Broadcom Pte. Form 4 Broadcom / Kenneth Hao ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hao Kenneth

(Last) (First) (Middle)

C/O SILVER LAKE PARTNERS,

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Broadcom Ltd [ AVGO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares, no par value	02/01/2016		A(1)(2)		57	A	(1)(2)	3,342	I	See footnote(3)
Ordinary Shares, no par value	02/01/2016		A(1)(2)		18	A	(1)(2)	18	I	See footnote(4)
Ordinary Shares, no par value	04/06/2016		A(5)		1,325	A	$0.00	66,753	I	See footnote(6)
Ordinary Shares, no par value								13,497,979	I	Held through SLP Argo I Ltd.(7)
Ordinary Shares, no par value								262,088	I	Held through SLP Argo II Ltd.(8)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Acquired 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 (the "Merger Agreement"), by and among the Issuer, Avago Technologies Limited ("Avago"), Broadcom Corporation ("Broadcom"), 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 indirectly acquired Avago 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 (2).

2. At the effective time of the Transactions, each share of Broadcom common stock beneficially owned by Mr. Hao was converted into the right to receive, subject to proration in accordance with the Merger Agreement, 0.4378 freely-tradeable ordinary shares of the Issuer.

3. These securities are held by the Hao Family Trust u/a/d 10/12/99.

4. These securities are held by Mr. Hao's family limited partnership.

5. Represents a grant of restricted stock units which, subject to Mr. Hao's continued service as a member of the board of directors through the vesting date, will vest in full on April 6, 2017.

6. These securities are held by Mr. Hao for the benefit of Silver Lake Technology Management, L.L.C., certain of its affiliates and certain of the funds they manage ("Silver Lake"). Mr. Hao serves as a director of the Issuer. 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.

7. These securities are held by SLP Argo I Ltd. ("Argo I"). Mr. Hao, as a director of Argo I and 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 the indirect beneficial owner of the securities directly owned by Argo I.

8. These securities are held by SLP Argo II Ltd. ("Argo II"). Mr. Hao, as a director of Argo II and 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 the indirect beneficial owner of the securities directly owned by Argo II.

Remarks:

Pursuant to Rule 16a-1(a)(4) of the Exchange Act, this filing shall not be deemed an admission that the Reporting Person is a beneficial owner of all securities covered by this filing, and the Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, if any.

	By: /s/ Karen M. King, Attorney-in-fact for Kenneth Y. Hao	04/08/2016
	** Signature of Reporting Person	Date
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