Broadcom (AVGO) 10-K risk factor changes: FY2021 vs FY2020
The 2021-10-31 10-K against the 2020-11-01 one, compared heading by heading and sentence by sentence.
Item 1A99 rewritten26 added35 removed440 unchanged
All filing items1,017 rewritten381 added732 removed2,179 unchanged
Summary
counted, not written
- Item 1A lists 45 risk factor headings: 1 new, 6 reworded and 38 unchanged since FY2020. 1 heading from FY2020 no longer appears.
- Sentence by sentence, 381 added, 732 removed, 1,017 rewritten and 2,179 unchanged across 19 items that differ.
- New this year: Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
New Item 1A headings (1)
- The amount and frequency of our stock repurchases may fluctuate.
Removed Item 1A headings (1)
- The Internal Revenue Service may not agree that prior to our redomiciliation into the U.S., our predecessor, Broadcom Limited should have been treated as a foreign corporation for U.S. federal income tax purposes.
Reworded Item 1A headings (6)
- The ongoing COVID-19 pandemic
[removed: has,][added: has disrupted] and will likely continue[removed: to, negatively impact the global economy and][added: to] disrupt normal business activity, which may have an adverse effect on our results of operations. - Our business is subject to various governmental regulations, and compliance with these regulations may cause us to incur significant expense. If we fail to maintain compliance with applicable regulations, we may be forced to cease the manufacture and distribution of certain products, and we could be subject to [added: administrative proceedings and] civil or criminal penalties.
- We operate in the highly cyclical semiconductor
[removed: industry, which is subject to significant downturns.][added: industry.] - We may be involved in legal proceedings, including IP,
[removed: anti-competition and]securities litigation,[removed: employee-related claims]and[removed: regulatory investigations,][added: employee-related claims,] which could, among other things, divert efforts of management and result in significant expense and loss of our IP rights. - Social and environmental responsibility regulations, policies and provisions, as well as customer
[removed: demand,][added: and investor demands,] may make our supply chain more complex and may adversely affect our relationships with[removed: customers.][added: customers and investors.] - Our
[removed: benefit from]income taxes and overall cash tax costs are affected by a number of factors that could materially, adversely affect financial results.
A heading is new when no FY2020 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
99 rewritten, 26 added, 35 removed, 440 unchanged
Many of the following risks and uncertainties are, and will [added: continue to] be, exacerbated by the COVID-19 pandemic and any worsening of the global business and economic environment as a result.
- The ongoing COVID-19 pandemic [removed: has,] [added: has disrupted] and will likely continue [removed: to, negatively impact the global economy and] [added: to] disrupt normal business activity.
Compliance with these regulations may cause us to incur significant expense and, if we fail to maintain compliance, we may be forced to cease manufacture and distribution of certain products or subjected to [added: administrative proceedings and] civil or criminal penalties.
- We may be involved in legal proceedings, including IP, [removed: anti-competition and] securities litigation, [removed: employee-related claims] and [removed: regulatory investigations.][added: employee-related claims.]
- We operate in the highly cyclical semiconductor [removed: industry, which is subject to significant downturns.][added: industry.]
- Social and environmental responsibility regulations, policies and provisions, as well as customer [removed: demand,] [added: and investor demands,] may make our supply chain more complex and may adversely affect our relationships with [removed: customers.][added: customers and investors.]
- Our [removed: benefit from] income taxes and overall cash tax costs are affected by a number of factors that could materially, adversely affect financial results.
The ongoing COVID-19 pandemic [removed: has,] [added: has disrupted] and will likely continue [removed: to, negatively impact the global economy and] [added: to] disrupt normal business activity, which may have an adverse effect on our results of operations.
The global spread of COVID-19 and the efforts to control it have [removed: slowed global economic activity and] disrupted, and reduced the efficiency of, normal business activities in much of the world.
The pandemic has resulted in authorities around the world implementing numerous unprecedented measures such as travel restrictions, quarantines, shelter in place orders, [removed: and] factory and office [removed: shutdowns.][added: shutdowns and vaccine mandates.]
These measures have impacted, and will likely continue to impact our workforce and operations, and those of our customers, contract manufacturers (“CMs”), suppliers and logistics [removed: providers, particularly in the event of a significant global resurgence of the illness.][added: providers.]
We have been, and expect to continue, experiencing some disruption to parts of our global semiconductor supply chain, [removed: with suppliers increasing lead times or placing products on allocation,] including procuring necessary components and inputs, such as wafers and substrates, in a timely [removed: fashion.][added: fashion, with suppliers increasing lead times or placing products on allocation and raising prices.]
This [added: has limited and] may [added: continue to] limit our ability to fulfill orders and [removed: we may be unable to] satisfy all of the demand for our products, which may adversely affect our relationships with our customers.
While we have implemented [removed: a phased-in return of employees to many] [added: personal safety measures at all] of our [removed: facilities, if the spread of COVID-19 worsens significantly,] [added: facilities where our employees are working onsite,] we may need to [removed: further limit onsite operations or otherwise] modify our business practices [added: and policies] in a manner that may adversely impact our [removed: business.][added: business, especially if the spread of COVID-19 (including any variants) worsen significantly, and existing and new precautionary measures could negatively impact our operations.]
In addition, if a significant number of our employees, or employees and third parties performing key functions, including our [removed: CEO] [added: Chief Executive Officer] and members of our board of directors, become ill, our business may be further adversely impacted.
[removed: While we have implemented personal safety measures at all of our facilities where our employees are working onsite,] [added: In addition,] any actions we take may not be sufficient to mitigate the risk of infection and could result in a significant number of COVID-19-related claims.
Changes to state workers’ compensation laws, [added: such] as [removed: have recently occurred] [added: those] in California, may increase our potential liability for such claims.
While we continue to see robust demand in our semiconductor [removed: segment,] [added: solutions segment] and [added: record profitability driven by the supply imbalance, and] have seen little impact to our software business from the COVID-19 pandemic, the [added: macroeconomic] environment remains uncertain and it may not be sustainable over the longer term.
The degree to which the pandemic ultimately impacts our business and results of operations will depend on future developments beyond our control, including the [removed: severity of the pandemic, the] extent of actions to contain the [removed: virus,] [added: virus (including any variants),] availability [added: and efficacy] of [removed: a vaccine] [added: the vaccines] or other [removed: treatment,] [added: treatments, public acceptance of the vaccines (including boosters), and] how quickly and to what extent normal economic and operating conditions [removed: can resume, and the severity and duration of the global economic downturn that results from the pandemic.][added: resume.]
For fiscal year [removed: 2020,] [added: 2021,] sales to distributors accounted for [removed: 42%] [added: 53%] of our net revenue.
We believe aggregate sales, through all channels, to Apple and our top five end customers, accounted for approximately [removed: 15%] [added: 20%] and more than [removed: 30%] [added: 35%] of our net revenue for fiscal year [removed: 2020,] [added: 2021,] respectively.
The terms and conditions under which we do business with most of our semiconductor customers generally do not include commitments [removed: by those customers] to purchase any specific quantities of [removed: products from us.][added: products.]
Even in those instances where we [removed: enter into] [added: have] an arrangement under which a customer agrees to source an agreed portion of its product needs from us (provided [removed: that] we [removed: are able to] meet [removed: specified development, supply and quality commitments),] [added: our contractual obligations),] the arrangement often includes pricing schedules or methodologies that apply regardless of the volume of products purchased, and those customers may not purchase the amount of product we expect.
As a result, we may not generate the amount of revenue or [added: achieve] the level of profitability we expect under such arrangements.
We do not generally have long-term capacity commitments with our CMs and substantially all of our manufacturing services are on a purchase order basis with no [removed: obligation to provide us with any specified] minimum [removed: quantities of product.][added: quantities.]
Further, [added: our CMs may fail to timely develop new, advanced manufacturing processes, including transitions to smaller geometry process technologies or,] from time to time, [removed: our CMs] will cease to, or will become unable to, manufacture a component for us.
As [removed: the] lead [removed: time needed] [added: times] to identify, qualify and establish reliable production at acceptable [removed: yields,] [added: yields] with a new CM is typically lengthy, there is often no readily available alternative source and there may be other constraints on our ability to change CMs.
[removed: In] [added: If] any [removed: such circumstances,] [added: of the foregoing circumstances occur,] we may be unable to meet our customer [removed: demand and may] [added: demand, or to the same extent as our competitors,] fail to meet our contractual [removed: obligations.][added: obligations or forgo revenue opportunities.]
This could [added: also] result in [removed: the] [added: litigation for alleged failure to meet our obligations,] payment of significant [removed: damages by us to our customers,] [added: damages,] and our net revenue could decline, adversely affecting our business, financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations, and gross margin.]
[removed: TSMC] [added: TSMC, one of our CMs,] manufactured approximately [removed: 87%] [added: 89%] of the wafers manufactured by our CMs during fiscal year [removed: 2020.][added: 2021.]
However, TSMC also fabricates wafers for other companies, including certain of our competitors, and could choose [added: or be required] to prioritize capacity for other customers or reduce or eliminate deliveries to us on short [removed: notice, or raise their prices to us, all of which could harm our business, results of operations and gross margin.][added: notice.]
[removed: Any] [added: Further, any] substantial disruption in [removed: TSMC’s supply of wafers to us, or in] the [removed: other] contract manufacturing services that we utilize, [added: including TSMC’s supply of wafers to us,] as a result of a natural disaster, [added: climate change, water shortages,] political unrest, military [removed: conflict,] [added: conflicts,] geopolitical turmoil, trade tensions, [added: government orders,] medical epidemics, such as the COVID-19 pandemic, [removed: climate change,] economic instability, equipment failure or other cause, could materially harm our business, customer relationships and results of operations.
During fiscal year [removed: 2020,] [added: 2021,] we purchased approximately two-thirds of [removed: the materials for] our manufacturing [removed: processes] [added: materials] from [removed: six] [added: five] materials providers.
Suppliers may extend lead times, limit supplies, place products on allocation or increase prices due to commodity price increases, capacity [removed: constraints] [added: constraints, inflation,] or other [removed: factors and] [added: factors, any of which] could lead to interruption of supply or increased demand in the industry.
For example, due to the COVID-19 pandemic, we have experienced some supply [removed: constraints,] [added: constraints and increases in prices,] including with respect to wafers and substrates.
A general slowdown in the global economy or in a particular region or industry, an increase in trade tensions with U.S. trading [removed: partners] [added: partners, inflation] or a tightening of the credit markets could negatively impact our business, financial condition and liquidity.
Sustained uncertainty about, or worsening of, current global economic conditions and further escalation of trade tensions between the U.S. and its trading partners, especially [removed: China] [added: China,] and possible decoupling of the U.S. and China economies, could result in a global economic slowdown and long-term changes to global trade.
In addition, as of [removed: November 1, 2020,] [added: October 31, 2021,] approximately [removed: 49%] [added: 48%] of our employees were located outside the U.S. Multiple factors relating to our international operations and to particular countries in which we operate could have a material adverse effect on our business, financial condition and results of operations.
- restrictive governmental actions, such as restrictions on the transfer or repatriation of funds and foreign investments, data privacy [removed: regulations] [added: regulations, imposition of climate change regulations,] and trade protection measures, including increasing protectionism, import/export restrictions, import/export duties and quotas, trade sanctions and customs duties and tariffs, all of which have increased [removed: under the current U.S. administration;][added: in recent years;]
If we fail to maintain compliance with applicable regulations, we may be forced to cease the manufacture and distribution of certain products, and we could be subject to [added: administrative proceedings and] civil or criminal penalties.
- The amount and frequency of our stock repurchases may fluctuate.
We are also largely building semiconductor products to order as demand continues to outpace supply.
In addition, TSMC has, and may in the future, raise their prices to us.
This has in the past damaged, and may in the future damage, our relationships with our customers.
These supply constraints have had, and may continue to have, a negative impact on our customer relationships.
Further, continued supply constraints for these or any other reasons could result in loss of revenue opportunities and adversely impact our business, financial condition and results of operations.
In addition, if our customers fail to comply with these regulations, we may be
We may be unable to obtain or maintain the necessary licenses to allow us to export products to them.
Our products and operations are also subject to regulation by U.S. and non-U.S. regulatory agencies, such as the U.S. Federal Trade Commission (“FTC”).
Involvement in regulatory investigations or inquiries, can be costly, lengthy, complex and time consuming, diverting the attention and energies of our management and technical personnel.
These liabilities could be substantial and may include, among other things, the cost of government, law enforcement or regulatory investigations and civil or criminal fines and penalties.
The industry has experienced a significant upturn due to the supply imbalance resulting in record profitability and increases in average selling prices, which may not be sustainable in the longer term.
However, the amendments to our 2012 Stock Incentive Plan approved by our stockholders at our 2021 Annual Meeting of Stockholders significantly reduced the number of shares available for equity awards.
In addition, we may be obligated to indemnify our current or former directors or employees, or former directors or employees of companies that we have acquired, in connection with such litigation.
litigation and additional liabilities, all of which could materially and adversely affect our business.
Conversely, periods of robust demand that create a supply imbalance, as we have seen recently, can lead to higher gross margins that may not be sustainable over the longer-term.
We spend significant resources to monitor and protect our IP rights, including the unauthorized
Sectoral legislation, certification requirements and technical standards applying to certain categories of our customers, such as those is the financial services or public sector, are likely to further exacerbate this trend.
An increasing number of investors are also requiring companies to disclose corporate social and environmental policies, practices and metrics.
In addition, various jurisdictions are developing climate change-based laws or regulations that could cause us to incur additional direct costs for compliance, as well as indirect costs resulting from our customers, suppliers, or both incurring additional compliance costs that are passed on to us.
As of October 31, 2021, the aggregate indebtedness under our senior notes was $41,499 million.
The amount and frequency of our stock repurchases may fluctuate.
The amount, timing and execution of our stock repurchase program may fluctuate based on our priorities for the use of cash for other purposes.
These purposes include operational spending, capital spending, acquisitions, repayment of debt and returning cash to our stockholders as dividend payments.
Changes in cash flows, tax laws and our stock price could also impact our stock repurchase program.
We are not obligated to repurchase any specific amount of shares of common stock, and the stock repurchase program may be suspended or terminated at any time.
We are also largely building semiconductor products to order, instead of based on customer forecasts, in light of the ongoing uncertainty.
In the longer-term, the COVID-19 pandemic is likely to adversely affect the economies and financial markets of many countries, and could result in a global economic downturn and a recession.
This would likely adversely affect demand for our products and those of our customers, particularly consumer products such as smartphones, which may, in turn negatively impact our results of operations.
However, there is a significant degree of uncertainty and lack of visibility as to the extent and duration of any such downturn or recession.
We utilize TSMC to produce the substantial majority of our semiconductor wafers.
For example, Huawei Technologies Co. Ltd. (“Huawei”), as well as many of its suppliers, have significantly increased their wafer orders from TSMC due to certain U.S. export restrictions on sales to Huawei.
This has caused, and may continue to cause, some dislocations in the semiconductor supply chain which may result in reduced or untimely wafer deliveries to us.
We also depend on our CMs to timely develop new, advanced manufacturing processes, including, in the case of wafer fabrication, transitions to smaller geometry process technologies.
If these new processes are not timely developed or we do not have sufficient access to them, we may be unable to maintain or increase our manufacturing efficiency to the same extent as our competitors or to deliver products to our customers, which could result in loss of revenue opportunities and damage our relationships with our customers.
In the event that we cannot timely obtain sufficient quantities of materials or at reasonable prices, the quality of the material deteriorates or we are not able to pass on higher materials or energy costs to our customers, our business, financial condition and results of operations could be adversely impacted.
In recent periods, investor and customer concerns about the global economic outlook, which have significantly increased as a result of the COVID-19 pandemic, have adversely affected market and business conditions in general.
with China.
Our products and operations are also subject to the rules of industrial standards bodies, like the International Standards Organization, as well as regulation by other agencies, such as the FTC.
If we fail to adequately address any of these rules or regulations, our business could be harmed.
We also seek to acquire talented engineering and technical personnel (including cyber security experts), as well as effective sales professionals, through acquisitions we may make from time to time or otherwise.
In addition, we may be unable to obtain required stockholder approvals of future equity compensation plans needed to continue with our current equity granting philosophy.
- customer concentration and the gain or loss of significant customers;
We may be unable to secure sufficient materials or contract manufacturing or test capacity to meet such increases in demand.
Furthermore, fluctuations in commodity prices could negatively impact our margins.
product or products.
A number of our customers have adopted, or may adopt,
An increasing number of participants in the semiconductor industry are also joining voluntary social responsibility initiatives such as the U.N. Global Compact, a voluntary initiative for businesses to develop, implement and disclose sustainability policies and practices.
to expire in fiscal year 2028.
The Internal Revenue Service may not agree that prior to our redomiciliation into the U.S., our predecessor, Broadcom Limited should have been treated as a foreign corporation for U.S. federal income tax purposes.
Although Broadcom Limited, our predecessor, was a Singapore entity, the Internal Revenue Service (“IRS”) may assert that following our acquisition of BRCM, Broadcom Limited should have been treated as a U.S. corporation for U.S. federal income tax purposes pursuant to Section 7874 of the Internal Revenue Code of 1986, as amended (the “Code”).
