4//SEC Filing
Avago Technologies LTD 4
Accession 0001140361-16-050120
CIK 0001441634operating
Filed
Feb 2, 7:00 PM ET
Accepted
Feb 3, 5:09 PM ET
Size
21.3 KB
Accession
0001140361-16-050120
Insider Transaction Report
Form 4
Maslowski Anthony E.
Other
Transactions
- Disposition to Issuer
Ordinary Shares, no par value
2016-02-01−14,237→ 0 total(indirect: See Footnote) - Disposition to Issuer
Stock Option (Right to Buy)
2016-02-01−12,500→ 0 totalExercise: $35.31Exp: 2019-03-05→ Ordinary Shares, no par value (12,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2016-02-01−30,000→ 0 totalExercise: $35.45Exp: 2020-03-11→ Ordinary Shares, no par value (30,000 underlying) - Disposition to Issuer
Stock Option(Right to Buy)
2016-02-01−50,000→ 0 totalExercise: $62.02Exp: 2021-03-10→ Ordinary Shares, no par value (50,000 underlying) - Disposition to Issuer
Ordinary Shares, no par value
2016-02-01−61,917→ 0 total - Disposition to Issuer
Performance Based Restricted Stock Unit
2016-02-01−15,000→ 0 totalExercise: $0.00→ Ordinary Shares, no par value (15,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2016-02-01−62,500→ 0 totalExercise: $39.25Exp: 2020-09-10→ Ordinary Shares, no par value (62,500 underlying)
Footnotes (10)
- [F1]Includes 61,917 Restricted Share Units.
- [F10]In 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.
- [F2]Disposed of in connection with the transactions consummated on February 1, 2016 pursuant to the terms of an Agreement and Plan of Merger, dated as of May 28, 2015, by and among the Issuer, Broadcom Corporation ("Broadcom"), Pavonia Limited ("Holdco"), Safari Cayman L.P., Avago Technologies Cayman Holdings Ltd., Avago Technologies Cayman Finance Limited, Buffalo CS Merger Sub, Inc. ("CS Merger Sub") and Buffalo UT Merger Sub, Inc. ("UT Merger Sub," and, together with CS Merger Sub, the "Merger Subs"), pursuant to which (a) the Issuer was indirectly acquired by Holdco pursuant to the terms of a scheme of arrangement under Singapore law consummated in accordance with Section 210 of the Companies Act (Chapter 50) of Singapore, and (b) the Merger Subs merged with and into Broadcom, with Broadcom as the surviving corporation in such mergers (collectively, the "Transactions"). Continued in footnote (3).
- [F3]As a result of the Transactions, (x) both the Issuer and Broadcom became indirect subsidiaries of Holdco, (y) all issued Ordinary Shares of the Issuer were exchanged on a one-for-one basis for newly issued ordinary shares of Holdco, and (z) each outstanding share option or restricted share unit issued by the Issuer has been converted into an option to purchase Holdco ordinary shares or a Holdco restricted share unit, respectively, covering the same number of Holdco ordinary shares as the number of Ordinary Shares of the Issuer that were subject to such share option or restricted share unit immediately prior to the Transactions and, in the case of Holdco share options, at the same per share exercise price of the related share option of the Issuer immediately prior to the Transactions. Holdco was subsequently renamed Broadcom Limited.
- [F4]The shares are held by The Anthony E. Maslowski Trust dated May 20, 2011 for which the Reporting Person serves as trustee.
- [F5]Option vests in two (2) successive and equal installments on March 6, 2015 and March 6, 2016.
- [F6]Share price performance option (the "2103 Option") granted pursuant to the Avago Technologies Limited 2009 Equity Incentive Award Plan (The "Avago Plan"). The 2013 Option vests over four years, with 25% vesting on each anniversary of the date of grant, such that the 2013 Option will be fully vested on March 12, 2017. The exercisability requirements for the 2013 Option have been met.
- [F7]Share price performance option (the "2014 Option") granted pursuant to the Avago Plan. The 2014 Option vests over four years, with 25% vesting on each anniversary of the date of grant, such that the 2014 Option will be fully vested on March 11, 2018. The exercisability requirements for the 2014 Option have been met.
- [F8]Share price performance option (the "September 2013 Option") granted pursuant to the Avago Plan. The September 2013 Option vests over four years, with 25% vesting on each anniversary of the date of grant, such that the September 2013 Option will be fully vested on September 11, 2017. The exercisability requirements for the September 2013 Option have been met.
- [F9]Share 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").
Documents
Issuer
Avago Technologies LTD
CIK 0001441634
Entity typeoperating
Related Parties
1- filerCIK 0001441634
Filing Metadata
- Form type
- 4
- Filed
- Feb 2, 7:00 PM ET
- Accepted
- Feb 3, 5:09 PM ET
- Size
- 21.3 KB