Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 7, 2016 (April 6, 2016)



Broadcom Limited

(Exact name of registrant as specified in its charter)




Singapore   001-37690   98-1254807

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)


1 Yishun Avenue 7

Singapore 768923

(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (65) 6755-7888



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 5.07. Submission of Matters to a Vote of Security Holders.

On April 6, 2016, the Company held its 2016 Annual General Meeting (“2016 AGM”). Holders of the Company’s ordinary shares and special preference shares, voting as a single class, voted on the following matters:


(1) To elect ten members to the Company’s board of directors (the “Board”);


(2) To approve the re-appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm and independent Singapore auditor for the fiscal year ending October 30, 2016 and to authorize the Audit Committee of the Board to fix its remuneration for services provided through the Company’s 2017 Annual General Meeting of Shareholders (the “2017 AGM”);


(3) To approve the general authorization for the directors of the Company to allot and issue ordinary shares of the Company, as set forth in the notice of, and proxy statement relating to, the Company’s 2016 Annual General Meeting (together, the “Notice and Proxy Statement”); and


(4) To approve the non-employee directors’ cash compensation for the period from April 7, 2016 through the date on which the 2017 AGM is held, and for each approximately 12-month period thereafter, as set forth in the Notice and Proxy Statement.

For each of these proposals a quorum was present. The votes cast in connection with such matters were as follows:


(1) Election of Directors:




   For      Against      Abstain      Broker Non-Votes  


   Hock E. Tan      342,536,634         594,590         260,277         19,513,114   


   James V. Diller      342,419,628         675,463         296,410         19,513,114   


   Lewis C. Eggebrecht      342,906,683         191,320         293,498         19,513,114   


   Kenneth Y. Hao      342,359,038         744,056         288,407         19,513,114   


   Eddy Hartenstein      320,638,347         21,514,087         1,239,067         19,513,114   


   Justine F. Lien      342,533,128         569,893         288,480         19,513,114   


   Donald Macleod      342,938,976         169,202         283,323         19,513,114   


   Peter J. Marks      342,989,296         114,005         288,200         19,513,114   


   Henry S. Samueli      342,678,664         548,709         164,128         19,513,114   


   Lucien Y.K. Wong      340,881,224         2,275,221         235,056         19,513,114   


(2) Re-appointment of PricewaterhouseCoopers LLP:








Broker Non-Votes

360,436,295      2,392,026      76,294      0


(3) Approval of General Authorization for Directors to Issue Shares:








Broker Non-Votes

353,408,148      9,333,616      162,851      0


(4) Approval of Non-Employee Directors’ Cash Compensation:








Broker Non-Votes

342,184,712      982,410      224,379      19,513,114

Each of the director nominees was elected and each of the proposals was approved by the Company’s shareholders.

Mr. Wong, who joined the Board immediately effective upon his election as a director at the 2016 AGM, will participate in the non-employee director compensation arrangements generally applicable to all of the Company’s non-employee directors, as disclosed in the Notice and Proxy Statement. Under the terms of those arrangements, upon his election to the Board on April 6, 2016, Mr. Wong received an initial equity grant with a fair market value of $200,000 on the date of grant, consisting of 1,325 restricted share units (“RSUs”) of the Company.

Upon Mr. Wong’s election to the Board, Bruno Guilmart ceased to be a director of the Company. In light of the valuable service Mr. Guilmart provided to the Company during his tenure as a director, the Board took action to accelerate the vesting and exercisability of the remaining Company unvested option shares and RSUs held by him to the date on which he ceased to be a director. In June 2013, Mr. Guilmart was granted an option to purchase 23,094 shares of the Company, at an exercise price per share of $37.00 per share, and 7,698 RSUs, of which 7,698 option shares and 2,566 RSUs would have been unvested as at April 6, 2016, but for the action taken by the Board.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: April 7, 2016


Broadcom Limited

/s/ Patricia H. McCall

Name:    Patricia H. McCall
Title:   Vice President and General Counsel