If the IRS were to determine that under Section 7874 of the Code, the former shareholders of BRCM held at least 60% of the vote or
value of the ordinary shares of Broadcom Limited immediately after our acquisition of BRCM, such percentage referred to as the “Section 7874 Percentage”, Broadcom Limited would be treated as a “surrogate foreign corporation” and several limitations could then apply to BRCM.
For example, BRCM would be prohibited from using its net operating losses, foreign tax credits or other tax attributes to offset the income or gain recognized by reason of the transfer of property to a foreign related person during the 10-year period following our acquisition of BRCM or any income received or accrued during such period by reason of a license of any property by BRCM to a foreign related person.
Moreover, in such case, Section 4985 of the Code and rules related thereto would impose an excise tax on the value of certain stock compensation held directly or indirectly by certain BRCM “disqualified individuals” (including former officers and directors of BRCM) at a rate equal to 15%, but only if a gain is otherwise recognized by BRCM former shareholders as a result of our acquisition of BRCM.
If the IRS were to determine the Section 7874 Percentage was 80% or more, then Broadcom Limited would be treated as a U.S. corporation for U.S. federal income tax purposes.
While we believe the Section 7874 Percentage was significantly less than 60%, determining the Section 7874 Percentage is complex and is subject to factual and legal uncertainties.
There can be no assurance that the IRS will agree with our position.
As of November 1, 2020, the aggregate indebtedness under our senior notes and term loans was $35,610 million and $5,888 million, respectively.
In addition, our variable rate indebtedness use LIBOR as a benchmark for establishing the effective interest rate.
LIBOR is being phased out and the consequences of changing to alternative reference rates could increase the cost of our variable rate indebtedness.
An excerpt. Shown here: 40 of 99 rewritten, all 26 added and all 35 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2021 filing and the FY2020 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
151 rewritten, 51 added, 174 removed, 258 unchanged
*This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with [removed: “Selected Financial Data” and] our consolidated financial statements and notes [removed: thereto] [added: thereto,] which appear elsewhere in this Annual Report on Form 10-K.
[removed: During the first quarter of our fiscal year ended November 1, 2020 (“fiscal year 2020”), we changed our organizational structure, resulting in] [added: We have] two reportable segments: semiconductor solutions and infrastructure [removed: software.][added: software, as a result of a change in our organizational structure during fiscal year 2020.]
[removed: In addition, during the fourth quarter of our] [added: During] fiscal year 2020, we refined our allocation methodology for certain selling, general and administrative expenses to more closely align these costs with the segment benefiting from the shared expenses.
- the shift to cloud-based [removed: IT] [added: information technology] solutions and services, such as hyperscale computing, which may adversely affect the timing and volume of sales of our products for use in traditional enterprise data centers; and
We modified our workplace practices globally, which resulted in [removed: most] [added: some] of our employees working remotely for an extended [removed: periods] [added: period] of [removed: time.][added: time and some of whom are still working remotely.]
The demand environment for our semiconductor products was consistent with our expectations for [removed: our] [added: the] fourth quarter of fiscal year [removed: 2020,] [added: 2021,] with continued demand for products and infrastructure [added: as customers invest in technologies] to support [removed: a dramatic increase around the world in] remote or [added: hybrid] tele-work and learning [removed: due] [added: arising from COVID-19, as well as the transition] to [removed: COVID-19.][added: office re-openings.]
While we continue to see robust demand in this [removed: area,] [added: area and record profitability driven by] the [added: supply imbalance, the] macroeconomic environment remains uncertain and it may not be sustainable over the longer term.
[removed: On the product supply side, we] [added: We] continue to experience various constraints in our supply chain due to the pandemic, including with respect to wafers and substrates.
[removed: As a result,] [added: While] supply lead times [removed: are still extended and] [added: have stabilized,] we continue to have difficulties in obtaining some necessary components and inputs in a timely [removed: manner.][added: manner to meet increased demand.]
We have also taken various actions to de-risk our business in light of the ongoing [removed: uncertainty.][added: uncertainty and strengthen our balance sheet, including closely managing working capital and our debt instruments.]
Highlights during fiscal year [removed: 2020] [added: 2021] include the following:
[removed: - We acquired the] [added: Acquisition of] Symantec Corporation Enterprise Security [removed: business (the “Symantec Business”).][added: Business]
- We generated [removed: $12,061] [added: $13,764] million of cash from operations.
- We paid [removed: $5,534] [added: $6,212] million in cash dividends.
On November 4, 2019, we [removed: completed the purchase] [added: purchased] and [removed: assumption of] [added: assumed] certain assets and certain liabilities, respectively, of the Symantec [removed: Business] [added: Corporation Enterprise Security business (the “Symantec Business”)] for $10.7 billion in [removed: cash (the “Symantec Asset Purchase”).][added: cash.]
On November 5, 2018, we acquired CA, Inc. (“CA”) for $18.8 billion in aggregate cash purchase consideration and assumed $2.25 billion of outstanding unsecured [removed: bonds (the “CA Merger”).][added: bonds.]
We financed the [added: acquisition of] CA [removed: Merger] with $18 billion of term loans, as well as cash on hand of the combined companies.
On December 31, 2018, we sold Veracode, [removed: Inc. (“Veracode”),] [added: Inc.,] a subsidiary of CA and provider of application security testing solutions, to Thoma Bravo, LLC for cash consideration of $950 million, before working capital adjustments.
Our overall net revenue, as well as the percentage of total net revenue generated by sales in our semiconductor solutions and infrastructure software segments, [removed: has] [added: have] varied from quarter to quarter, due largely to fluctuations in end-market demand, including the effects of seasonality, which are discussed in detail in Part I, Item 1.
Original equipment manufacturers (“OEMs”), or their contract manufacturers, and [removed: distributors] [added: distributors,] typically account for the substantial majority of our semiconductor sales.
Certain customers require us to contract with them directly and with specified intermediaries, such as contract [removed: manufacturers.]
This has enabled us to build our extensive [removed: intellectual property (“IP”)] [added: IP] portfolio and develop critical expertise regarding our customers’ requirements, including substantial system-level knowledge.
We recognize revenue upon [added: the] delivery of [removed: product] [added: our products] to the distributors, which can cause our quarterly net revenue to fluctuate significantly.
Our [removed: traditional] software customers generally consist of large enterprises that have computing environments from multiple vendors and are highly complex.
Total cost of revenue also includes [removed: the purchase accounting effect on inventory,] amortization of acquisition-related intangible assets and restructuring charges.
[removed: Subject to our compliance with the conditions specified in these incentives and] legislative developments, these Singapore tax incentives are presently expected to expire in November 2025.
Before taking into consideration the effects of the U.S. Tax Cuts and Jobs Act [removed: (“2017 Tax Reform Act”)] and other indirect tax impacts, the effect of these tax incentives and tax holiday was to [added: decrease the provision for income taxes by approximately $1,156 million for fiscal year 2021 and] increase the benefit from income taxes by approximately $833 [removed: million, $923] million [removed: and $590 million] for fiscal [removed: years 2020, 2019 and 2018, respectively.][added: year 2020.]
Our interpretations and conclusions regarding the tax incentives are not binding on any taxing authority, and if our assumptions about tax and other laws are incorrect or if these tax incentives are substantially modified or [removed: rescinded] [added: rescinded,] we could suffer material adverse tax and other financial consequences, which would increase our expenses, reduce our profitability and adversely affect our cash flows.
Those policies include revenue recognition, business combinations, valuation of [added: goodwill and] long-lived assets, [removed: intangible assets and goodwill,] inventory valuation, income taxes, retirement and post-retirement benefit plan assumptions, stock-based compensation and employee bonus programs.
*Revenue recognition.* We account for a contract with a customer when both parties have approved the contract and are committed to perform their respective obligations, each party’s rights can be identified, payment terms can be identified, the [added: contract has commercial substance, and it is probable we will collect substantially all of the consideration we are entitled to.]
[added: The] income approach is based on the discounted cash flow method that uses the reporting unit estimates for forecasted future financial performance including revenues, operating expenses, and taxes, as well as working capital and capital asset requirements.
Based on these assumptions and estimates, we determine whether we need to take an impairment charge to reduce the value of the long-lived asset stated on our consolidated balance sheets [removed: to reflect its estimated fair value.]
*Retirement and post-retirement benefit plan assumptions.* Retirement and post-retirement benefit plan [removed: costs represent] obligations [added: represent liabilities] that will ultimately be settled sometime in the future and therefore, are subject to estimation.
One assumption is the discount rate used to calculate the estimated [removed: costs.][added: plan obligations.]
The [removed: U. S.] [added: U.S.] expected rate of return on plan assets is set equal to the discount rate due to the implementation of our fully-matched, liability-driven investment strategy.
Each change of 25 basis points in the discount rate assumption would have had an estimated [removed: $40] [added: $36] million impact on the benefit obligations as of the fiscal year [removed: 2020] [added: 2021] measurement date.
Each change of 25 basis points in the discount rate assumption or expected rate of return assumption would not have a material impact on annual net retirement benefit costs for the fiscal year ending October [removed: 31, 2021] [added: 30, 2022] (“fiscal year [removed: 2021”).][added: 2022”).]
[removed: In subsequent quarters,] [added: At the end of each fiscal quarter,] we monitor and accrue for [removed: variable] [added: an estimated, variable, proportional] compensation expense based on our actual progress toward the achievement of the annual targets and metrics.
The actual achievement of target [added: and] metrics at the end of the fiscal year, which is subject to approval by our Compensation Committee, may result in the actual variable compensation amounts being significantly higher or lower than the relevant estimated amounts accrued in earlier quarters, which would result in a corresponding adjustment in the fourth fiscal quarter.
Our fiscal years [added: 2021,] 2020 and 2019 consisted of 52 weeks.
The following section generally discusses our financial condition and results of operations for our fiscal year ended October 31, 2021 (“fiscal year 2021”) compared to our fiscal year ended November 1, 2020 (“fiscal year 2020”).
A discussion regarding our financial condition and results of operations for fiscal year 2020 compared to our fiscal year ended November 3, 2019 (“fiscal year 2019”) can be found in Part II, Item 7 of our Annual Report on Form 10-K for fiscal year 2020, filed with the Securities and Exchange Commission (the “SEC”) on December 18, 2020.
Our portfolio of industry-leading infrastructure and security software is designed to modernize, optimize, and secure the most complex hybrid environments, enabling scalability, agility, automation, insights, resiliency and security.
Our semiconductor solutions segment includes all of our product lines and intellectual property (“IP”) licensing.
Our infrastructure software segment includes our mainframe, distributed and cyber security solutions, and our FC SAN business.
While we have implemented personal safety measures at all of our facilities where
our employees are working on site, we may need to modify our business practices and policies.
manufacturers.
Subject to our compliance with the conditions specified in these incentives and
to reflect its estimated fair value.
An adjustment to the valuation allowance will either increase or decrease our provision for or benefit from income taxes in the period such determination is made.
The decrease was primarily due to higher acquisition-related costs incurred in the prior fiscal year as a result of our acquisition of the Symantec Business.
The decrease was also due to lower compensation expense reflecting the full benefit of the completed Symantec Business integration as well as our strategic workforce alignment.
In addition, fiscal year 2020 included non-recurring litigation settlements.
Stock-Based Compensation Expense
Total stock-based compensation expense was $1,704 million and $1,976 million for fiscal years 2021 and 2020, respectively.
The decrease primarily reflects the full vesting of certain equity awards and the effect of forfeitures.
The following table sets forth the total unrecognized compensation cost related to unvested stock-based awards outstanding and expected to vest as of October 31, 2021, which we expect to recognize over the remaining weighted-average service period of 2.9 years.
| Fiscal Year: | | | | | | Unrecognized Compensation Cost, Net of Expected Forfeitures | | |
| 2022 | | | | | | $ | 1,289 | |
| 2023 | | | | | | 907 | | |
| 2024 | | | | | | 535 | | |
| 2025 | | | | | | 210 | | |
| 2026 | | | | | | 26 | | |
| Total | | | | | | $ | 2,967 | |
During the first quarter of fiscal year 2019, our Compensation Committee approved a broad-based program of multi-year equity grants of time- and market-based RSUs (the “Multi-Year Equity Awards”) in lieu of our annual employee equity awards historically granted on March 15 of each year.
Each Multi-Year Equity Award vests on the same basis as four annual grants made March 15 of each year, beginning in fiscal year 2019, with successive four-year vesting periods.
We recognize stock-based compensation expense related to the Multi-Year Equity Awards from the grant date through their respective vesting date, ranging from 4 years to 7 years.
For additional information regarding our cash requirement from contractual obligations, indebtedness and lease obligations, see Note 14.
“Commitments and Contingencies”, Note 10.
“Borrowings” and Note 6.
- Current portion of long-term debt decreased to $290 million at October 31, 2021 from $827 million at November 1, 2020, primarily as a result of our fiscal year 2021 debt transactions.
- Accounts payable increased to $1,086 million at October 31, 2021 from $836 million at November 1, 2020, primarily due to the timing of vendor payments.
In December 2021, our Board of Directors authorized a stock repurchase program to repurchase up to $10 billion of our common stock from time to time on or prior to December 31, 2022.
Repurchases under our stock repurchase program may be effected through a variety of methods, including open market or privately negotiated purchases.
The timing and amount of shares repurchased will depend on the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors.
We are not obligated to repurchase any specific amount of shares of common stock, and the stock repurchase program may be suspended or terminated at any time.
| | | | | | | October 31, 2021 | | | | | | November 1, 2020 | | |
the “Obligor Group”) to merge, consolidate or sell all or substantially all of their assets.
In March 2021, we completed the settlement of our private offers to exchange $5.5 billion of certain of our outstanding notes maturing between 2024 and 2027 (the “Exchange Offer”) for $2,250 million of 3.419% new senior unsecured notes due April 2033 and $3,250 million of 3.469% new senior unsecured notes due April 2034.
We offer a cyber security solutions portfolio, including endpoint, network, information and identity security solutions.
Prior period segment results have been recast to conform to the current presentation.
Our fiscal year 2020 and our fiscal year ended November 3, 2019 (“fiscal year 2019”) were 52-week fiscal years compared to our fiscal year ended November 4, 2018 (“fiscal year 2018”), which was a 53-week fiscal year.
While we have implemented a phased-in return of employees to many of our facilities, if the spread of COVID-19 worsens significantly, we may need to further limit onsite operations or otherwise modify our business practices.
However, the disruptions in our outsourced assembly and test capacity that we experienced previously, as a result of COVID-19 related shutdowns, have now largely resolved.
For example, we are largely building semiconductor products to order, instead of based on customer forecasts.
In addition, during the fourth fiscal quarter, we continued to strengthen our balance sheet, including closely managing working capital and reducing our total debt outstanding.
Acquisition of Symantec Corporation’s Enterprise Security Business
Acquisition of Brocade Communications Systems, Inc.
On November 17, 2017, we acquired Brocade Communications Systems, Inc. (“Brocade”) for $6.0 billion in cash, including retirement of their term loan debt, which we financed using the net proceeds from the issuance of our senior unsecured notes, issued in October 2017, as well as cash on hand.
We also assumed all eligible unvested Brocade equity awards in the transaction.
On December 1, 2017, we sold certain Brocade business for an aggregate of $800 million in cash.
Net Revenue
We also sell our products to a wide variety of OEMs or their contract manufacturers.
The 2017 Tax Reform Act made significant changes to the U.S. Internal Revenue Code, including (1) a decrease in the U.S. corporate tax rate from 35% to 21% effective for tax years beginning after December 31, 2017, (2) the accrual of U.S. income tax on foreign earnings when earned, allowing certain foreign dividends to then be tax-exempt, rather than deferring such income tax payments until the foreign earnings are repatriated into the U.S., and (3) the transition tax on the mandatory deemed repatriation of accumulated non-U.S. earnings of U.S. controlled foreign corporations (the “Transition Tax”).
Following the enactment of the 2017 Tax Reform Act, the Securities and Exchange Commission (“SEC”), issued guidance for situations when there is insufficient information to complete the accounting for certain income tax effects of the 2017 Tax Reform Act.
Based on our interpretation of the 2017 Tax Reform Act and the SEC’s guidance, we recognized an income tax benefit of $7,278 million during fiscal year 2018.
During fiscal year 2019 we recorded an income tax provision of $113 million from a change in estimate of our fiscal year 2018 benefit as a result of proposed U.S. Treasury regulations issued in fiscal year 2019 related to the 2017 Tax Reform Act.
We also recognized an income tax benefit of $1,162 million in fiscal year 2018 primarily as a result of our redomiciliation to the United States in April 2018.
contract has commercial substance, and it is probable we will collect substantially all of the consideration we are entitled to.
The
If we determine that a valuation allowance is required, such adjustment to the deferred tax assets would increase our tax expense in the period in which such determination is made.
Conversely, if we determine that a valuation allowance exceeds our requirement, such adjustment to the deferred tax assets would decrease tax expense in the period in which such determination is made.
