UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 14, 2013
BROADCOM CORPORATION
(Exact Name of Registrant as Specified in Charter)
California | 000-23993 | 33-0480482 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
5300 California Avenue, Irvine, California 92617
_________________________________________________
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code: (949) 926-5000
Not Applicable
_________________________________________________
(Former Name or Former Address, if Changed since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
Bonus Awards for 2012 Plan Year Under Broadcom Corporation Performance Bonus Plan
On February 14, 2013 the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Broadcom Corporation (the “Company”) awarded cash bonuses under the Broadcom Corporation Performance Bonus Plan (the “Performance Bonus Plan”). The total amount to be paid under the Performance Bonus Plan for 2012 will be approximately $107.7 million. The total dollar amount of the 2012 bonus pool established under the Performance Bonus Plan was determined in accordance with the following metrics: (i) 35% based on the relative revenue growth rate of the Company, (ii) 35% based on the Company’s cash flow from operations, each subject to adjustments made by the Compensation Committee, and (iii) 25% based on a strategic component set by the Compensation Committee.
The following chart sets forth the actual bonus awarded to each of our current executive officers who was a named executive officer in 2012 (the “NEOs”):
Named Executive Officer | Bonus | |||
Scott A. McGregor, President and Chief Executive Officer | $2,312,400 | |||
Eric K. Brandt, Executive Vice President and Chief Financial Officer | $900,000 | |||
Daniel A. Marotta, Executive Vice President and General Manager, Broadband Communications Group | $750,000 | |||
Rajiv Ramaswami, Executive Vice President and General Manager, Infrastructure and Networking Group | $525,000 | |||
Robert A. Rango, Executive Vice President and General Manager, Mobile and Wireless Group | $725,000 | |||
2013 Salary Increases
On February 14, 2013 the Compensation Committee also established the annual base salaries for 2013 for the NEOs, as shown in the following chart:
Named Executive Officer | 2013 Base Salary | |||
Scott A. McGregor | $980,000 | |||
Eric K. Brandt | $560,000 | |||
Daniel A. Marotta | $455,000 | |||
Rajiv Ramaswami | $445,000 | |||
Robert A. Rango | $500,000 | |||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
February 19, 2013 | BROADCOM CORPORATION, a California corporation By: /s/ Eric K. Brandt Eric K. Brandt Executive Vice President and Chief Financial Officer |