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): March 23, 2018

 

 

Broadcom Inc.

(Exact name of registrants as specified in its charter)

 

 

 

Delaware		333-222898		35-2617337
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

1320 Ridder Park Drive San Jose, California		95131
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (408) 433-8000

 

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging Growth Company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

 

 

 

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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On March 23, 2018, Broadcom Limited, a Delaware corporation (the “Company”), filed with the Secretary of State of the State of Delaware a certificate of amendment to its Certificate of Incorporation (the “Certificate of Amendment”) to change the legal name of the Company from Broadcom Limited to Broadcom Inc. (the “Name Change”), effective as of March 23, 2018. Other than the Name Change, there were no changes to the Company’s certificate of incorporation. A copy of the Certificate of Amendment, as filed with the Secretary of State of the State of Delaware, is attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number		Exhibit Description
3.1		Certificate of Amendment, as filed with the Secretary of State of the State of Delaware, effective as of March 23, 2018

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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.

 

						Broadcom Inc.
Date: March 23, 2018				By:		/s/ Thomas H. Krause, Jr.
						Thomas H. Krause, Jr.
						Chief Financial Officer

Exhibit 3.1

BROADCOM LIMITED

CERTIFICATE OF AMENDMENT OF

CERTIFICATE OF INCORPORATION

Broadcom Limited (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies that:

1. The name of the Company is Broadcom Limited. The Company’s original Certificate of Incorporation (the “Certificate”) was first filed with the Secretary of State of the State of Delaware on January 17, 2018 under the name Broadcom Inc. and amended on January 22, 2018 under the name Broadcom Limited.

2. This Certificate of Amendment of the Certificate of Incorporation has been duly adopted by the Board of Directors of the Company in accordance with the applicable provisions of Section 242 of the DGCL.

3. ARTICLE I of the Certificate is hereby amended to read in its entirety as follows:

“ARTICLE I

The name of this corporation is Broadcom Inc. (the “Corporation”).”

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IN WITNESS WHEREOF, the Company has caused this Certificate of Amendment of the Certificate of Incorporation to be executed by its duly authorized director on March 23, 2018.