In the first fiscal quarter of the year, if management determines that it is probable that the targets and metrics will be achieved and the amounts can be reasonably estimated, a variable, proportional compensation accrual is recognized based on an assumed 100% achievement of the targets and metrics.
The bonus payout levels can be greater if attainment of metrics and targets is greater than 100% and a portion of the payouts may not occur if a minimum floor of performance is not achieved.
Fiscal year 2018 consisted of 53 weeks.
The following table sets forth our results of operations for the periods presented:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | (In millions) | | | | | | | | | | | | (As a percentage of net revenue) | | | | | | | | |
| Net revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total cost of revenue | | | | | | 10,372 | | | | | | 10,114 | | | | | | 43 | | | | | | 45 | | |
The following tables set forth net revenue by segment for the periods presented:
| | | | | | | (In millions, except for percentages) | | | | | | | | | | | | | | | | | | | | |
| | | | | | | (As a percentage of net revenue) | | | | | | | | |
| Total net revenue | | | | | | 100 | | % | | | | 100 | | % |
Our total net revenue increased primarily due to contributions from the Symantec enterprise security solutions in fiscal year 2020 compared to the prior fiscal year.
The increase was primarily due to contributions from our Symantec enterprise security solutions, as well as favorable product mix within our semiconductor solutions segment, compared to the corresponding prior fiscal year.
Research and Development Expense
The increase was primarily due to our acquisition of the Symantec Business, partially offset by a decrease in stock-based compensation expense resulting from restructuring actions.
An excerpt. Shown here: 40 of 151 rewritten, 40 of 51 added and 40 of 174 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2021 filing and the FY2020 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
1 rewritten, 2 added, 12 removed, 2 unchanged
As of [removed: November 1, 2020,] [added: October 31, 2021,] we did not have any outstanding foreign exchange forward contracts.
Foreign Currency Exchange Risk
We do not use derivative financial instruments for trading or speculative purposes.
Foreign Currency Derivative Instruments
European Debt Exposures
We actively monitor our exposure to the European financial markets, including the impact of sovereign debt issues.
We also seek to mitigate our risk by investing in fixed deposits with various financial institutions and we limit the amount we hold
with any one institution.
We do not have any direct investments in the sovereign debt of European countries.
From time to time, we may have deposits with major European financial institutions.
We also seek to mitigate collection risks from our customers by performing regular credit evaluations of our customers’ financial condition.
As of November 1, 2020, we do not believe that we have any material direct or indirect exposure to the European financial markets.
Interest Rate Risk
As of November 1, 2020, we had $5.9 billion of outstanding term loans, which are subject to floating interest rates.
A 1% change in the interest rate would affect interest expense on our term loans by approximately $59 million over the next 12 months.
Item 1. BUSINESS
61 rewritten, 60 added, 42 removed, 216 unchanged
Our over 50-year history of innovation dates back to our diverse origins from Hewlett-Packard Company, AT&T, LSI Corporation, Broadcom [removed: Corporation (“BRCM”),] [added: Corporation,] Brocade Communications Systems LLC (“Brocade”), CA, Inc. [removed: (“CA”)] and Symantec Enterprise Security.
We design products and software that deliver high-performance and provide [removed: mission-critical] [added: mission critical] functionality.
We focus on markets that require high quality and the [removed: technology leadership and integrated performance characteristic of our products.]
The table below presents our material semiconductor product families and their major end markets and applications during fiscal year [removed: 2020.][added: 2021.]
| | | | | | | [removed: | | |] • Embedded processors and controllers | | | [added: | | |]
| | | | | | | [added: • Preamplifiers] | | | [removed: • Preamplifiers] | | |
| | | | Industrial | | | • Power isolation, [removed: power] conversion and [removed: renewable energy systems] [added: protection] | | | • Optocouplers | | |
| | | | | | | • Motor [removed: controls] [added: Controls] and [removed: factory automation] [added: Factory Automation, In-car Infotainment Automation] | | | • Motion control encoders and subsystems | | |
Our products enable global service providers to continue to deploy next generation broadband access technologies across multiple standards, including [added: DOCSIS,] G.Fast, data over cable service interface specification, PON and Wi-Fi to provide more bandwidth and faster speeds to consumers.
We offer a range of knowledge-based processors to enable high-performance decision-making for packet processing in a [removed: variety of advanced devices in the enterprise, metro, access, edge and core networking spaces.]
Read channels convert analog signals that are generated by reading the stored data on the physical media into [removed: digital signals.]
We also provide industrial fiber optics, [added: Ethernet,] motion encoders and LED products.
[removed: Broadcom mainframe software solutions, which consist of security and infrastructure management solutions,] [added: We] help enterprises embrace open tools and technologies, integrate their mainframe into their cloud [removed: infrastructures] [added: infrastructures,] and [removed: speed software delivery with] [added: increase] the [removed: next generation] [added: value] of [removed: cross-platform innovations.][added: their mainframe investments.]
The table below presents our software portfolios and their material offerings during fiscal year [removed: 2020.][added: 2021.]
| | | | Mainframe Software | | | • Solutions for DevOps, [removed: AIOps] [added: AIOps, Security] and [removed: cyber security that accelerate enterprise innovation] [added: Database Management Systems] | | | • Operational Analytics & management | | |
| | | | | | | [added: • Automation] | | | [removed: • Automation] | | |
| | | | | | | [removed: | | |] • Database & Database Management | | | [added: | | |]
| | | | | | | [removed: | | |] • Application Development & Testing | | | [added: | | |]
| | | | | | | [removed: | | |] • Identity & Access Management | | | [added: | | |]
| | | | | | | [removed: | | |] • Compliance & Data Protection | | | [added: | | |]
| | | | | | | [removed: | | |] • Security Insights | | | [added: | | |]
| | | | | | | [added: • DevOps] | | | [removed: • DevOps] | | |
| | | | Symantec Cyber Security | | | • Comprehensive threat protection and compliance [removed: to] [added: solutions that] secure [removed: users’ identities] [added: against threats] and [removed: their information] [added: compliance risks by protecting users and data on any app, device, or network] | | | • Endpoint Security | | |
| | | | | | | [removed: | | |] • Network Security | | | [added: | | |]
| | | | | | | [removed: | | |] • Information Security | | | [added: | | |]
| | | | | | | [removed: | | |] • Identity Security | | | [added: | | |]
| | | | FC SAN Management | | | • [removed: Transforms] [added: Solutions that transforms] current storage networks with autonomous SAN capabilities | | | • Fibre Channel switch | | |
| | | | Payment Authentication | | | • Software designed to reduce Card Not Present [removed: and prevent e-commerce fraud, while improving user experience.] | | | • Payment Security Suite | | |
Our open-first strategy helps customers modernize their mainframe environment through the use of open source and open application programming technologies across people, process, tooling and applications, resulting in greater synergy and alignment with their corporate [removed: IT.][added: information technology (“IT”).]
AIOps: This solution combines application, infrastructure and network monitoring and correlation with intelligent [removed: recommendations and auto-remediation] [added: remediation] capabilities to help customers create more resilient production environments and improve customer experience.
We offer integrated information security [removed: solutions] [added: solutions, based on an efficient, single-policy that can be applied across the entire environment,] to help organizations [added: identify and] protect [added: risky] users, applications and their most sensitive data everywhere [removed: it resides or moves -] across endpoints, [added: on-premises networks,] cloud [removed: services, private applications] [added: services] and [removed: on-premises.][added: private applications.]
[removed: Historically, a] [added: A] relatively small number of customers [removed: have accounted] [added: account] for a significant portion of our net revenue.
Sales to distributors accounted for [removed: 42%] [added: 53%] and [removed: 46%] [added: 42%] of our net revenue for fiscal years [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
We believe [removed: our] aggregate sales to our top five end customers, through all channels, accounted for more than [added: 35% and] 30% of our net revenue for each of our fiscal years [removed: 2020] [added: 2021] and [removed: 2019.][added: 2020, respectively.]
We believe aggregate sales to Apple Inc., through all channels, accounted for approximately [removed: 15% and] 20% [added: and 15%] of our net revenue for fiscal years [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
[removed: We have established] strong relationships with leading OEM customers across multiple target markets.
Our software customers are in most major industries worldwide, including banks, insurance companies, other financial services providers, government agencies, global [removed: information technology (“IT”)] [added: IT] service providers, telecommunication providers, transportation companies, manufacturers, technology companies, retailers, educational organizations and health care institutions.
Our [removed: traditional software] customers generally consist of large enterprises that have computing environments from multiple vendors and are highly complex.
We remain focused on strengthening relationships and increasing penetration within our existing core, [removed: mainframe-centric] [added: mainframe-centric,] and Symantec endpoint customers and expanding the adoption of our enterprise software offerings with these customers.
We use third-party contract manufacturers for a significant majority of our assembly and test operations, including Advanced Semiconductor Engineering, Inc., Foxconn Technology Group, Amkor Technology, Inc. and Siliconware Precision Industries Co., Ltd. We use our internal fabrication facilities for products utilizing our innovative and proprietary processes, [removed: to protect] [added: such as] our [removed: IP and to accelerate time to market] [added: FBAR filters] for [added: wireless communications and] our [removed: products,] [added: vertical-cavity surface emitting laser and side emitting lasers-based on GaAs and InP lasers for fiber optic communications,] while outsourcing commodity processes such as standard CMOS.
Our portfolio of industry-leading infrastructure and security software is designed to modernize, optimize, and secure the most complex hybrid environments, enabling scalability, agility, automation, insights, resiliency and security.
technology leadership and integrated performance characteristic of our products.
variety of advanced devices in the enterprise, metro, access, edge and core networking spaces.
digital signals.
Our mainframe software provides market-leading DevOps, AIOps, Security and Data Management Systems solutions.
By partnering with our customers and providing creative value-added programs, we help customers overcome challenges related to skills development, technical education, strategy and planning, and the need for cloud-like pricing flexibility to support their overall business success with the platform.
Our distributed software solutions enable global enterprises to optimize the planning, development and delivery of software, powering their business critical digital services.
Our solutions are designed to enable customers to innovate, improve customer experience, and drive profitability by aligning business, development, and operational teams.
Our products, organized in the domains of ValueOps, DevOps, and AIOps, deliver end-to-end visibility across all stages of the digital lifecycle and help our customers realize better business outcomes and better experiences for their customers.
Our Symantec cyber security software solutions help organizations and governments secure against threats and compliance risks by protecting their users and data on any app, device, or network.
Our integrated cyber defense approach simplifies cyber security with comprehensive solutions designed to secure critical business assets across on-premises and cloud infrastructures.
Our Symantec solutions utilize rich threat intelligence from a global network of security engineers, threat analyst and researchers, as well as advanced AI and machine-learning engines, enabling customers to protect data, connect authorized users with trusted applications, and detect and respond to the most advanced targeted attacks.
| | | | Distributed Software | | | • Solutions that optimize the planning, development and delivery of business critical services | | | • ValueOps | | |
ValueOps*:* This solution delivers value stream management capabilities that enable customers to schedule, track, and manage work throughout its lifecycle from investment planning to execution.
It aligns business and development teams across the enterprise, increasing transparency, reducing inefficiencies, and improving time to value.
We have established
By doing so, we can protect our IP and accelerate time to market for our products.
Additionally, our ability to compete effectively depends on a number of factors, including: quality, technical performance, price, product features, product system
We compete based on the strength and expertise of our high speed proprietary design expertise, FBAR technology, amplifier design, module integration, proprietary materials processes, multiple storage protocols and mixed-signal design, our broad product portfolio, support of key industry standards, reputation for quality products, and our customer relationships.
arrangement that would enables them to obtain a limited right to access and use our source code if specific conditions are met.
We measure our employees’ engagement by our voluntary attrition rate and employee feedback.
Information About Our Executive Officers
The following table provides information regarding our executive officers as of December 17, 2021:
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Name and Title | | | Age | | | Position and Offices | | |
| Hock E. Tan | | | 70 | | | President, Chief Executive Officer and Director | | |
| Kirsten M. Spears | | | 57 | | | Chief Financial Officer and Chief Accounting Officer | | |
| Mark D. Brazeal | | | 53 | | | Chief Legal and Corporate Affairs Officer | | |
| Charlie B. Kawwas, Ph.D. | | | 51 | | | Chief Operating Officer | | |
| Thomas H. Krause, Jr. | | | 44 | | | President, Broadcom Software Group | | |
Hock E.
Tan has served as our President and Chief Executive Officer since March 2006.
He was President and Chief Executive Officer at Integrated Circuit Systems, Inc., a publicly traded timing solutions IC company, from 1999 until its acquisition by Integrated Device Technology, Inc. in 2005, Chief Operating Officer from 1996 to 1999 and Senior Vice President and Chief Financial Officer from 1995 to 1999.
He was Vice President of Finance at Commodore International, Ltd. from 1992 to 1994, and held senior management positions at PepsiCo, Inc. and General Motors Corporation.
He was also managing director of Pacven Investment, Ltd., a venture capital fund in Singapore, from 1988 to 1992, and was managing director of Hume Industries Ltd. in Malaysia from 1983 to 1988.
Kirsten M.
Spears has served as our Chief Financial Officer and Chief Accounting Officer since December 2020.
She served as our Principal Accounting Officer from March 2016 to December 2020 and Vice President and Corporate Controller from May 2014 to December 2020.
She was Vice President and Corporate Controller at LSI Corporation from 2007 until its acquisition by us in 2014.
Broadcom Inc. (“Broadcom”) is the successor to Broadcom Pte.
Ltd. (formerly Broadcom Limited), a Singapore company, as a result of our redomiciliation to the United States on April 4, 2018.
Our portfolio of mainframe and BizOps software solutions enables customers to leverage the benefits of agility, automation, insights and security in managing business processes and technology investments.
Our Symantec cyber security solutions portfolio, include endpoint, network, information and identity security solutions.
Recent Developments
Acquisition of Symantec’s Enterprise Security Business
On November 4, 2019, we completed the purchase of certain assets and assumed certain liabilities of the Symantec Corporation Enterprise Security business (the “Symantec Business”) for $10.7 billion in cash, on a cash-free, debt-free basis.
The addition of the Symantec Business significantly expanded our infrastructure software solutions as we continue to build one of the world’s leading infrastructure technology companies.
Segment Reporting
We updated our organizational structure during the fiscal year ended November 1, 2020 (“fiscal year 2020”), resulting in two reportable segments: semiconductor solutions and infrastructure software.
Each segment represents a component for which separate financial information is available that is utilized on a regular basis by the chief operating decision maker in determining how to allocate resources and evaluate performance.
The reportable segments are determined based on several factors including, but not limited to, customer base, homogeneity of products, technology, delivery channels and similar economic characteristics.
Our semiconductor solutions segment includes all of our semiconductor solution product lines, as well as our IP licensing.
Our infrastructure software segment includes our mainframe, BizOps and cyber security software solutions, and our FC SAN business.
See discussion in the “Results of Operations” section included in Part II, Item 7.
*Management’s Discussion and Analysis of Financial Condition and Results of Operations* and Note 13.
“Segment Information” included in Part II, Item 8.
*Financial Statements and Supplementary Data,* of this Annual Report on Form 10-K for additional segment information.
For fiscal year 2020, net revenue included contributions from Symantec Business commencing on November 4, 2019, which are included in the infrastructure software segment.
For fiscal year ended November 3, 2019 (“fiscal year 2019”), net revenue included contributions from CA commencing on November 5, 2018, which are included in the infrastructure software segment.
For the fiscal year ended November 4, 2018 (“fiscal year 2018”), net revenue included contributions from Brocade commencing on November 17, 2017, which are primarily included in the infrastructure software segment.
| | | | | | | • Displays and lighting | | | • Light emitting diode (“LEDs”) | | |
Our portfolio of mission critical software solutions enables customers to leverage the benefits of agility, automation, insights, resiliency and security in managing business processes and technology investments.
We combine advanced technology solutions with creative, value-add programs that help foster skills development, inform strategy and planning, and provide flexibility in licensing fees.
This unique approach, rooted in a deep commitment to partnership with our customers, is designed to fuel our customers’ productivity, boost operational efficiency, advance enterprise security, and support our customers’ overall business success.
BizOps software solutions enable large global organizations to transform into digital businesses by providing an end-to-end digital infrastructure management platform that delivers speed, agility and the ability to optimize for risk across multi-cloud hybrid environments and workloads.
More specifically, these products offer unique solutions that help with application development, testing and deployment, and operations and automation.
We are able to leverage our core strengths and development efforts to create products and enterprise software solutions that bring new innovation to our mainframe software solutions and vice versa, spanning three strategic portfolios: ValueOps, DevOps and AIOps.
Our Symantec cyber security software solutions span endpoint, network, information and identity security, helping customers secure identities and information stored wherever the data resides, including on mobile devices, in the cloud and on-premises.
