( | |
| Common Stock, $0.001 par valueF1,F11 | holding | — | — | — | 76,096 | I | See footnote | |
| Common Stock, $0.001 par valueF1,F12 | holding | — | — | — | 9,854 | I | See footnote | |
| Common Stock, $0.001 par valueF1,F13 | holding | — | — | — | 18 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed on behalf of Silver Lake Partners V DE (AIV), L.P. ("SLP V"), Silver Lake Technology Investors V, L.P. ("SLTI V"), Silver Lake Technology Associates V, L.P. ("SLTA V"), SLTA V (GP), L.L.C. ("SLTA V GP"), Silver Lake Group, L.L.C. ("SLG") and Mr. Kenneth Y. Hao. SLTA V is the general partner of each of SLP V and SLTI V. SLTA V GP is the general partner of SLTA V. SLG is the managing member of SLTA V GP. Mr. Hao, a Managing Director of SLG, serves as a member of the board of directors of Broadcom Inc. (the "Issuer"). Due to Mr. Hao's role at Silver Lake, it is possible that any or all of SLG, SLTA V GP, SLTA V, SLTI V and SLP V may be deemed to be a director by deputization of the Issuer.
- F10These securities are directly held by SLP Argo II Ltd. ("Argo II"). Mr. Hao, as a director of AIV GP IV, the sole general partner of SLTA IV Cayman, the sole general partner of Silver Lake Technology Investors IV Cayman, L.P., the sole shareholder of Argo II, may be deemed to be an indirect beneficial owner of the securities directly owned by Argo II.
- F11These securities are held by Mr. Hao for the benefit of certain entities affiliated with SLG ("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 and/or its limited partners. Mr. Hao, through his role at Silver Lake and its affiliates, may be deemed to have an indirect interest in these securities.
- F12These securities are held by Hao Family Trust u/a/d 10/12/99.
- F13These securities are held by Mr. Hao's family limited partnership.
- F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $244.90 to $245.89, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- F3The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $245.92 to $246.91, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $246.92 to $247.91, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- F5The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $247.92 to $248.91, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- F6The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $248.92 to $249.65, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- F7These securities are directly held by SLP V. SLTA V, as the general partner of SLP V, SLTA V GP, as the general partner of SLTA V, and SLG, as the managing member of SLTA V GP may be deemed to have indirect beneficial ownership of these securities. However, pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that each of the Reporting Persons are beneficial owners of all securities covered by this filing, and each Reporting Person (except for SLP V) disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.
- F8These securities are directly held by SLTI V. SLTA V, as the general partner of SLTI V, SLTA V GP, as the general partner of SLTA V, and SLG, as the managing member of SLTA V GP may be deemed to have indirect beneficial ownership of these securities. However, pursuant to Rule 16a-1(a)(4) of the Exchange Act, this filing shall not be deemed an admission that each of the Reporting Persons are beneficial owners of all securities covered by this filing, and each Reporting Person (except for SLTI V) disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.
- F9These securities are directly held by SLP Argo I Ltd. ("Argo I"). Mr. Hao, as a director of Silver Lake (Offshore) AIV GP IV, Ltd. ("AIV GP IV"), the sole general partner of Silver Lake Technology Associates IV Cayman, L.P. ("SLTA IV Cayman"), the sole general partner of Silver Lake Partners IV Cayman (AIV II), L.P., the sole shareholder of Argo I, may be deemed to be an indirect beneficial owner of the securities directly owned by Argo I.
Remarks
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that any of the Reporting Persons, other than Mr. Hao, is subject to Section 16 of the Exchange Act, and 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.