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 2021 Annual Meeting of Stockholders ofBroadcom Inc. ("Broadcom") held onApril 5, 2021 (the "2021 Annual Meeting"), Broadcom stockholders approved the amendment and restatement of Broadcom's 2012 Stock Incentive Plan (the "Amended 2012 Plan"). The Board of Directors of Broadcom had previously approved the Amended 2012 Plan onFebruary 5, 2021 , subject to stockholder approval. All executive officers of Broadcom are eligible to participate in the Amended 2012 Plan. As previously disclosed in the Current Report on Form 8-K filed by Broadcom onDecember 10, 2020 (the "December 2020 Form 8-K"), each of Mr.Hock E. Tan (Broadcom's President and Chief Executive Officer), Dr.Charlie B. Kawwas (Broadcom's Chief Operating Officer), and Mr.Thomas H. Krause , Jr. (Broadcom's President,Infrastructure Software Group ) was awarded long-term equity incentive awards (collectively, the "Contingent Equity Awards"), contingent upon the approval of the Amended 2012 Plan at the 2021 Annual Meeting. As a result of the approval of the Amended 2012 Plan, the Contingent Equity Awards have been awarded to Messrs. Tan and Krause andDr. Kawwas , the terms of which were disclosed in theDecember 2020 Form 8-K and our Definitive Proxy Statement on Schedule 14A filed onFebruary 19, 2021 and are incorporated herein by reference. Item 5.07 Submission of Matters to a Vote of Security Holders. The holders of Broadcom's shares of common stock voted on the following matters at the 2021 Annual Meeting: (1)To elect nine director nominees named in the Proxy Statement for the next year; (2)To ratify the appointment ofPricewaterhouseCoopers LLP to serve as Broadcom's independent registered public accounting firm for the fiscal year endingOctober 31, 2021 ; (3)To approve an amendment and restatement of Broadcom's 2012 Stock Incentive Plan; and (4)To hold an advisory vote to approve the compensation of Broadcom's named executive officers.
For each of these proposals a quorum was present. Each of the director nominees was elected and each of proposals 2, 3 and 4 was approved by Broadcom's common stockholders. The votes cast in connection with such matters were as follows: (1)Election of director nominees:
Name For Against Abstain Broker Non-Votes Diane M. Bryant 328,884,236 1,385,351 1,292,965 29,242,923 Gayla J. Delly 328,827,065 1,445,907 1,289,580 29,242,923 Raul J. Fernandez 327,261,119 2,853,055 1,448,378 29,242,923 Eddy W. Hartenstein 300,470,932 29,795,056 1,296,564 29,242,923 Check Kian Low 328,629,201 1,632,745 1,300,606 29,242,923 Justine F. Page 328,866,300 1,410,646 1,285,606 29,242,923 Henry Samueli 327,232,150 3,074,273 1,256,129 29,242,923 Hock E. Tan 329,797,992 520,587 1,243,973 29,242,923 Harry L. You 327,965,821 2,317,112 1,279,619 29,242,923
(2) Ratify the appointment of
For Against Abstain Broker Non-Votes 357,456,502 1,979,068 1,369,905 0
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(3) Approve an amendment and restatement of Broadcom's 2012 Stock Incentive Plan: For Against Abstain Broker Non-Votes 251,298,200 78,916,062 1,348,290 29,242,923 (4) Advisory vote to approve the compensation of Broadcom's named executive officers: For Against Abstain Broker Non-Votes 315,765,407 14,110,449 1,686,696 29,242,923
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description 104 Cover Page Interactive Data File (formatted as Inline XBRL).
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