Through our Symantec Integrated Cyber Defense platform, we provide a unified approach that allows customers to protect, defend and respond to sophisticated attacks across endpoints, identities, and infrastructure, whether on-premises, in the cloud, or hybrid.
| | | | BizOps | | | • Connects business operations and technology functions | | | • ValueOps | | |
ValueOps*:* This solution delivers capabilities that enable customers to optimize flow of value by aligning planned investments to scheduled development work and track deliverables from planning through execution, enabling improved development cycle times, reduced bottlenecks, and faster time to value.
Examples of internally fabricated semiconductors include our FBAR filters for wireless communications and our vertical-cavity surface emitting laser and side emitting lasers-based on GaAs and InP lasers for fiber optic communications.
Many of our products are designed to be manufactured in a specific process, typically at one particular foundry, either our own or with a particular contract manufacturer, and in some instances, we may only qualify one contract manufacturer to manufacture certain of our products.
These supply relationships are generally conducted on a purchase order basis.
Our primary competitors are AppDynamics, Inc. (acquired by Cisco), Atlassian Corporation, Plc, BMC Software
Backlog
Our semiconductor sales are generally made pursuant to short-term purchase orders.
These purchase orders are made without deposits and may be rescheduled, cancelled or modified on relatively short notice, without substantial penalty.
In addition, our software contracting model for the majority of our customers, which are for enterprise-wide licenses, provide for termination thereof by our customers at any time for any reason.
An excerpt. Shown here: 40 of 61 rewritten, 40 of 60 added and 40 of 42 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2021 filing and the FY2020 filing.
Cover and table of contents
29 rewritten, 6 added, 8 removed, 65 unchanged
For the fiscal year ended [removed: November 1, 2020][added: October 31, 2021]
The aggregate market value of voting and non-voting common equity held by non-affiliates as of [removed: May 1, 2020,] [added: April 30, 2021,] based upon the closing sale price of such shares on The Nasdaq Global Select Market on such date was approximately [removed: $101.8] [added: $182.8] billion.
As of November [removed: 27, 2020,] [added: 26, 2021,] there were [removed: 406,713,118] [added: 412,873,968] shares of our common stock outstanding.
[removed: Information required in response to Part III] [added: Portions] of [removed: this Annual Report on Form 10-K is hereby incorporated by reference from] the registrant’s definitive Proxy Statement for its [removed: 2021] [added: 2022] Annual Meeting of [removed: Stockholders.][added: Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K.]
[removed: 2020] [added: 2021] ANNUAL REPORT ON FORM 10-K
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| [ITEM [removed: 3.](#i0413bde64a4e4f7da46dd2705cf005a8_34)] [added: 3.](#i16e34ac9cf9f436bbf916f6018811ffe_37)] | | | [LEGAL [removed: PROCEEDINGS](#i0413bde64a4e4f7da46dd2705cf005a8_34)] [added: PROCEEDINGS](#i16e34ac9cf9f436bbf916f6018811ffe_37)] | | | [removed: [32](#i0413bde64a4e4f7da46dd2705cf005a8_34)] [added: [32](#i16e34ac9cf9f436bbf916f6018811ffe_37)] | | |
| [ITEM [removed: 4.](#i0413bde64a4e4f7da46dd2705cf005a8_37)] [added: 4.](#i16e34ac9cf9f436bbf916f6018811ffe_40)] | | | [MINE SAFETY [removed: DISCLOSURES](#i0413bde64a4e4f7da46dd2705cf005a8_37)] [added: DISCLOSURES](#i16e34ac9cf9f436bbf916f6018811ffe_40)] | | | [removed: [32](#i0413bde64a4e4f7da46dd2705cf005a8_37)] [added: [32](#i16e34ac9cf9f436bbf916f6018811ffe_40)] | | |
| [PART [removed: II.](#i0413bde64a4e4f7da46dd2705cf005a8_40)] [added: II.](#i16e34ac9cf9f436bbf916f6018811ffe_43)] | | | | | | | | |
| [ITEM [removed: 5.](#i0413bde64a4e4f7da46dd2705cf005a8_43)] [added: 5.](#i16e34ac9cf9f436bbf916f6018811ffe_46)] | | | [MARKET [removed: FOR THE REGISTRANT’S] [added: FOR](#i16e34ac9cf9f436bbf916f6018811ffe_46) [REGISTRANT’S] COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER [removed: SALE AND] PURCHASES OF EQUITY [removed: SECURITIES](#i0413bde64a4e4f7da46dd2705cf005a8_43)] [added: SECURITIES](#i16e34ac9cf9f436bbf916f6018811ffe_46)] | | | [removed: [33](#i0413bde64a4e4f7da46dd2705cf005a8_43)] [added: [33](#i16e34ac9cf9f436bbf916f6018811ffe_46)] | | |
| [ITEM [removed: 7.](#i0413bde64a4e4f7da46dd2705cf005a8_49)] [added: 7.](#i16e34ac9cf9f436bbf916f6018811ffe_52)] | | | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#i0413bde64a4e4f7da46dd2705cf005a8_49)] [added: OPERATIONS](#i16e34ac9cf9f436bbf916f6018811ffe_52)] | | | [removed: [36](#i0413bde64a4e4f7da46dd2705cf005a8_49)] [added: [35](#i16e34ac9cf9f436bbf916f6018811ffe_52)] | | |
| [ITEM [removed: 7A.](#i0413bde64a4e4f7da46dd2705cf005a8_85)] [added: 7A.](#i16e34ac9cf9f436bbf916f6018811ffe_91)] | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i0413bde64a4e4f7da46dd2705cf005a8_85)] [added: RISK](#i16e34ac9cf9f436bbf916f6018811ffe_91)] | | | [removed: [53](#i0413bde64a4e4f7da46dd2705cf005a8_85)] [added: [48](#i16e34ac9cf9f436bbf916f6018811ffe_91)] | | |
| [ITEM [removed: 8.](#i0413bde64a4e4f7da46dd2705cf005a8_88)] [added: 8.](#i16e34ac9cf9f436bbf916f6018811ffe_94)] | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i0413bde64a4e4f7da46dd2705cf005a8_88)] [added: DATA](#i16e34ac9cf9f436bbf916f6018811ffe_94)] | | | [removed: [55](#i0413bde64a4e4f7da46dd2705cf005a8_88)] [added: [49](#i16e34ac9cf9f436bbf916f6018811ffe_94)] | | |
| [ITEM [removed: 9.](#i0413bde64a4e4f7da46dd2705cf005a8_187)] [added: 9.](#i16e34ac9cf9f436bbf916f6018811ffe_175)] | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i0413bde64a4e4f7da46dd2705cf005a8_187)] [added: DISCLOSURE](#i16e34ac9cf9f436bbf916f6018811ffe_175)] | | | [removed: [105](#i0413bde64a4e4f7da46dd2705cf005a8_187)] [added: [95](#i16e34ac9cf9f436bbf916f6018811ffe_175)] | | |
| [ITEM [removed: 9A.](#i0413bde64a4e4f7da46dd2705cf005a8_190)] [added: 9A.](#i16e34ac9cf9f436bbf916f6018811ffe_178)] | | | [CONTROLS AND [removed: PROCEDURES](#i0413bde64a4e4f7da46dd2705cf005a8_187)] [added: PROCEDURES](#i16e34ac9cf9f436bbf916f6018811ffe_175)] | | | [removed: [105](#i0413bde64a4e4f7da46dd2705cf005a8_190)] [added: [95](#i16e34ac9cf9f436bbf916f6018811ffe_178)] | | |
| [ITEM [removed: 9B.](#i0413bde64a4e4f7da46dd2705cf005a8_193)] [added: 9B.](#i16e34ac9cf9f436bbf916f6018811ffe_181)] | | | [OTHER [removed: INFORMATION](#i0413bde64a4e4f7da46dd2705cf005a8_193)] [added: INFORMATION](#i16e34ac9cf9f436bbf916f6018811ffe_181)] | | | [removed: [106](#i0413bde64a4e4f7da46dd2705cf005a8_193)] [added: [96](#i16e34ac9cf9f436bbf916f6018811ffe_181)] | | |
| [ITEM [removed: 10.](#i0413bde64a4e4f7da46dd2705cf005a8_199)] [added: 10.](#i16e34ac9cf9f436bbf916f6018811ffe_187)] | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#i0413bde64a4e4f7da46dd2705cf005a8_199)] [added: GOVERNANCE](#i16e34ac9cf9f436bbf916f6018811ffe_187)] | | | [removed: [107](#i0413bde64a4e4f7da46dd2705cf005a8_199)] [added: [97](#i16e34ac9cf9f436bbf916f6018811ffe_187)] | | |
| [ITEM [removed: 11.](#i0413bde64a4e4f7da46dd2705cf005a8_202)] [added: 11.](#i16e34ac9cf9f436bbf916f6018811ffe_190)] | | | [EXECUTIVE [removed: COMPENSATION](#i0413bde64a4e4f7da46dd2705cf005a8_202)] [added: COMPENSATION](#i16e34ac9cf9f436bbf916f6018811ffe_190)] | | | [removed: [107](#i0413bde64a4e4f7da46dd2705cf005a8_202)] [added: [97](#i16e34ac9cf9f436bbf916f6018811ffe_190)] | | |
| [ITEM [removed: 12.](#i0413bde64a4e4f7da46dd2705cf005a8_205)] [added: 12.](#i16e34ac9cf9f436bbf916f6018811ffe_193)] | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED [removed: SHAREHOLDER MATTERS](#i0413bde64a4e4f7da46dd2705cf005a8_205)] [added: STOCKHOLDER MATTERS](#i16e34ac9cf9f436bbf916f6018811ffe_193)] | | | [removed: [107](#i0413bde64a4e4f7da46dd2705cf005a8_205)] [added: [97](#i16e34ac9cf9f436bbf916f6018811ffe_193)] | | |
| [ITEM [removed: 13.](#i0413bde64a4e4f7da46dd2705cf005a8_208)] [added: 13.](#i16e34ac9cf9f436bbf916f6018811ffe_196)] | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#i0413bde64a4e4f7da46dd2705cf005a8_208)] [added: INDEPENDENCE](#i16e34ac9cf9f436bbf916f6018811ffe_196)] | | | [removed: [107](#i0413bde64a4e4f7da46dd2705cf005a8_208)] [added: [97](#i16e34ac9cf9f436bbf916f6018811ffe_196)] | | |
| [ITEM [removed: 14.](#i0413bde64a4e4f7da46dd2705cf005a8_211)] [added: 14.](#i16e34ac9cf9f436bbf916f6018811ffe_199)] | | | [PRINCIPAL [removed: ACCOUNTING] [added: ACCOUNTANT] FEES AND [removed: SERVICES](#i0413bde64a4e4f7da46dd2705cf005a8_211)] [added: SERVICES](#i16e34ac9cf9f436bbf916f6018811ffe_199)] | | | [removed: [107](#i0413bde64a4e4f7da46dd2705cf005a8_211)] [added: [97](#i16e34ac9cf9f436bbf916f6018811ffe_199)] | | |
| [ITEM [removed: 15.](#i0413bde64a4e4f7da46dd2705cf005a8_217)] [added: 15.](#i16e34ac9cf9f436bbf916f6018811ffe_205)] | | | [removed: [EXHIBITS,] [added: [EXHIBITS AND] FINANCIAL STATEMENT [removed: SCHEDULES](#i0413bde64a4e4f7da46dd2705cf005a8_217)] [added: SCHEDULES](#i16e34ac9cf9f436bbf916f6018811ffe_205)] | | | [removed: [108](#i0413bde64a4e4f7da46dd2705cf005a8_217)] [added: [98](#i16e34ac9cf9f436bbf916f6018811ffe_205)] | | |
| [ITEM [removed: 16.](#i0413bde64a4e4f7da46dd2705cf005a8_2257)] [added: 16.](#i16e34ac9cf9f436bbf916f6018811ffe_211)] | | | [FORM 10-K [removed: SUMMARY](#i0413bde64a4e4f7da46dd2705cf005a8_2257)] [added: SUMMARY](#i16e34ac9cf9f436bbf916f6018811ffe_211)] | | | [removed: [117](#i0413bde64a4e4f7da46dd2705cf005a8_2257)] [added: [105](#i16e34ac9cf9f436bbf916f6018811ffe_211)] | | |
These forward-looking statements may include projections of financial information; statements about historical results that may suggest trends for our business; statements of the plans, strategies, and objectives of management for future operations; statements of expectation or belief regarding future events (including any acquisitions we may make), technology developments, our products, product sales, expenses, liquidity, cash flow and growth rates, or enforceability of our intellectual property rights; [added: any backlog;] and the effects of seasonality on our business.
[removed: Similarly, unless] [added: Unless] stated otherwise or the context otherwise requires, references to “Broadcom,” “we,” [removed: “our”] [added: “our,”] and “us” mean Broadcom Inc. and its consolidated [removed: subsidiaries after April 4, 2018 and, prior to that time, our predecessor.][added: subsidiaries.]
For example, the fiscal year ended [removed: November 1, 2020] [added: October 31, 2021] was a 52-week year.
| [PART I.](#i16e34ac9cf9f436bbf916f6018811ffe_10) | | | | | | | | |
| [ITEM 6.](#i16e34ac9cf9f436bbf916f6018811ffe_49) | | | [\[RESERVED\]](#i16e34ac9cf9f436bbf916f6018811ffe_49) | | | [34](#i16e34ac9cf9f436bbf916f6018811ffe_49) | | |
| [I](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673)[T](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673)[E](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673)[M](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673) [](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673)[9](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673)[C](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673)[.](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673) | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673) | | | [96](#i16e34ac9cf9f436bbf916f6018811ffe_1649267443673) | | |
| [PART III.](#i16e34ac9cf9f436bbf916f6018811ffe_184) | | | | | | | | |
| [PART IV.](#i16e34ac9cf9f436bbf916f6018811ffe_202) | | | | | | | | |
| [SIGNATURES](#i16e34ac9cf9f436bbf916f6018811ffe_214) | | | | | | [106](#i16e34ac9cf9f436bbf916f6018811ffe_214) | | |
Except as expressly incorporated by reference, the registrant’s Proxy Statement shall not be deemed to be a part of this Annual Report on Form 10-K.
The registrant intends to file its definitive Proxy Statement within 120 days after its fiscal year ended November 1, 2020.
| [PART I.](#i0413bde64a4e4f7da46dd2705cf005a8_10) | | | | | | | | |
| [ITEM 6.](#i0413bde64a4e4f7da46dd2705cf005a8_46) | | | [SELECTED FINANCIAL DATA](#i0413bde64a4e4f7da46dd2705cf005a8_46) | | | [35](#i0413bde64a4e4f7da46dd2705cf005a8_46) | | |
| [PART III.](#i0413bde64a4e4f7da46dd2705cf005a8_196) | | | | | | | | |
| [PART IV.](#i0413bde64a4e4f7da46dd2705cf005a8_214) | | | | | | | | |
| [SIGNATURES](#i0413bde64a4e4f7da46dd2705cf005a8_223) | | | | | | [118](#i0413bde64a4e4f7da46dd2705cf005a8_223) | | |
Financial information and results of operations presented relate to (1) Broadcom Inc. for the periods after April 4, 2018 and (2) Broadcom Limited, our predecessor, for the period prior to April 4, 2018.
Item 2. PROPERTIES
3 rewritten, 3 added, 3 removed, 8 unchanged
As of [removed: November 1, 2020,] [added: October 31, 2021,] our owned and leased facilities in excess of 100,000 square feet consisted of:
| [removed: (Square Feet)] [added: (In square feet)] | | | | | | United States | | | | | | Other Countries | | | | | | Total | | |
| 2 Building leases expire on varying dates through [removed: March 2038] [added: February 2046] and generally include renewals at our option. | | | | | | | | | | | | | | | | | | | | |
We are headquartered in San Jose, California and our primary warehouse is located in Malaysia.
| Leased facilities 2 | | | | | | 901,198 | | | | | | 1,309,369 | | | | | | 2,210,567 | | |
| Total facilities | | | | | | 3,378,363 | | | | | | 2,238,257 | | | | | | 5,616,620 | | |
We are headquartered in San Jose, California.
| Leased facilities 2 | | | | | | 1,679,198 | | | | | | 1,111,330 | | | | | | 2,790,528 | | |
| Total facilities | | | | | | 4,156,363 | | | | | | 2,040,218 | | | | | | 6,196,581 | | |
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
7 rewritten, 7 added, 9 removed, 14 unchanged
As of November [removed: 27, 2020,] [added: 26, 2021,] there were [removed: 891] [added: 971] holders of record of our common stock.
During the fiscal quarter ended [removed: November 1, 2020,] [added: October 31, 2021,] we paid approximately [removed: $185] [added: $266] million in employee withholding taxes due upon the vesting of net settled equity awards.
We withheld approximately 1 million shares of common stock from employees in connection with such net share settlement at an average price of [removed: $360.62] [added: $505.59] per share.
The following graph shows a comparison of cumulative total return for our common stock, the Standard & Poor’s 500 Stock Index (the “S&P 500 Index”) and the NASDAQ 100 Index for the five fiscal years ended [removed: November 1, 2020.][added: October 31, 2021.]
