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BROADCOM CORP FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 19, 2014



Item 5.07 Submission of Matters to a Vote of Security Holders. (a) Broadcom Corporation (the "Company") held its 2014 Annual Meeting of Shareholders ("2014 Annual Meeting") on May 13, 2014. Holders of the Company's common stock voted on all matters considered at the 2014 Annual Meeting as a single class. At the Annual Meeting, the shareholders voted on the following three proposals and cast their votes as described below.

(b) Proposal 1: The following nominees were elected to serve as directors on the Company's Board of Directors until the next annual meeting of shareholders and/or until their successors are duly elected and qualified. Each nominee received affirmative votes from more than a majority of the votes cast. The vote for each director was as follows:

Total Affirmative Votes Total Withheld Votes Total Broker Non-Votes Robert J. Finocchio, Jr. 878,336,952 2,052,774 75,801,020 Nancy H. Handel 878,373,490 2,016,236 75,801,020 Eddy W. Hartenstein 833,593,895 46,795,831 75,801,020 Maria M. Klawe, Ph.D. 878,368,584 2,021,142 75,801,020 John E. Major 808,526,640 71,863,086 75,801,020 Scott A. McGregor 871,005,960 9,383,766 75,801,020 William T. Morrow 838,086,339 42,303,387 75,801,020 Henry Samueli, Ph.D. 870,663,934 9,725,792 75,801,020 Robert E. Switz 854,078,811 26,310,915 75,801,020



Proposal 2: The non-binding advisory resolution to approve the compensation of the Company's named executive officers was approved. The vote for this proposal was as follows:

Total Votes For 590,167,090 Against 287,863,110 Abstain 2,359,526 Broker Non-Votes 75,801,020



In connection with this proposal, management and the Chair of the Compensation Committee engaged with various shareholders who provided valuable feedback on the Company's compensation and governance practices. Although the advisory resolution was approved, the Company intends to continue the dialogue with its shareholders and respond with appropriate improvements to its compensation and governance practices.

Proposal 3: The appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2014 was ratified. The vote for this proposal was as follows:

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Total Votes For 952,913,578 Against 2,330,863 Abstain 946,305 Broker Non-Votes N/A



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Source: Edgar Glimpses


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