Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) As described in Item 5.07 below, at the 2023 Annual Meeting of Stockholders
on
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2023 Annual Meeting, the Broadcom stockholders voted on the following matters and cast their votes as set forth below:
(1)The nine nominees were elected to serve as directors of Broadcom until the next annual meeting of stockholders or until their successors have been elected: Name For Against Abstain Broker Non-Votes Diane M. Bryant 305,968,175 32,990,597 185,578 33,995,313 Gayla J. Delly 335,250,160 3,712,380 181,810 33,995,313 Raul J. Fernandez 335,050,222 3,892,636 201,492 33,995,313 Eddy W. Hartenstein 270,500,911 68,445,897 197,542 33,995,313 Check Kian Low 302,879,425 36,075,842 189,083 33,995,313 Justine F. Page 337,145,694 1,821,578 177,078 33,995,313 Henry Samueli, Ph.D. 331,420,390 7,565,207 158,753 33,995,313 Hock E. Tan 338,356,295 647,634 140,421 33,995,313 Harry L. You 206,154,557 132,804,793 185,000 33,995,313
(2)A proposal to ratify the appointment of
For Against Abstain Broker Non-Votes 368,187,655 4,664,492 287,516 0
(3)A proposal to approve an amendment and restatement of the 2012 Stock Incentive Plan was approved:
For Against Abstain Broker Non-Votes 243,920,225 93,648,191 1,575,934 33,995,313 (4)An advisory vote to approve the named executive officer compensation was not approved: For Against Abstain Broker Non-Votes 109,116,393 228,382,090 1,645,867 33,995,313
(5)A majority of stockholders voted for 1 Year on an advisory vote on the frequency of the advisory vote on named executive officer compensation:
1 year 2 years 3 years Abstain Broker Non-Votes
333,255,177 266,327 4,041,121 1,581,725 33,995,313
Based on these results, and consistent with Broadcom's recommendation and past practice, Broadcom will continue to hold an advisory vote on named executive officer compensation annually.
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