The total return graph and table assume that $100 was invested on October [removed: 30, 2015] [added: 28, 2016] (the last trading day of our fiscal year [removed: 2015)] [added: 2016)] in each of Broadcom Inc. common stock, the S&P 500 Index and the NASDAQ 100 Index and assume that all dividends are reinvested.
[removed: ][added: ]
| | | | | | | [removed: November 1, 2015 | | | | | |] October 30, 2016 | | | | | | October 29, 2017 | | | | | | November 4, 2018 | | | | | | November 3, 2019 | | | | | | November 1, 2020 | | | [added: | | | October 31, 2021 | | |]
In December 2021, our Board of Directors authorized a stock repurchase program to repurchase up to $10 billion of our common stock from time to time on or prior to December 31, 2022.
Repurchases under our stock repurchase program may be effected through a variety of methods, including open market or privately negotiated purchases.
The timing and amount of shares repurchased will depend on the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities and other factors.
We are not obligated to repurchase any specific amount of shares of common stock, and the stock repurchase program may be suspended or terminated at any time.
| Broadcom Inc. | | | | | | $ | 100.00 | | | | | $ | 152.15 | | | | | $ | 136.54 | | | | | $ | 190.64 | | | | | $ | 235.49 | | | | | $ | 369.32 | |
| S&P 500 Index | | | | | | $ | 100.00 | | | | | $ | 123.88 | | | | | $ | 133.27 | | | | | $ | 153.19 | | | | | $ | 166.44 | | | | | $ | 237.87 | |
| NASDAQ 100 Index | | | | | | $ | 100.00 | | | | | $ | 130.81 | | | | | $ | 148.20 | | | | | $ | 175.60 | | | | | $ | 240.06 | | | | | $ | 346.72 | |
Dividends
On December 8, 2020, our Board of Directors declared a quarterly cash dividend of $3.60 per share, payable on December 31, 2020 to common stockholders of record on December 21, 2020.
Broadcom paid aggregate cash dividends of $5,235 million and $4,235 million to common stockholders in fiscal years 2020 and 2019, respectively.
The declaration and payment of any future cash dividends are at the discretion and approval of our Board of Directors and subject to our Board of Directors’ continuing determination that they are in our best interests.
| Broadcom Inc. | | | | | | $ | 100.00 | | | | | $ | 139.26 | | | | | $ | 211.88 | | | | | $ | 190.15 | | | | | $ | 265.48 | | | | | $ | 327.95 | |
| S&P 500 Index | | | | | | $ | 100.00 | | | | | $ | 104.52 | | | | | $ | 129.48 | | | | | $ | 139.29 | | | | | $ | 160.12 | | | | | $ | 173.97 | |
| NASDAQ 100 Index | | | | | | $ | 100.00 | | | | | $ | 104.71 | | | | | $ | 136.97 | | | | | $ | 155.18 | | | | | $ | 183.88 | | | | | $ | 251.37 | |
Securities Authorized for Issuance Under Equity Compensation Plans
The information required by this item regarding securities authorized for issuance under equity compensation plans is incorporated herein by reference to the definitive Proxy Statement for our 2021 annual meeting of stockholders to be filed with the SEC within 120 days after the end of fiscal year 2020.
Item 6. [RESERVED]
0 rewritten, 0 added, 28 removed, 0 unchanged
The following table sets forth the selected consolidated financial data as of and for the last five fiscal years of Broadcom and should be read in conjunction with our annual consolidated financial statements and related notes and information included under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere in this Annual Report on Form 10-K.
On November 4, 2019, we acquired the Symantec Business for total consideration of $10.7 billion.
On November 5, 2018, we acquired CA for total consideration of $18.8 billion.
On November 17, 2017, we acquired Brocade for total consideration of $6.0 billion.
On February 1, 2016, we acquired BRCM for total consideration of $35.7 billion.
Our financial statements included the results of operations of the acquired companies and estimated fair value of assets acquired and liabilities assumed commencing as of their respective acquisition dates.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Fiscal Year Ended (1) | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | November 1, 2020 | | | | | | November 3, 2019 | | | | | | November 4, 2018 | | | | | | October 29, 2017 | | | | | | October 30, 2016 | | |
| | | | | | | (In millions, except per share data) | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total net revenue (2) | | | | | | $ | 23,888 | | | | | $ | 22,597 | | | | | $ | 20,848 | | | | | $ | 17,636 | | | | | $ | 13,240 | |
| Income (loss) from continuing operations (3) (4) | | | | | | $ | 2,961 | | | | | $ | 2,736 | | | | | $ | 12,629 | | | | | $ | 1,790 | | | | | $ | (1,749) | |
| Income (loss) per common share from continuing operations - basic (3) (4) | | | | | | $ | 6.62 | | | | | $ | 6.80 | | | | | $ | 29.37 | | | | | $ | 4.19 | | | | | $ | (4.46) | |
| Income (loss) per common share from continuing operations - diluted (3) (4) | | | | | | $ | 6.33 | | | | | $ | 6.46 | | | | | $ | 28.48 | | | | | $ | 4.03 | | | | | $ | (4.57) | |
| Cash dividends declared and paid per common share | | | | | | $ | 13.00 | | | | | $ | 10.60 | | | | | $ | 7.00 | | | | | $ | 4.08 | | | | | $ | 1.94 | |
| Cash and cash equivalents | | | | | | $ | 7,618 | | | | | $ | 5,055 | | | | | $ | 4,292 | | | | | $ | 11,204 | | | | | $ | 3,097 | |
| Total assets | | | | | | $ | 75,933 | | | | | $ | 67,493 | | | | | $ | 50,124 | | | | | $ | 54,418 | | | | | $ | 49,966 | |
| Debt and finance lease obligations | | | | | | $ | 41,062 | | | | | $ | 32,798 | | | | | $ | 17,493 | | | | | $ | 17,569 | | | | | $ | 13,642 | |
_______________________________________
(1)Our fiscal year ends on the Sunday closest to October 31 in a 52-week year and on the first Sunday in November in a 53-week year.
Our fiscal year ended November 4, 2018 was a 53-week fiscal year.
All other fiscal years presented included 52 weeks.
(2)During fiscal year 2019, we adopted ASU 2014-09, Revenue from Contracts with Customers (“Topic 606”).
Periods prior to fiscal year 2019 were presented in accordance with Accounting Standards Codification 605, Revenue Recognition.
(3)In connection with our acquisitions of the Symantec Business and CA in fiscal years 2020 and 2019, amortization of acquisition-related intangible assets increased $1,008 million and $1,667 million, respectively.
In connection with our acquisition of BRCM in the fiscal year ended October 30, 2016, our results included $1,185 million of purchase accounting effect on inventory.
(4)Our income from continuing operations and income per share from continuing operations in fiscal year 2018 were significantly impacted by the benefit from income taxes as a result of the enactment of the 2017 Tax Reform Act and our redomiciliation to the United States in fiscal year 2018.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
581 rewritten, 206 added, 374 removed, 1,014 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#i0413bde64a4e4f7da46dd2705cf005a8_94)] [added: Firm](#i16e34ac9cf9f436bbf916f6018811ffe_100)] | | | [removed: [56](#i0413bde64a4e4f7da46dd2705cf005a8_94)] [added: [50](#i16e34ac9cf9f436bbf916f6018811ffe_100)] | | |
| [Consolidated Balance [removed: Sheets](#i0413bde64a4e4f7da46dd2705cf005a8_97)] [added: Sheets](#i16e34ac9cf9f436bbf916f6018811ffe_103)] | | | [removed: [57](#i0413bde64a4e4f7da46dd2705cf005a8_97)] [added: [51](#i16e34ac9cf9f436bbf916f6018811ffe_103)] | | |
| [Consolidated Statements of [removed: Operations](#i0413bde64a4e4f7da46dd2705cf005a8_103)] [added: Operations](#i16e34ac9cf9f436bbf916f6018811ffe_106)] | | | [removed: [58](#i0413bde64a4e4f7da46dd2705cf005a8_103)] [added: [52](#i16e34ac9cf9f436bbf916f6018811ffe_106)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#i0413bde64a4e4f7da46dd2705cf005a8_106)] [added: Income](#i16e34ac9cf9f436bbf916f6018811ffe_109)] | | | [removed: [59](#i0413bde64a4e4f7da46dd2705cf005a8_106)] [added: [53](#i16e34ac9cf9f436bbf916f6018811ffe_109)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i0413bde64a4e4f7da46dd2705cf005a8_109)] [added: Flows](#i16e34ac9cf9f436bbf916f6018811ffe_112)] | | | [removed: [60](#i0413bde64a4e4f7da46dd2705cf005a8_109)] [added: [54](#i16e34ac9cf9f436bbf916f6018811ffe_112)] | | |
[removed: | [Consolidated Statements of Equity](#i0413bde64a4e4f7da46dd2705cf005a8_112) | | | [61](#i0413bde64a4e4f7da46dd2705cf005a8_112) | | |][added: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY]
| [Notes to Consolidated Financial [removed: Statements](#i0413bde64a4e4f7da46dd2705cf005a8_118)] [added: Statements](#i16e34ac9cf9f436bbf916f6018811ffe_118)] | | | [removed: [62](#i0413bde64a4e4f7da46dd2705cf005a8_118)] [added: [56](#i16e34ac9cf9f436bbf916f6018811ffe_118)] | | |
| [Schedule II — Valuation and Qualifying [removed: Accounts](#i0413bde64a4e4f7da46dd2705cf005a8_184)] [added: Accounts](#i16e34ac9cf9f436bbf916f6018811ffe_172)] | | | [removed: [105](#i0413bde64a4e4f7da46dd2705cf005a8_184)] [added: [95](#i16e34ac9cf9f436bbf916f6018811ffe_172)] | | |
We have audited the accompanying consolidated balance sheets of Broadcom Inc. and its subsidiaries (the “Company”) as of [removed: November 1, 2020] [added: October 31, 2021] and November [removed: 3, 2019,] [added: 1, 2020,] and the related consolidated statements of operations, of comprehensive income, of [added: stockholders’] equity and of cash flows for each of the three years in the period ended [removed: November 1, 2020,] [added: October 31, 2021,] including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).
We also have audited the Company's internal control over financial reporting as of [removed: November 1, 2020,] [added: October 31, 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of [removed: November 1, 2020] [added: October 31, 2021] and November [removed: 3, 2019,] [added: 1, 2020,] and the results of its operations and its cash flows for each of the three years in the period ended [removed: November 1, 2020] [added: October 31, 2021] in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of [removed: November 1, 2020,] [added: October 31, 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.
As discussed in Note [removed: 2] [added: 6] to the consolidated financial statements, the Company changed the manner in which it accounts for leases in fiscal 2020.
The principal considerations for our determination that performing procedures relating to the [removed: valuation of the developed technology and the customer contracts and related relationships intangible assets acquired in the Symantec Corporation Enterprise Security business acquisition] [added: UTPs] is a critical audit matter are (i) [removed: a high degree of auditor judgment and subjectivity in performing procedures relating to] the [removed: fair value measurement of the developed technology and the customer contracts and related relationships due to the] significant judgment by management when [removed: developing] [added: evaluating the technical merits of] these [removed: estimates,] [added: tax positions,] (ii) [removed: the significant audit] [added: a high degree of auditor judgment, subjectivity, and] effort in [added: performing procedures and] evaluating the [removed: significant assumptions relating to the valuation] [added: technical merits] of the [removed: developed technology and the customer contracts and related relationships related to the revenue growth rate, the customer ramp-up period, the technology obsolescence rates, and the discount rates,] [added: tax positions,] and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
| | | | | | | November 1, 2020 | | | | | | [removed: November 3, 2019] | | | [added: | | | | | | | | | | | | | | | | | |]
| Cash and cash equivalents | | | | | | $ | [removed: 7,618] [added: 12,163] | | | | | $ | [removed: 5,055] [added: 7,618] | |
| Trade accounts receivable, net | | | | | | [removed: 2,297] [added: 2,071] | | | | | | [removed: 3,259] [added: 2,297] | | |
| Inventory | | | | | | [removed: 1,003] [added: 1,297] | | | | | | [removed: 874] [added: 1,003] | | |
| Other current assets | | | | | | [removed: 977] [added: 1,055] | | | | | | [removed: 729] [added: 977] | | |
| Total current assets | | | | | | [removed: 11,895] [added: 16,586] | | | | | | [removed: 9,917] [added: 11,895] | | |
| Property, plant and equipment, net | | | | | | [removed: 2,509] [added: 2,348] | | | | | | [removed: 2,565] [added: 2,509] | | |
| Goodwill | | | | | | [removed: 43,447] [added: 43,450] | | | | | | [removed: 36,714] [added: 43,447] | | |
| Intangible assets, net | | | | | | [removed: 16,782] [added: 11,374] | | | | | | [removed: 17,554] [added: 16,782] | | |
| Other long-term assets | | | | | | [removed: 1,300] [added: 1,812] | | | | | | [removed: 743] [added: 1,300] | | |
| Total assets | | | | | | $ | [removed: 75,933] [added: 75,570] | | | | | $ | [removed: 67,493] [added: 75,933] | |
| Accounts payable | | | | | | $ | [removed: 836] [added: 1,086] | | | | | $ | [removed: 855] [added: 836] | |
| Employee compensation and benefits | | | | | | [removed: 877] [added: 1,066] | | | | | | [removed: 641] [added: 877] | | |
| Current portion of long-term debt | | | | | | [removed: 827] [added: 290] | | | | | | [removed: 2,787] [added: 827] | | |
| Other current liabilities | | | | | | [removed: 3,831] [added: 3,839] | | | | | | [removed: 2,616] [added: 3,831] | | |
| Total current liabilities | | | | | | [removed: 6,371] [added: 6,281] | | | | | | [removed: 6,899] [added: 6,371] | | |
| Long-term debt | | | | | | [removed: 40,235] [added: 39,440] | | | | | | [removed: 30,011] [added: 40,235] | | |
| Other long-term liabilities | | | | | | [removed: 5,426] [added: 4,860] | | | | | | [removed: 5,613] [added: 5,426] | | |
| Total liabilities | | | | | | [removed: 52,032] [added: 50,581] | | | | | | [removed: 42,523] [added: 52,032] | | |
| Preferred stock dividend obligation | | | | | | 27 | | | | | | [removed: 29] [added: 27] | | |
| Preferred stock, $0.001 par value; 100 shares authorized; 8.00% Mandatory Convertible Preferred Stock, Series A, 4 shares issued and outstanding; aggregate liquidation value of [added: $3,737 and] $3,738 as of [removed: November 1, 2020] [added: October 31, 2021] and November [removed: 3, 2019] [added: 1, 2020, respectively] | | | | | | — | | | | | | — | | |
| Common stock, $0.001 par value; 2,900 shares authorized; [removed: 407] [added: 413] and [removed: 398] [added: 407] shares issued and outstanding as of [removed: November 1, 2020] [added: October 31, 2021] and November [removed: 3, 2019,] [added: 1, 2020,] respectively | | | | | | — | | | | | | — | | |
| Additional paid-in capital | | | | | | [removed: 23,982] [added: 24,330] | | | | | | [removed: 25,081] [added: 23,982] | | |
| Retained earnings | | | | | | [removed: —] [added: 748] | | | | | | — | | |
| Accumulated other comprehensive loss | | | | | | [removed: (108)] [added: (116)] | | | | | | [removed: (140)] [added: (108)] | | |
| Total stockholders’ equity | | | | | | [removed: 23,874] [added: 24,962] | | | | | | [removed: 24,941] [added: 23,874] | | |
Uncertain Tax Positions (UTPs)
As described in Notes 2 and 12 to the consolidated financial statements, the gross unrecognized tax benefits balance was $5,030 million as of October 31, 2021.
As management has disclosed, management evaluates the exposure associated with various tax filing positions and accrues an income tax liability when such positions do not meet the more-likely-than-not threshold for recognition.
A tax benefit from an UTP may be recognized when it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits.
These procedures included testing the effectiveness of controls relating to the identification and recognition of the income tax liability for UTPs, including controls addressing the completeness of the UTPs and the measurement of the income tax liability.
These procedures also included, among others, (i) testing management’s process for identifying potential new UTPs, (ii) for a selection of UTPs, evaluating possible outcomes, and (iii) for a selection of UTPs, testing the calculation of the income tax liability by jurisdiction, including management’s assessment of the technical merits of tax positions and estimates of the amount of tax benefit expected to be sustained.
Professionals with specialized skill and knowledge were used to assist in (i) the evaluation of the completeness of management’s identification of the UTPs and (ii) for a selection of UTPs, the evaluation of the reasonableness of management’s assessment of whether the tax positions are more-likely-than-not of being sustained, the amount of potential benefit to be realized, and the application of relevant tax laws.
| Net income | | | | | | $ | 6,736 | | | | | $ | 2,960 | | | | | $ | 2,724 | |
| Proceeds from sales of investments | | | | | | 169 | | | | | | — | | | | | | — | | |
| Payments on debt obligations | | | | | | (11,495) | | | | | | (18,814) | | | | | | (16,800) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 6,736 | | | | | | — | | | | | | 6,736 | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Dividends to common stockholders | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (224) | | | | | | (5,689) | | | | | | — | | | | | | (5,913) | | | | | | | | | | | | | | |
| Balance as of October 31, 2021 | | | | | | 4 | | | | | | $ | — | | | | | 413 | | | | | | $ | — | | | | | $ | 24,330 | | | | | $ | 748 | | | | | $ | (116) | | | | | $ | 24,962 | | | | | | | | | | | | | |
Our portfolio of industry-leading infrastructure and security software is designed to modernize, optimize, and secure the most complex hybrid environments, enabling scalability, agility, automation, insights, resiliency and security.
