UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 8, 2015
Avago Technologies Limited
(Exact name of registrant as specified in its charter)
Singapore | 001-34428 | 98-0682363 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1 Yishun Avenue 7 Singapore 768923 |
N/A | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants 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 8, 2015, Avago Technologies Limited (the Company) held its 2015 Annual General Meeting (2015 AGM), at which its shareholders voted on the following matters:
(1) | To elect nine members to the Companys board of directors (the Board); |
(2) | To approve the re-appointment of PricewaterhouseCoopers LLP as the Companys independent registered public accounting firm and independent Singapore auditor for the fiscal year ending November 1, 2015 and to authorize the Audit Committee of the Board to fix its remuneration for services provided through the Companys 2016 Annual General Meeting of Shareholders (the 2016 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 2015 AGM (together, the Notice and Proxy Statement); |
(4) | To approve the share purchase mandate authorizing the purchase or acquisition by the Company of up to 10% of its own issued ordinary shares, as set forth in the Notice and Proxy Statement (the Share Purchase Mandate); and |
(5) | To approve the non-employee directors cash compensation for the period from April 9, 2015 through the date on which the 2016 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: |
Name |
For |
Against |
Abstain |
Broker Non-Votes | ||||||||
(a) | Hock E. Tan | 217,676,405 | 244,508 | 191,181 | 9,081,614 | |||||||
(b) | John T. Dickson | 216,790,840 | 1,129,839 | 191,415 | 9,081,614 | |||||||
(c) | James V. Diller | 216,682,674 | 1,237,358 | 192,062 | 9,081,614 | |||||||
(d) | Lewis C. Eggebrecht | 217,665,439 | 255,841 | 190,814 | 9,081,614 | |||||||
(e) | Bruno Guilmart | 217,707,670 | 212,635 | 191,789 | 9,081,614 | |||||||
(f) | Kenneth Y. Hao | 217,759,630 | 159,875 | 192,589 | 9,081,614 | |||||||
(g) | Justine F. Lien | 216,786,893 | 1,134,226 | 190,975 | 9,081,614 | |||||||
(h) | Donald Macleod | 197,457,355 | 20,463,334 | 191,405 | 9,081,614 | |||||||
(i) | Peter J. Marks | 216,833,448 | 1,087,379 | 191,267 | 9,081,614 |
(2) | Re-appointment of PricewaterhouseCoopers LLP: |
For |
Against |
Abstain |
Broker Non-Votes | |||
221,486,627 |
5,492,463 | 214,618 | 0 |
(3) | Approval of General Authorization for Directors to Issue Shares: |
For |
Against |
Abstain |
Broker Non-Votes | |||
211,430,501 |
6,475,015 | 206,578 | 9,081,614 |
(4) | Approval of the Share Purchase Mandate: |
For |
Against |
Abstain |
Broker Non-Votes | |||
226,140,364 |
231,424 | 821,920 | 0 |
(5) | Approval of Non-Employee Directors Cash Compensation: |
For |
Against |
Abstain |
Broker Non-Votes | |||
217,412,410 |
470,931 | 228,753 | 9,081,614 |
Each of the director nominees was re-elected and each of the proposals was approved by the Companys shareholders.
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, thereunto duly authorized.
Date: April 9, 2015
Avago Technologies Limited | ||
By: | /s/ Anthony E. Maslowski | |
Name: | Anthony E. Maslowski | |
Title: | Chief Financial Officer |