Broadcom Inc. Files 8-K with Corporate Updates

TL;DR

Broadcom filed an 8-K on 7/12/24 for corporate updates, no major financial news.

AI Summary

Broadcom Inc. filed an 8-K on July 12, 2024, reporting amendments to its articles of incorporation or bylaws, other events, and financial statements/exhibits. The filing details changes related to its corporate structure and operations, with no specific dollar amounts or new material agreements disclosed in the provided text.

Why It Matters

This filing indicates updates to Broadcom's corporate governance and operational structure, which could impact its regulatory compliance and internal procedures.

Risk Assessment

Risk Level: low — The filing appears to be procedural and administrative, with no immediate financial or operational risks indicated.

Key Players & Entities

• Broadcom Inc. (company) — Registrant
• July 12, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of incorporation
• 3421 Hillview Avenue, Palo Alto, California 94304 (address) — Principal executive offices
• 650-427-6000 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — ange on Which Registered Common Stock, $0.001 par value AVGO The NASDAQ Global Se
• $5,000,000,000 — d to issue and sell to the Underwriters $5,000,000,000 aggregate principal amount of its senio
• $1,250,000,000 — ount of its senior notes, consisting of $1,250,000,000 aggregate principal amount of its 5.050
• $2,250,000,000 — nior notes due 2027 (the "2027 Notes"), $2,250,000,000 aggregate principal amount of its 5.050
• $1,500,000,000 — r notes due 2029 (the "2029 Notes") and $1,500,000,000 aggregate principal amount of its 5.150

Filing Documents

• ny20032136x6_8k.htm (8-K) — 42KB
• ny20032136x6_ex1-1.htm (EX-1.1) — 223KB
• ny20032136x6_ex3-1.htm (EX-3.1) — 10KB
• ny20032136x6_ex4-1.htm (EX-4.1) — 503KB
• ny20032136x6_ex4-2.htm (EX-4.2) — 215KB
• ny20032136x6_ex5-1.htm (EX-5.1) — 16KB
• 0001140361-24-033072.txt ( ) — 1348KB
• avgo-20240712.xsd (EX-101.SCH) — 4KB
• avgo-20240712_lab.xml (EX-101.LAB) — 22KB
• avgo-20240712_pre.xml (EX-101.PRE) — 16KB
• ny20032136x6_8k_htm.xml (XML) — 4KB

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On June 12, 2024, Broadcom Inc. (the "Company") announced a ten-for-one forward stock split (the "Stock Split") of the Company's common stock, to be effected through the filing of an amendment (the "Amendment") to the Company's Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. The Company filed the Amendment to effect the Stock Split and proportionately increase the number of shares of the Company's authorized common stock from 2,900,000,000 to 29,000,000,000. The Amendment, which became effective at 4:30 p.m. Eastern Time on July 12, 2024, is filed as Exhibit 3.1 to this Current Report on Form 8-K.

01 Other Events

Item 8.01 Other Events. On July 8, 2024, the Company entered into an underwriting agreement (the "Underwriting Agreement") with BofA Securities, Inc., BNP Paribas Securities Corp. and HSBC Securities (USA) Inc., acting for themselves and as representatives of the several underwriters named therein (collectively, the "Underwriters"), pursuant to which the Company agreed to issue and sell to the Underwriters $5,000,000,000 aggregate principal amount of its senior notes, consisting of $1,250,000,000 aggregate principal amount of its 5.050% senior notes due 2027 (the "2027 Notes"), $2,250,000,000 aggregate principal amount of its 5.050% senior notes due 2029 (the "2029 Notes") and $1,500,000,000 aggregate principal amount of its 5.150% senior notes due 2031 (the "2031 Notes" and together with the 2027 Notes and the 2029 Notes, the "Notes"). The Notes were registered under the Securities Act of 1933, as amended (the "Act"), pursuant to the Company's registration statement on Form S-3ASR (File No. 333-280715) (the "Registration Statement"), dated July 8, 2024. On July 10, 2024, the Company filed with the U.S. Securities and Exchange Commission a prospectus supplement (the "Prospectus Supplement"), containing the final terms of the Notes pursuant to Rule 424(b)(2) of the Act. The Notes were sold pursuant to the Underwriting Agreement and were issued pursuant to the Prospectus Supplement. The Notes are governed by the Indenture, dated July 12, 2024 (the "Base Indenture"), between the Company and Wilmington Trust, National Association, as trustee (the "Trustee"), as supplemented by the Supplemental Indenture No. 1, dated July 12, 2024 (the "Supplemental Indenture"), between the Company and the Trustee. The 2027 Notes will mature on July 12, 2027, the 2029 Notes will mature on July 12, 2029 and the 2031 Notes will mature on November 15, 2031. The Notes are unsecured, unsubordinated obligations of the Company and will rank equally in right of payment with all of the Compan

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1

Underwriting

Underwriting Agreement, dated July 8, 2024, by and among Broadcom Inc., BofA Securities, Inc., BNP Paribas Securities Corp. and HSBC Securities (USA) Inc. (acting for themselves and as representatives of the several underwriters named therein). 3.1 Amendment to the Amended and Restated Certificate of Incorporation of Broadcom Inc., dated July 12, 2024. 4.1 Indenture, dated July 12, 2024, between Broadcom Inc. and Wilmington Trust, National Association, as trustee. 4.2 Supplemental Indenture No. 1, dated July 12, 2024, between Broadcom Inc. and Wilmington Trust, National Association, as trustee. 4.3 Form of 5.050% Note due 2027 (included in Exhibit 4.2 to this Current Report on Form 8-K). 4.4 Form of 5.050% Note due 2029 (included in Exhibit 4.2 to this Current Report on Form 8-K). 4.5 Form of 5.150% Note due 2031 (included in Exhibit 4.2 to this Current Report on Form 8-K). 5.1 Opinion of Wachtell, Lipton, Rosen & Katz, dated July 12, 2024, with respect to the Notes. 23.1 Consent of Wachtell, Lipton, Rosen & Katz (included in Exhibit 5.1 to this Current Report on Form 8-K). 104 Cover Page Interactive Data File (formatted as Inline XBRL). SIGNATURE 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 hereunto duly authorized. Date: July 12, 2024 Broadcom Inc. By: /s/ Kirsten M. Spears Name: Kirsten M. Spears Title: Chief Financial Officer and Chief Accounting Officer

View Full Filing

View this 8-K filing on SEC EDGAR