Non-monetary items such as inventory and property, plant and equipment, are measured and recorded at historical exchange rates.
From time to time, certain customers agree to pay us secure supply fees in exchange for prioritized fulfillment of product orders.
Such fees are included in the transaction price of the product orders and are recognized as revenue in the period that control over the products is transferred to the customer.
In October 2021, the Financial Accounting Standards Boards issued Accounting Standards Update (“ASU”) 2021-08, *Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers*.
The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Accounting Standards Codification 606, *Revenue from Contracts with Customers*, as if it had originated the contracts.
This approach differs from the current requirement to measure contract assets and contract liabilities acquired in a business combination at fair value.
The new guidance will be effective for the first quarter of our fiscal year ending October 29, 2023, with early adoption permitted.
The adoption impact of the new standard will depend on the magnitude of future acquisitions.
The standard will not impact acquired contract assets or liabilities from business combinations occurring prior to the adoption date.
The principal category we use to disaggregate revenues is the
| | | | | | | Fiscal Year 2021 | | | | | | | | | | | | | | | | | | | | |
| Products | | | | | | $ | 1,809 | | | | | $ | 17,258 | | | | | $ | 1,819 | | | | | $ | 20,886 | |
| Subscriptions and services(a) | | | | | | 4,290 | | | | | | 720 | | | | | | 1,554 | | | | | | 6,564 | | |
| Total | | | | | | $ | 6,099 | | | | | $ | 17,978 | | | | | $ | 3,373 | | | | | $ | 27,450 | |
| | | | | | | Americas | | | | | | Asia Pacific | | | | | | Europe, the Middle East and Africa | | | | | | Total | | |
_____________________________
| Balance as of October 31, 2021 | | | | | | $ | 126 | | | | | $ | 3,185 | |
Certain multi-year customer contracts in our semiconductor solutions segment contain firmly committed amounts and the remaining performance obligations under these contracts as of October 31, 2021 were approximately $13.6 billion.
We expect approximately 31% of this amount to be recognized as revenue over the next 12 months.
In addition, the majority of our contracts for products, subscriptions and services have a duration of one year or less.
Accordingly, our remaining performance obligations disclosed above are not indicative of revenue for future periods.
| [Supplementary Financial Data — Quarterly Data (Unaudited)](#i0413bde64a4e4f7da46dd2705cf005a8_181) | | | [104](#i0413bde64a4e4f7da46dd2705cf005a8_181) | | |
*Valuation of Developed Technology and Customer Contracts and Related Relationships Intangible Assets Acquired - Symantec Corporation Enterprise Security Business*
As described in Notes 2 and 4 to the consolidated financial statements, the Company completed the purchase of certain assets and assumption of certain liabilities of the Symantec Corporation Enterprise Security business on November 4, 2019 for $10.7 billion in cash, of which $2.9 billion of finite-lived developed technology and $2.4 billion of finite-lived customer contracts and related relationships intangible assets were recorded.
Management valued the developed technology using the multi-period excess earnings method under the income approach.
This method reflects the present value of the projected cash flows that are expected to be generated by the developed technology less charges representing the contribution of other assets to those cash flows.
Management valued the customer contracts and related relationships using the with-and-without-method under the income approach.
In this method, the fair value was measured by the difference between the present values of the cash flows with and without the existing customers in place over the period of time necessary to reacquire the customers.
Significant estimates and assumptions in estimating the fair value of the developed technology and the customer contracts and related relationships include future expected cash flows from product sales, customer contracts and acquired technologies, revenue growth rate, customer ramp-up period, technology obsolescence rates, and discount rates.
These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the developed technology and the customer contracts and related relationships and controls over development of the assumptions related to the revenue growth rate, the customer ramp-up period, the technology obsolescence rates, and the discount rates.
These procedures also included, among others, reading the purchase agreement and testing management’s process for determining the fair value of these intangible assets, including evaluating the appropriateness of the valuation methods, testing the completeness and accuracy of data used in the methods, and evaluating the reasonableness of the significant assumptions related to the revenue growth rate, the customer ramp-up period, the technology obsolescence rates, and the discount rates.
Evaluating the reasonableness of the revenue growth rate and the customer ramp-up period involved considering the past performance of the acquired business and industry data.
Evaluating the reasonableness of the technology obsolescence rates involved considering the past performance of the acquired business and benchmarking of peer companies.
Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of valuation methods and the reasonableness of the customer ramp-up period, the technology obsolescence rates, and the discount rates.
December 18, 2020
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Purchase accounting effect on inventory | | | | | | — | | | | | | — | | | | | | 70 | | |
| Litigation settlements | | | | | | — | | | | | | — | | | | | | 14 | | |
| Impairment on investment | | | | | | — | | | | | | — | | | | | | (106) | | |
| Net income attributable to noncontrolling interest | | | | | | — | | | | | | — | | | | | | (351) | | |
| Comprehensive income attributable to noncontrolling interest | | | | | | — | | | | | | — | | | | | | 351 | | |
| Comprehensive income attributable to Broadcom Inc. stockholders | | | | | | $ | 2,984 | | | | | $ | 2,700 | | | | | $ | 12,251 | |
| Impairment on investment | | | | | | — | | | | | | — | | | | | | 106 | | |
| Contributions to defined benefit pension plans | | | | | | — | | | | | | — | | | | | | (130) | | |
| Purchases of investments | | | | | | — | | | | | | (5) | | | | | | (249) | | |
| Repayment of debt | | | | | | (18,814) | | | | | | (16,800) | | | | | | (973) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance as of October 29, 2017 | | | | | | 22 | | | | | | $ | — | | | | | — | | | | | | $ | — | | | | | 409 | | | | | | $ | — | | | | | $ | 20,505 | | | | | $ | (129) | | | | | $ | (91) | | | | | $ | 20,285 | | | | | $ | 2,901 | | | | | $ | 23,186 | |
| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 12,259 | | | | | | — | | | | | | 12,259 | | | | | | 351 | | | | | | 12,610 | | |
| Distributions by Broadcom Cayman L.P. on exchangeable limited partnership units | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (77) | | | | | | (77) | | |
| Exchange of exchangeable limited partnership units for common stock and redemption of preferred stock due to the Redomiciliation Transaction | | | | | | (22) | | | | | | — | | | | | | — | | | | | | — | | | | | | 22 | | | | | | — | | | | | | 3,162 | | | | | | — | | | | | | — | | | | | | 3,162 | | | | | | (3,162) | | | | | | — | | |
| Repurchases of common stock | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (32) | | | | | | — | | | | | | (1,773) | | | | | | (5,485) | | | | | | — | | | | | | (7,258) | | | | | | — | | | | | | (7,258) | | |
| Cumulative effect of accounting change | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (10) | | | | | | 8 | | | | | | (2) | | | | | | — | | | | | | (2) | | |
| Fair value of partially vested equity awards assumed in connection with an acquisition | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1 | | | | | | — | | | | | | — | | | | | | 1 | | | | | | — | | | | | | 1 | | |
Broadcom Inc. (“Broadcom”), a Delaware corporation, is the successor to Broadcom Limited (now Broadcom Pte.
Ltd.), a Singapore company (“Broadcom-Singapore”).
On April 4, 2018, all Broadcom-Singapore outstanding ordinary shares were exchanged for newly issued shares of Broadcom common stock (the “Redomiciliation Transaction”).
As a result, Broadcom-Singapore became a wholly-owned subsidiary of Broadcom.
In addition, all outstanding exchangeable limited partnership units (“LP Units”) of Broadcom Cayman L.P. (the “Partnership”) were mandatorily exchanged (the “Mandatory Exchange”) for newly issued shares of Broadcom common stock and all limited partners of the Partnership became common stockholders of Broadcom.
An excerpt. Shown here: 40 of 581 rewritten, 40 of 206 added and 40 of 374 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2021 filing and the FY2020 filing.
Item 9A. CONTROLS AND PROCEDURES
7 rewritten, 0 added, 0 removed, 15 unchanged
Our management, with the participation of our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), evaluated the effectiveness of our disclosure controls and procedures as of [removed: November 1, 2020.][added: October 31, 2021.]
Based on the evaluation of our disclosure controls and procedures as of [removed: November 1, 2020,] [added: October 31, 2021,] our CEO and CFO concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.
Our management assessed the effectiveness of our internal control over financial reporting as of [removed: November 1, 2020.][added: October 31, 2021.]
In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in *Internal Control-Integrated Framework* (2013)*.* Based on this assessment, our management concluded that, as of [removed: November 1, 2020,] [added: October 31, 2021,] our internal control over financial reporting is effective based on those criteria.
The effectiveness of our internal control over financial reporting, as of [removed: November 1, 2020] [added: October 31, 2021] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included in Part II, Item 8.
No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fourth quarter ended [removed: November 1, 2020] [added: October 31, 2021] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Although we have modified our workplace practices globally due to the COVID-19 pandemic, resulting in [removed: most] [added: some] of our employees working remotely, this has not meaningfully affected our internal controls over financial reporting.
Item 9B. OTHER INFORMATION
0 rewritten, 0 added, 1 removed, 1 unchanged
PART III
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
0 rewritten, 2 added, 0 removed, 0 unchanged
New section this year
Not applicable.
PART III
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
0 rewritten, 2 added, 3 removed, 0 unchanged
The information required by Item 10 is incorporated herein by reference from sections entitled “Proposal 1 — Election of Directors” and “Corporate Governance” in our definitive Proxy Statement for our 2022 Annual Meeting of Stockholders.
Our executive officers are listed at the end of Item 1 of this Annual Report on Form 10-K.
The information regarding our directors and executive officers, set forth in the sections entitled “Proposal 1 — Election of Directors,” “Executive Officers” and “Corporate Governance,” in our definitive Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days of the end of our 2020 fiscal year pursuant to General Instruction G(3) to Form 10-K is hereby incorporated by reference in this section.
We have adopted a written Code of Ethics and Business Conduct that applies to all of our employees and directors, including our principal executive officer, principal financial officer and principal accounting officer, or persons performing similar functions and have posted it in the “Investors Center — Governance” section of our website, which is located at www.broadcom.com.
We intend to satisfy any disclosure requirement under Item 5.05 of Form 8-K regarding any amendments to, or waivers from, our Code of Ethics and Business Conduct by posting such information on our website at the internet address and location above.
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 1 removed, 0 unchanged
The information [removed: regarding executive compensation] required by [removed: this] Item 11 [removed: set forth in the] [added: is incorporated herein by reference from] sections entitled “Director Compensation”, “Compensation Discussion and [removed: Analysis,”] [added: Analysis”,] “Executive [removed: Compensation,”] [added: Compensation”,] “Compensation Committee Report” and “Corporate Governance — Compensation Committee Interlocks and Insider Participation" in our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of [removed: Stockholders to be filed with the SEC within 120 days of the end of our 2020 fiscal year pursuant to General Instruction G(3) to Form 10-K is hereby incorporated by reference in this section.][added: Stockholders.]
However, the Compensation Committee Report included in such definitive Proxy Statement shall not be deemed “filed” with the SEC for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by us with the SEC, regardless of any general incorporation language in such filing.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 0 added, 0 removed, 0 unchanged
The information [removed: regarding security ownership of certain beneficial owners and management and related stockholder matters] required by [removed: this] Item 12 [removed: set forth in the section] [added: is incorporated herein by reference from sections] entitled “Stockholder Information — Security Ownership of Certain Beneficial Owners, Directors and Executive Officers” and “Equity Compensation Plan Information” in our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of [removed: Stockholders to be filed with the SEC within 120 days of the end of our 2020 fiscal year pursuant to General Instruction G(3) to Form 10-K is hereby incorporated by reference in this section.][added: Stockholders.]
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The information [removed: regarding certain relationships, related transactions and director independence] required by [removed: this] Item 13 [removed: set forth in the] [added: is incorporated herein by reference from] sections entitled “Corporate Governance” and “Certain Relationships and Related Party Transactions” in our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of [removed: Stockholders to be filed with the SEC within 120 days of the end of our 2020 fiscal year pursuant to General Instruction G(3) to Form 10-K is hereby incorporated by reference in this section.][added: Stockholders.]
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
0 rewritten, 1 added, 1 removed, 1 unchanged
The information required by Item 14 is incorporated herein by reference from the section entitled “Proposal 2 — Ratification of Appointment of Our Independent Registered Public Accounting Firm” in our definitive Proxy Statement for our 2022 Annual Meeting of Stockholders.
The information regarding principal accounting fees and services required by this Item 14 set forth in the proposal relating to the re-appointment of our independent registered public accounting firm in our definitive Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days of the end of our 2020 fiscal year pursuant to General Instruction G(3) to Form 10-K is hereby incorporated by reference in this section.
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
64 rewritten, 15 added, 41 removed, 98 unchanged
| [Reports of Independent Registered Public Accounting [removed: Firm](#i0413bde64a4e4f7da46dd2705cf005a8_94)] [added: Firm](#i16e34ac9cf9f436bbf916f6018811ffe_100)] | | | [removed: [56](#i0413bde64a4e4f7da46dd2705cf005a8_94)] [added: [50](#i16e34ac9cf9f436bbf916f6018811ffe_100)] | | |
| [Consolidated Balance [removed: Sheets](#i0413bde64a4e4f7da46dd2705cf005a8_97)] [added: Sheets](#i16e34ac9cf9f436bbf916f6018811ffe_103)] | | | [removed: [57](#i0413bde64a4e4f7da46dd2705cf005a8_97)] [added: [51](#i16e34ac9cf9f436bbf916f6018811ffe_103)] | | |
| [Consolidated Statements of [removed: Operations](#i0413bde64a4e4f7da46dd2705cf005a8_103)] [added: Operations](#i16e34ac9cf9f436bbf916f6018811ffe_106)] | | | [removed: [58](#i0413bde64a4e4f7da46dd2705cf005a8_103)] [added: [52](#i16e34ac9cf9f436bbf916f6018811ffe_106)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#i0413bde64a4e4f7da46dd2705cf005a8_106)] [added: Income](#i16e34ac9cf9f436bbf916f6018811ffe_109)] | | | [removed: [59](#i0413bde64a4e4f7da46dd2705cf005a8_106)] [added: [53](#i16e34ac9cf9f436bbf916f6018811ffe_109)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i0413bde64a4e4f7da46dd2705cf005a8_109)] [added: Flows](#i16e34ac9cf9f436bbf916f6018811ffe_112)] | | | [removed: [60](#i0413bde64a4e4f7da46dd2705cf005a8_109)] [added: [54](#i16e34ac9cf9f436bbf916f6018811ffe_112)] | | |
| [Consolidated Statements of [removed: Equity](#i0413bde64a4e4f7da46dd2705cf005a8_112)] [added: Equity](#i16e34ac9cf9f436bbf916f6018811ffe_115)] | | | [removed: [61](#i0413bde64a4e4f7da46dd2705cf005a8_112)] [added: [55](#i16e34ac9cf9f436bbf916f6018811ffe_115)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i0413bde64a4e4f7da46dd2705cf005a8_118)] [added: Statements](#i16e34ac9cf9f436bbf916f6018811ffe_118)] | | | [removed: [62](#i0413bde64a4e4f7da46dd2705cf005a8_118)] [added: [56](#i16e34ac9cf9f436bbf916f6018811ffe_118)] | | |
The financial statement schedule of the Registrant and its subsidiaries for fiscal years [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018] [added: 2019] required by Item 15(a) (Schedule II, Valuation and Qualifying Accounts) is included in Item 8 of this Annual Report on Form 10-K:
| [Schedule II - Valuation and Qualifying [removed: Accounts](#i0413bde64a4e4f7da46dd2705cf005a8_184)] [added: Accounts](#i16e34ac9cf9f436bbf916f6018811ffe_172)] | | | [removed: [105](#i0413bde64a4e4f7da46dd2705cf005a8_184)] [added: [95](#i16e34ac9cf9f436bbf916f6018811ffe_172)] | | |
| 2.3# | | | | | | [APA Letter Agreement, dated as of October 1, 2020, by and between Broadcom Inc. and NortonLifeLock [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex23apaletteragreementdate.htm)] [added: Inc.](http://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex23apaletteragreementdate.htm)] | | | | | | [added: Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449)] | | | | | | [added: December 18, 2020] | | | | | | [removed: X] | | |
| 4.12 | | | | | | [Indenture, dated as of October 17, 2017, by and among the Co-Issuers, [removed: the](http://www.sec.gov/Archives/edgar/data/1649338/000119312517311851/d472495dex41.htm) [gu](http://www.sec.gov/Archives/edgar/data/1649338/000119312517311851/d472495dex41.htm)[ar](http://www.sec.gov/Archives/edgar/data/1649338/000119312517311851/d472495dex41.htm)[antors](http://www.sec.gov/Archives/edgar/data/1649338/000119312517311851/d472495dex41.htm) [](http://www.sec.gov/Archives/edgar/data/1649338/000119312517311851/d472495dex41.htm)[and] [added: the guarantors and] Wilmington Trust, National Association, as trustee.](http://www.sec.gov/Archives/edgar/data/1649338/000119312517311851/d472495dex41.htm) | | | | | | Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690) | | | | | | October 17, 2017 | | | | | | | | |
| 4.19 | | | | | | [Indenture, dated as of April 5, 2019, by and among the [removed: Company,](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [as Issuer,](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [Broadcom Techn](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm)[ologies] [added: Company, as Issuer, Broadcom Technologies] Inc., Broadcom Corporation and Broadcom Cayman [removed: Finance](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [Limited](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [(](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm)[the](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [“](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm)[2019](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [Guarantors](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm)[”](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm)[)](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm)[,](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) [and] [added: Finance Limited (the “2019 Guarantors”), and] Wilmington Trust, National Association, as trustee.](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | April 5, 2019 | | | | | | | | |
| 4.25 | | | | | | [Registration Rights Agreement, dated as of April 5, 2019, by and among the Company, [removed: the](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex47.htm) [2](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex47.htm)[019](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex47.htm) [Guarantors] [added: the 2019 Guarantors] and Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC, as representatives of the several initial purchasers of the April 2019 Notes.](http://www.sec.gov/Archives/edgar/data/1730168/000119312519099260/d719856dex47.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | April 5, 2019 | | | | | | | | |
| 4.28 | | | | | | [Form of 5.000% Senior Notes due [removed: 20](http://www.sec.gov/Archives/edgar/data/1730168/000119312520102580/d823740dex41.htm)[30](http://www.sec.gov/Archives/edgar/data/1730168/000119312520102580/d823740dex41.htm) [(included] [added: 2030 (included] in Exhibit 4.26).](http://www.sec.gov/Archives/edgar/data/1730168/000119312520102580/d823740dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | April 9, 2020 | | | | | | | | |
| 4.32 | | | | | | [Form of 3.150% Senior Notes due [removed: 202](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm)[5](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm) [(included] [added: 2025 (included] in Exhibit 4.30).](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | May 8, 2020 | | | | | | | | |
| 4.33 | | | | | | [Form of 4.150% Senior Notes due [removed: 20](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm)[3](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm)[0](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm) [(included] [added: 2030 (included] in Exhibit 4.30).](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | May 8, 2020 | | | | | | | | |
| 4.34 | | | | | | [Form of 4.300% Senior Notes due [removed: 20](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm)[32](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm) [(included] [added: 2032 (included] in Exhibit 4.30).](http://www.sec.gov/Archives/edgar/data/1730168/000119312520137528/d921783dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | May 8, 2020 | | | | | | | | |
| 4.38 | | | | | | [Form of 4.110% Senior Notes due [removed: 202](http://www.sec.gov/Archives/edgar/data/1730168/000119312520148648/d933113dex41.htm)[8](http://www.sec.gov/Archives/edgar/data/1730168/000119312520148648/d933113dex41.htm) [(included] [added: 2028 (included] in Exhibit 4.36).](http://www.sec.gov/Archives/edgar/data/1730168/000119312520148648/d933113dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | May 21, 2020 | | | | | | | | |
| 4.39 | | | | | | [Registration Rights Agreement, dated as of May 21, 2020, by and among the Company, the 2020 Guarantors and Barclays Capital Inc. and Credit Suisse Securities (USA) LLC, as dealer-managers in connection with the [added: 2020] Exchange Offers](http://www.sec.gov/Archives/edgar/data/1730168/000119312520148648/d933113dex44.htm). | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | May 21, 2020 | | | | | | | | |
| [removed: 10.2] [added: 10.24+] | | | | | | [Form of [removed: Indemnification] [added: Restricted Stock Unit Award] Agreement [removed: (Directors)] [added: under Broadcom Corporation 2012 Stock Incentive Plan] (effective [removed: June] [added: February] 1, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000088/ex101indemnityagreementdir.htm)] [added: 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000019/ex1056formofrestrictedstoc.htm)] | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | [removed: June 9,] [added: March 10,] 2016 | | | | | | | | |
| [removed: 10.3] [added: 10.14+] | | | | | | [Form of [removed: Indemnification Agreement (Officers) (effective June 1, 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000088/ex102indemnityagreementoff.htm)] [added: Annual Bonus Plan for Executive Employees.](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000151/ex1053formofapbplandocumen.htm)] | | | | | | Broadcom Limited [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] (Commission File No. 001-37690) | | | | | | [removed: June 9,] [added: December 23,] 2016 | | | | | | | | |
| [removed: 10.4] [added: 10.11+] | | | | | | [removed: [Form of Indemnification Agreement (Directors)] [added: [Amendment to the LSI Corporation 2003 Equity Incentive Plan] (effective February 1, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000119312516446865/d47106dex101.htm)] [added: 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000151/ex1045amendenttolsiplan.htm)] | | | | | | Broadcom Limited [removed: Current] [added: Annual] Report on Form [removed: 8-K12B] [added: 10-K] (Commission File No. 001-37690) | | | | | | [removed: February 2,] [added: December 23,] 2016 | | | | | | | | |
| [removed: 10.5] [added: 10.16+] | | | | | | [Form of [removed: Indemnification] [added: Restricted Stock Unit] Agreement [removed: (Directors) (effective prior] [added: (Sell] to [added: Cover) Under Avago Technologies Limited 2009 Equity Incentive Award Plan (effective] February 1, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/1441634/000144163413000007/ex104080413.htm)] [added: 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000019/ex1049formofrestrictedshar.htm)] | | | | | | [removed: Avago Technologies] [added: Broadcom] Limited Quarterly Report on Form 10-Q (Commission File No. [removed: 001-34428)] [added: 001-37690)] | | | | | | [removed: September 13, 2013] [added: March 10, 2016] | | | | | | | | |
| [removed: 10.7] [added: 10.2] | | | | | | [Credit Agreement, dated as of May 7, 2019, among Broadcom Inc., the lenders and other parties party thereto, and Bank of America, N.A., as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1730168/000119312519139727/d745761dex101.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | May 7, 2019 | | | | | | | | |
| [removed: 10.8] [added: 10.3] | | | | | | [Credit Agreement, dated as of November 4, 2019, among Broadcom Inc., the lenders and other parties party thereto, and Bank of America, N.A., as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1730168/000119312519282605/d808250dex101.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | November 4, 2019 | | | | | | | | |
| [removed: 10.17] [added: 10.5] | | | | | | [Lease Agreement dated August 10, 2017 between Five Point Office Venture I, LLC and Broadcom Corporation.](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000158/ex1029leaseagreementdateda.htm) | | | | | | Broadcom Limited Annual Report on Form 10-K (Commission File No. 001-37690) | | | | | | December 21, 2017 | | | | | | | | |
| [removed: 10.18] [added: 10.6] | | | | | | [First Amendment to Lease Agreement by and between Five Point Office Venture 1, LLC and Broadcom [removed: Corporation.](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1018firstamendmentforfiv.htm)] [added: Corporation.](http://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm)] | | | | | | [added: Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449)] | | | | | | [added: December 18, 2020] | | | | | | [removed: X] | | |
| [removed: 10.19*] [added: 10.7*] | | | | | | [Settlement and Patent License and Non-Assert Agreement by and between Qualcomm Incorporated and Broadcom Corporation.](http://www.sec.gov/Archives/edgar/data/1054374/000095012309024821/a53225exv10w1.htm) | | | | | | Broadcom Corporation Current Report on Form 8-K/A (Commission File No. 000-23993) | | | | | | July 23, 2009 | | | | | | | | |
| [removed: 10.20+] [added: 10.8+] | | | | | | [Avago Technologies Limited 2009 Equity Incentive Award Plan.](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1018.htm) | | | | | | [added: Amendment No. 5 to] Avago Technologies Limited Registration Statement on Form S-1 (Commission File No. 333-153127) | | | | | | July 27, 2009 | | | | | | | | |
| [removed: 10.21+] [added: 10.30+] | | | | | | [removed: [Second Amended and Restated Employee] [added: [Performance] Stock [removed: Purchase Plan.](http://www.sec.gov/Archives/edgar/data/1649338/000119312516446869/d114924dex102.htm)] [added: Unit Award Agreement, dated June 15, 2017, between Broadcom Limited and Hock E. Tan.](http://www.sec.gov/Archives/edgar/data/1649338/000119312517207118/d417830dex101.htm)] | | | | | | Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690) | | | | | | [removed: February 2, 2016] [added: June 19, 2017] | | | | | | | | |
| [removed: 10.22+] [added: 10.12+] | | | | | | [Amendment to [removed: Broadcom Limited Second Amended and Restated Employee Stock Purchase Plan.](http://www.sec.gov/Archives/edgar/data/1730168/000119312518107559/d562806dex1014.htm)] [added: the LSI Corporation 2003 Equity Incentive Plan (effective April 4, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000119312518107559/d562806dex1010.htm)] | | | | | | Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 001-38449) | | | | | | April 4, 2018 | | | | | | | | |
| [removed: 10.23+] [added: 10.10+] | | | | | | [LSI Corporation 2003 Equity Incentive Plan, as amended.](http://www.sec.gov/Archives/edgar/data/1441634/000119312514185066/d722921dex41.htm) | | | | | | Avago Technologies Limited Registration Statement on Form S-8 (Commission File No. 333-195741) | | | | | | May 6, 2014 | | | | | | | | |
| [removed: 10.24+] [added: 10.25+] | | | | | | [removed: [Amendment to the LSI] [added: [Form of Restricted Stock Unit Award Agreement under Broadcom] Corporation [removed: 2003 Equity] [added: 2012 Stock] Incentive Plan (effective [removed: February 1, 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000151/ex1045amendenttolsiplan.htm)] [added: December 5, 2017).](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000158/ex1061broadcom2012planrsua.htm)] | | | | | | Broadcom Limited Annual Report on Form 10-K (Commission File No. 001-37690) | | | | | | December [removed: 23, 2016] [added: 21, 2017] | | | | | | | | |
| [removed: 10.25+] [added: 10.22+] | | | | | | [removed: [Amendment to the] [added: [Form of Restricted Stock Unit Award Agreement under] LSI Corporation 2003 Equity Incentive [removed: Plan] [added: Plan, as amended] (effective [removed: April 4, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000119312518107559/d562806dex1010.htm)] [added: December 8, 2020).](http://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1051lsiplanrsu.htm)] | | | | | | Broadcom Inc. [removed: Current] [added: Annual] Report on Form [removed: 8-K12B] [added: 10-K] (Commission File No. 001-38449) | | | | | | [removed: April 4, 2018] [added: December 18, 2020] | | | | | | | | |
| [removed: 10.27+] [added: 10.28+] | | | | | | [removed: [Amendment to the] [added: [Form of Performance Share Unit Agreement (Relative TSR) under] Broadcom Corporation 2012 Stock Incentive Plan (effective [removed: February 1, 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000151/ex1049amendmentto2012plan.htm)] [added: March 15, 2018).](http://www.sec.gov/Archives/edgar/data/1649338/000164933818000027/ex105formofperformanceshar.htm)] | | | | | | Broadcom Limited [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] (Commission File No. 001-37690) | | | | | | [removed: December 23, 2016] [added: March 15, 2018] | | | | | | | | |
| [removed: 10.28+] [added: 10.29+] | | | | | | [removed: [Amendment to] [added: [Form of Performance Stock Unit Award Agreement under] the Broadcom [removed: Corporation] [added: Inc.] 2012 Stock Incentive Plan (effective April [removed: 4, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000119312518107559/d562806dex109.htm)] [added: 5, 2021).](http://www.sec.gov/Archives/edgar/data/1730168/000173016821000116/ex104formofperformancestoc.htm)] | | | | | | Broadcom Inc. [removed: Current] [added: Quarterly] Report on Form [removed: 8-K12B] [added: 10-Q] (Commission File No. 001-38449) | | | | | | [removed: April 4, 2018] [added: June 11, 2021] | | | | | | | | |
| [removed: 10.31+] [added: 10.13+] | | | | | | [removed: [Amendment to the Brocade Communication Systems,] [added: [Broadcom] Inc. [removed: Amended and Restated Inducement Award] [added: 2012 Stock Incentive] Plan [removed: (effective] [added: (as amended and restated on] April [removed: 4, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000119312518107559/d562806dex1013.htm)] [added: 5, 2021).](http://www.sec.gov/Archives/edgar/data/1730168/000173016821000116/ex101broadcominc2012stocki.htm)] | | | | | | Broadcom Inc. [removed: Current] [added: Quarterly] Report on Form [removed: 8-K12B] [added: 10-Q] (Commission File No. 001-38449) | | | | | | [removed: April 4, 2018] [added: June 11, 2021] | | | | | | | | |
| [removed: 10.34+] [added: 10.17+] | | | | | | [Form of [removed: Annual Bonus] [added: Restricted Stock Unit Agreement (Sell to Cover) Under Avago Technologies Limited 2009 Equity Incentive Award] Plan [removed: for Executive Employees.](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000151/ex1053formofapbplandocumen.htm)] [added: (effective December 5, 2017).](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000158/ex1049avago2009planrsuagre.htm)] | | | | | | Broadcom Limited Annual Report on Form 10-K (Commission File No. 001-37690) | | | | | | December [removed: 23, 2016] [added: 21, 2017] | | | | | | | | |
| [removed: 10.35+] [added: 10.15+] | | | | | | [Form [removed: of](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm) [Option](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm) [Agreement](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm) [under](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm) [Avago] [added: of Option Agreement under Avago] Technologies Limited 2009 Equity [removed: Incentive](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm) [Plan.](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm)] [added: Incentive Plan.](http://www.sec.gov/Archives/edgar/data/1441634/000119312509155434/dex1061.htm)] | | | | | | Amendment No. 5 to Avago Technologies Limited Registration Statement on Form S-1 (Commission File No. 333-153127) | | | | | | July 27, 2009 | | | | | | | | |
| [removed: 10.36+] [added: 10.19+] | | | | | | [Form of [removed: Restricted] [added: Performance] Stock Unit Agreement [removed: (Sell to Cover) Under] [added: (Relative TSR) under] Avago Technologies Limited 2009 Equity Incentive Award [removed: Plan (effective February 1, 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000019/ex1049formofrestrictedshar.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000027/ex102formofperformanceshar.htm)] | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | March [removed: 10, 2016] [added: 9, 2017] | | | | | | | | |
| 4.40 | | | | | | [Indenture, dated as of January 19, 2021, by and among the Company, the 2020 Guarantors and Wilmington Trust, National Association, as Trustee.](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.41 | | | | | | [Form of 1.950% Senior Notes due 2028 (included in Exhibit 4.40).](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.42 | | | | | | [Form of 2.450% Senior Notes due 2031 (included in Exhibit 4.40).](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.43 | | | | | | [Form of 2.600% Senior Notes due 2033 (included in Exhibit 4.40).](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.44 | | | | | | [Form of 3.500% Senior Notes due 2041 (included in Exhibit 4.40).](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.45 | | | | | | [Form of 3.750% Senior Notes due 2051 (included in Exhibit 4.40).](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.46 | | | | | | [Registration Rights Agreement, dated as of January 19, 2021, by and among the Company, the 2020 Guarantors and Morgan Stanley & Co. LLC, BNP Paribas Securities Corp., RBC Capital Markets, LLC, SMBC Nikko Securities America, Inc., and Truist Securities, Inc., as representatives of the several initial purchasers of the January 2021 Senior Notes.](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex47.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 4.48 | | | | | | [Form of 3.419% Senior Notes due 2033 (included in Exhibit 4.47)](http://www.sec.gov/Archives/edgar/data/1730168/000119312521102518/d146519dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | March 31, 2021 | | | | | | | | |
| 4.49 | | | | | | [Form of 3.469% Senior Notes due 2034 (included in Exhibit 4.47)](http://www.sec.gov/Archives/edgar/data/1730168/000119312521102518/d146519dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | March 31, 2021 | | | | | | | | |
| 4.50 | | | | | | [Registration Rights Agreement, dated as of March 31, 2021, by and among the Company and BofA Securities, Inc. and HSBC Securities (USA) Inc., as dealer-managers in connection with the March 2021 Senior Notes.](http://www.sec.gov/Archives/edgar/data/1730168/000119312521102518/d146519dex44.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | March 31, 2021 | | | | | | | | |
| 4.52 | | | | | | [Form of 3.137% Senior Notes due 2035 (included in Exhibit 4.51)](http://www.sec.gov/Archives/edgar/data/1730168/000119312521287948/d238245dex41.htm). | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | September 30, 2021 | | | | | | | | |
| 4.53 | | | | | | [Form of 3.187% Senior Notes due 2036 (included in Exhibit 4.51).](http://www.sec.gov/Archives/edgar/data/1730168/000119312521287948/d238245dex41.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | September 30, 2021 | | | | | | | | |
| 4.54 | | | | | | [Registration Rights Agreement, dated as of September 30, 2021, by and among the Company and BNP Paribas Securities Corp., J.P. Morgan Securities LLC and TD Securities (USA) LLC, as dealer-managers in connection with the 2021 Exchange Offers.](http://www.sec.gov/Archives/edgar/data/1730168/000119312521287948/d238245dex44.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | September 30, 2021 | | | | | | | | |
| 10.4 | | | | | | [Credit Agreement, dated as of January 19, 2021, among the Company, the lenders and other parties party thereto, and Bank of America, N.A., as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1730168/000119312521011422/d161188dex101.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | January 19, 2021 | | | | | | | | |
| 10.9+ | | | | | | Broadcom Inc. [Employee Stock Purchase Plan](http://www.sec.gov/Archives/edgar/data/1730168/000119312519043540/d676557ddef14a.htm#toc676557_83) [(as amended and re](http://www.sec.gov/Archives/edgar/data/1730168/000119312519043540/d676557ddef14a.htm#toc676557_83)[stated on April 1, 2019)](http://www.sec.gov/Archives/edgar/data/1730168/000119312519043540/d676557ddef14a.htm#toc676557_83)[.](http://www.sec.gov/Archives/edgar/data/1730168/000119312519043540/d676557ddef14a.htm#toc676557_83) | | | | | | Broadcom Inc. Definitive Proxy Statement on Schedule 14A (Commission File No. 001-38449) | | | | | | February 19, 2019 | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| Exhibit No. | | | | | | | | | | | | Incorporated by Referenced Herein | | | | | | | | | | | | Filed Herewith | | |
| | | | Description | | | | | | Form | | | | | | Filing Date | | | | | | | | | | | |
| 10.6 | | | | | | [Form of Indemnification Agreement (Officers) (effective prior to February 1, 2016).](http://www.sec.gov/Archives/edgar/data/1376403/000089161808000127/f37234a1exv4w35.htm) | | | | | | Avago Technologies Finance Pte. Ltd. Amendment No. 1 to Annual Report on Form 20-F/A (Commission File No. 333-137664) | | | | | | February 27, 2008 | | | | | | | | |
| 10.9 | | | | | | [Sublease Agreement, dated June 5, 2009, between Agilent Technologies Singapore Pte. Ltd. and Avago Technologies Manufacturing (Singapore) Pte. Ltd., relating to Avago’s facility at 1 Yishun Avenue 7, Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1441634/000095012310113875/f57578exv10w1.htm) | | | | | | Avago Technologies Limited Registration Annual Report on Form 10-K (Commission File No. 001-33428) | | | | | | December 15, 2010 | | | | | | | | |
| 10.10 | | | | | | [Amendments of Sublease Agreement between Agilent Technologies Singapore Pte. Ltd. and Avago Technologies Manufacturing (Singapore) Pte. Ltd., relating to Avago’s facility at 1 Yishun Avenue 7 Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1441634/000144163415000089/ex1047amendmenttosublease.htm) | | | | | | Avago Technologies Limited Registration Annual Report on Form 10-K (Commission File No. 001-33428) | | | | | | December 17, 2015 | | | | | | | | |
| 10.11 | | | | | | [Amendment No. 3 of Sublease Agreement between Agilent Technologies Singapore Pte. Ltd. and Avago Technologies Manufacturing (Singapore) Pte. Ltd., relating to Avago’s facility at 1 Yishun Avenue 7 Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000019/ex108amendmentno3ofsubleas.htm) | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | March 10, 2016 | | | | | | | | |
| 10.12 | | | | | | [L](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm)[etter of Offer for Sublease Premises located](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) [at](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) [1](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) [Yishun Avenue](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) [7](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm)[,](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) [](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm)[Singapore](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) [768923](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm)[.](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1012loosublease.htm) | | | | | | | | | | | | | | | | | | X | | |
| 10.13 | | | | | | [Lease No. I/33183P issued by Singapore Housing and Development Board to Compaq Asia Pte Ltd in respect of the land and structures comprised in Lot 1935X of Mukim 19, dated September 26, 2000, and includes the Variation of Lease I/49501Q registered January 15, 2002, relating to Avago’s facility at 1 Yishun Avenue 7, Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1376393/000089161806000479/f23597a1exv10w2.htm) | | | | | | Avago Technologies Finance Pte. Ltd. Registration Statement on Form F-4 (Commission File No. 333-137664) | | | | | | November 15, 2006 | | | | | | | | |
| 10.14 | | | | | | [Lease No. I/31607P issued by Singapore Housing and Development Board to Compaq Asia Pte Ltd in respect of the land and structures comprised in Lot 1937C of Mukim 19, dated September 26, 2000, and includes the Variation of Lease I/49499Q registered January 15, 2002, relating to Avago’s facility at 1 Yishun Avenue 7, Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1376393/000089161806000479/f23597a1exv10w3.htm) | | | | | | Avago Technologies Finance Pte. Ltd. Registration Statement on Form F-4 (Commission File No. 333-137664) | | | | | | November 15, 2006 | | | | | | | | |
| 10.15 | | | | | | [Lease No. I/33182P issued by Singapore Housing and Development Board to Compaq Asia Pte Ltd in respect of the land and structures comprised in Lot 2134N of Mukim 19, dated September 26, 2000, and includes the Variation of Lease I/49500Q registered January 15, 2002, relating to Avago’s facility at 1 Yishun Avenue 7, Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1376393/000089161806000479/f23597a1exv10w4.htm) | | | | | | Avago Technologies Finance Pte. Ltd. Registration Statement on Form F-4 (Commission File No. 333-137664) | | | | | | November 15, 2006 | | | | | | | | |
| 10.16 | | | | | | [Lease No. I/33160P issued by Singapore Housing and Development Board to Compaq Asia Pte Ltd in respect of the land and structures comprised in Lot 1975P of Mukim 19, dated September 26, 2000, and includes the Variation of Lease I/49502Q registered January 15, 2002, relating to Avago’s facility at 1 Yishun Avenue 7, Singapore 768923.](http://www.sec.gov/Archives/edgar/data/1376393/000089161806000479/f23597a1exv10w5.htm) | | | | | | Avago Technologies Finance Pte. Ltd. Registration Statement on Form F-4 (Commission File No. 333-137664) | | | | | | November 15, 2006 | | | | | | | | |
| 10.26+ | | | | | | [Broadcom Corporation 2012 Stock Incentive Plan](http://www.sec.gov/Archives/edgar/data/1054374/000105437415000012/a20141231-10k_ex1020.htm). | | | | | | Broadcom Corporation Annual Report on Form 10-K (Commission File No. 000-23993) | | | | | | January 29, 2015 | | | | | | | | |
| 10.29+ | | | | | | [Brocade Communications Systems, Inc. Amended and Restated Inducement Award Plan, effective as of May 24, 2016.](http://www.sec.gov/Archives/edgar/data/1009626/000119312516612650/d193800dex101.htm) | | | | | | Brocade Communication Systems, Inc. Post-Effective Amendment No. 1 to Form S-4 on Form S-8 Registration Statement (Commission File No. 333-211823) | | | | | | June 3, 2016 | | | | | | | | |
| 10.30+ | | | | | | [Amendment to the Brocade Communication Systems, Inc. Amended and Restated Inducement Award Plan (effective November 17, 2017).](http://www.sec.gov/Archives/edgar/data/1649338/000119312517347063/d483153dex44.htm) | | | | | | Broadcom Limited Registration Statement on Form S-8 (Commission File No. 333-221654) | | | | | | November 11, 2017 | | | | | | | | |
| 10.32+ | | | | | | [CA, Inc. 2011 Incentive Plan, as amended and restated as of November 5, 2018.](http://www.sec.gov/Archives/edgar/data/1730168/000119312518318453/d642093dex41.htm) | | | | | | Broadcom Inc. Registration Statement on Form S-8 (Commission File No. 333-228175 | | | | | | November 5, 2018 | | | | | | | | |
| 10.33+ | | | | | | [Bay Dynamics, Inc. 2016 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/1730168/000134100419000588/exh4_1.htm) | | | | | | Broadcom Inc. Registration Statement on Form S-8 (Commission File No. 333-235753) | | | | | | December 30, 2019 | | | | | | | | |
| 10.44+ | | | | | | [Form of Performance Stock Unit Agreement (Relative TSR) under Avago Technologies Limited 2009 Equity Incentive Plan (effective December 5, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000173016818000084/ex1049avagoplanpsuagreement.htm) | | | | | | Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449) | | | | | | December 21, 2018 | | | | | | | | |
| 10.45+ | | | | | | [Form of Agreement for Multi-Year Equity Award of Performance Stock Units under the Avago Technologies Limited 2009 Equity Incentive Award Plan).](http://www.sec.gov/Archives/edgar/data/1730168/000119312518343743/d665420dex102.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | December 6, 2018 | | | | | | | | |
| 10.46+ | | | | | | [Form of Option Agreement under LSI Corporation 2003 Equity Incentive Plan, as amended.](http://www.sec.gov/Archives/edgar/data/1441634/000119312514220799/d738159dex44.htm) | | | | | | Avago Technologies Limited Registration Statement on Form S-8 (Commission File No. 333-196438) | | | | | | June 2, 2014 | | | | | | | | |
| 10.47+ | | | | | | [Form of Restricted Stock Unit Award Agreement under LSI Corporation 2003 Equity Incentive Plan, as amended (effective February 1, 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000019/ex1053formofrestrictedstoc.htm) | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | March 10, 2016 | | | | | | | | |
| 10.48+ | | | | | | [Form of Restricted Stock Unit Award Agreement under LSI Corporation 2003 Equity Incentive Plan, as amended (effective December 5, 2017).](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000158/ex1055lsiplanrsuawardagree.htm) | | | | | | Broadcom Limited Annual Report on Form 10-K (Commission File No. 001-37690) | | | | | | December 21, 2017 | | | | | | | | |
| 10.50+ | | | | | | [Form of Restricted Stock Unit Award Agreement under LSI Corporation 2003 Equity Incentive Plan, as amended (effective December 5, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000173016818000084/ex1056lsiplanrsuagreement.htm) | | | | | | Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449) | | | | | | December 21, 2018 | | | | | | | | |
| 10.51+ | | | | | | [Form of Restricted Stock Unit Award Agreement under LSI Corporation 2003 Equity Incentive Plan, as amended (effective December 8, 2020).](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1051lsiplanrsu.htm) | | | | | | | | | | | | | | | | | | X | | |
| 10.52+ | | | | | | [Form of Performance Stock Unit Agreement (Relative TSR) under LSI Corporation 2003 Equity Incentive Plan, as amended (effective December 8, 2020).](https://www.sec.gov/Archives/edgar/data/1730168/000173016820000226/ex1052lsiplanpsu.htm) | | | | | | | | | | | | | | | | | | X | | |
| 10.53+ | | | | | | [Broadcom Corporation](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [Amended](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm)[and](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm)[Restated](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm)[Restricted](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm)[Stock](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm)[Units](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [Incentive Award](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) [Program.](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex102.htm) | | | | | | Broadcom Corporation Quarterly Report on Form 10-Q (Commission File No. 000-23993) | | | | | | April 24, 2014 | | | | | | | | |
| 10.54+ | | | | | | [Amendment to Broadcom Corporation Amended and Restated Restricted Stock Units Incentive Award Program.](http://www.sec.gov/Archives/edgar/data/1054374/000105437415000104/exhibit104.htm) | | | | | | Broadcom Corporation Quarterly Report on Form 10-Q (Commission File No. 000-23993) | | | | | | July 30, 2015 | | | | | | | | |
| 10.55+ | | | | | | [Form of Award Letter under the Broadcom Corporation Amended and Restated Restricted Stock Units Incentive Award Program.](http://www.sec.gov/Archives/edgar/data/1054374/000105437414000055/a20140331-10q_ex103.htm) | | | | | | Broadcom Corporation Quarterly Report on Form 10-Q (Commission File No. 000-23993) | | | | | | April 24, 2014 | | | | | | | | |
| 10.56+ | | | | | | [Form of Restricted Stock Unit Award Agreement under Broadcom Corporation 2012 Stock Incentive Plan (effective February 1, 2016).](http://www.sec.gov/Archives/edgar/data/1649338/000164933816000019/ex1056formofrestrictedstoc.htm) | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | March 10, 2016 | | | | | | | | |
| 10.57+ | | | | | | [Form of Restricted Stock Unit Award Agreement under Broadcom Corporation 2012 Stock Incentive Plan (effective December 5, 2017).](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000158/ex1061broadcom2012planrsua.htm) | | | | | | Broadcom Limited Annual Report on Form 10-K (Commission File No. 001-37690) | | | | | | December 21, 2017 | | | | | | | | |
| 10.58+ | | | | | | [Form of Restricted Stock Unit Award Agreement under Broadcom Corporation 2012 Stock Incentive Plan, as amended (effective April 4, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000173016818000019/ex1012broadcom2012planrsua.htm) | | | | | | Broadcom Inc. Quarterly Report on Form 10-Q (Commission File No. 001-38449) | | | | | | June 16, 2018 | | | | | | | | |
| 10.59+ | | | | | | [Form of Restricted Stock Unit Award Agreement under Broadcom Corporation 2012 Stock Incentive Plan, as amended (effective December 5, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000173016818000084/ex1064broadcomplanrsuagree.htm) | | | | | | Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449) | | | | | | December 21, 2018 | | | | | | | | |
| 10.60+ | | | | | | [Form of Restricted Stock Unit Award Agreement under Broadcom Corporation 2012 Stock Incentive Plan, as amended (effective December 6, 2019).](http://www.sec.gov/Archives/edgar/data/1730168/000173016819000144/ex1063broadcomplanrsua.htm) | | | | | | Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449) | | | | | | December 20, 2019 | | | | | | | | |
| 10.61+ | | | | | | [Form of Agreement for Multi-Year Equity Award of Restricted Stock Units under the Broadcom Corporation 2012 Stock Incentive Plan.](http://www.sec.gov/Archives/edgar/data/1730168/000119312518343743/d665420dex103.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | December 6, 2018 | | | | | | | | |
| 10.62+ | | | | | | [Form of Performance Stock Unit Agreement (Relative TSR) under Broadcom Corporation 2012 Stock Incentive Plan.](http://www.sec.gov/Archives/edgar/data/1649338/000164933817000027/ex103formofperformanceshar.htm) | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | March 9, 2017 | | | | | | | | |
| 10.63+ | | | | | | [Form of Performance Share Unit Agreement (Relative TSR) under Broadcom Corporation 2012 Stock Incentive Plan (effective March 15, 2018).](http://www.sec.gov/Archives/edgar/data/1649338/000164933818000027/ex105formofperformanceshar.htm) | | | | | | Broadcom Limited Quarterly Report on Form 10-Q (Commission File No. 001-37690) | | | | | | March 15, 2018 | | | | | | | | |
| 10.64+ | | | | | | [Form of Performance Share Unit Agreement (Relative TSR) under Broadcom Corporation 2012 Stock Incentive Plan (effective April 4, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000173016818000019/ex1014-broadcom2012planpsu.htm) | | | | | | Broadcom Inc. Quarterly Report on Form 10-Q (Commission File No. 001-38449) | | | | | | June 16, 2018 | | | | | | | | |
| 10.65+ | | | | | | [Form of Performance Stock Unit Agreement (Relative TSR) under Broadcom Corporation 2012 Stock Incentive Plan (effective December 5, 2018).](http://www.sec.gov/Archives/edgar/data/1730168/000173016818000084/ex1069broadcomplanpsuagree.htm) | | | | | | Broadcom Inc. Annual Report on Form 10-K (Commission File No. 001-38449) | | | | | | December 21, 2018 | | | | | | | | |
| 10.66+ | | | | | | [Form of Agreement for Multi-Year Equity Award of Performance Stock Units under the Broadcom Corporation 2012 Stock Incentive Plan.](http://www.sec.gov/Archives/edgar/data/1730168/000119312518343743/d665420dex104.htm) | | | | | | Broadcom Inc. Current Report on Form 8-K (Commission File No. 001-38449) | | | | | | December 6, 2018 | | | | | | | | |
An excerpt. Shown here: 40 of 64 rewritten, all 15 added and 40 of 41 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2021 filing and the FY2020 filing.
Item 16. FORM 10-K SUMMARY
11 rewritten, 0 added, 0 removed, 39 unchanged
Date: December [removed: 18, 2020][added: 17, 2021]
| /s/ Hock E. Tan | | | | | | President and Chief Executive Officer and Director (Principal Executive Officer) | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Kirsten M. Spears | | | | | | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Henry Samueli | | | | | | Chairman of the Board of Directors | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Eddy W. Hartenstein | | | | | | Lead Independent Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Diane M. Bryant | | | | | | Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Gayla J. Delly | | | | | | Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Raul F. Fernandez | | | | | | Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Check Kian Low | | | | | | Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Justine F. Page | | | | | | Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |
| /s/ Harry L. You | | | | | | Director | | | | | | December [removed: 18, 2020] [added: 17, 2021] | | |