Form 8-K
8-K — Broadcom Inc.
Accession: 0001193125-26-266777
Filed: 2026-06-11
Period: 2026-06-11
CIK: 0001730168
SIC: 3674 (SEMICONDUCTORS & RELATED DEVICES)
Item: Other Events
Item: Financial Statements and Exhibits
Documents
8-K — d152717d8k.htm (Primary)
EX-99.1 (d152717dex991.htm)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 11, 2026
Broadcom Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
001-38449
35-2617337
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
3421 Hillview Avenue
Palo Alto, California 94304
(Address of principal executive offices including zip code)
(650) 427-6000
(Registrant’s telephone number, including area code)
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Stock, $0.001 par value
AVGO
The NASDAQ Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01
Other Events.
On June 11, 2026, Broadcom Inc. issued a press release announcing the launch of cash tender offers for certain of its debt securities. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
99.1
Press release issued by Broadcom Inc. dated June 11, 2026.
104
Cover Page Interactive Data File (formatted as Inline XBRL).
SIGNATURE
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.
Date: June 11, 2026
Broadcom Inc.
By:
/s/ Kirsten M. Spears
Kirsten M. Spears
Chief Financial Officer and Chief Accounting Officer
EX-99.1
EX-99.1
Filename: d152717dex991.htm · Sequence: 2
EX-99.1
Exhibit 99.1
Broadcom Inc. Commences Offers to Purchase for Cash Certain of its
Outstanding Debt Securities
PALO ALTO,
Calif., June 11, 2026 — Broadcom Inc. (NASDAQ: AVGO) (“Broadcom”) today announced that it has commenced cash tender offers (collectively, the “Offers”) to purchase the outstanding notes described
below, in each case upon the terms and subject to the conditions set forth in the Offer to Purchase dated June 11, 2026 (the “Offer to Purchase”) and the accompanying notice of guaranteed delivery (the “Notice of
Guaranteed Delivery”).
The Notes offered to be purchased in the Offers, in the order of acceptance priority, are the 4.926% Senior Notes due
2037; 4.900% Senior Notes due 2038; 5.050% Senior Notes due 2030; 5.200% Senior Notes due 2032; 5.150% Senior Notes due 2031 and 4.900% Senior Notes due 2032 (collectively, the “Notes”) for the consideration described below, up to
an aggregate purchase price, excluding the Accrued Coupon Payment, of $2.5 billion (the “Consideration Cap Amount”). Broadcom may, but is under no obligation to, increase the Consideration Cap Amount. If a given Series of
Notes is accepted for purchase pursuant to the Offers, all Notes of that Series that are validly tendered and not validly withdrawn will be accepted for purchase. If the Consideration Cap Condition is not satisfied for a Series of Notes, such Series
of Notes may not be accepted for purchase even if one or more Series with a higher or lower Acceptance Priority Level are accepted for purchase. Capitalized terms used but not defined in this press release have the meanings given to them in the
Offer to Purchase.
Series of
Notes
CUSIP/ISIN
Number (1)
Aggregate
Principal
Amount
Outstanding
Acceptance
Priority
Level
Par Call Date
Maturity
Date
Reference
Security
Bloomberg
Reference
Page
Fixed Spread
(Basis Points)
4.926% Senior Notes due 2037
144A: 11135FBV2 / US11135FBV22
RegS: U1109MBA3 / USU1109MBA37
$
2,500,000,000
1
February 15, 2037
May 15,
2037
4.375% U.S. Treasury due May 15, 2036
FIT 1
+70
4.900% Senior Notes due 2038
11135FCX7 / US11135FCX78
$
1,750,000,000
2
November 15, 2037
February 15, 2038
4.375% U.S. Treasury due May 15, 2036
FIT 1
+80
5.050% Senior Notes due 2030
11135FCF6 / US11135FCF62
$800,000,000
3
March 15,
2030
April 15,
2030
4.125% U.S. Treasury due May 31, 2031
FIT 1
+25
5.200% Senior Notes due 2032
11135FCG4 / US11135FCG46
$
1,100,000,000
4
February 15, 2032
April 15,
2032
4.125% U.S. Treasury due May 31, 2031
FIT 1
+55
5.150% Senior Notes due 2031
11135FBY6 / US11135FBY60
$
1,500,000,000
5
September 15, 2031
November 15, 2031
4.125% U.S. Treasury due May 31, 2031
FIT 1
+50
4.900% Senior Notes due 2032
11135FCL3 / US11135FCL31
$
1,750,000,000
6
May 15,
2032
July 15,
2032
4.125% U.S. Treasury due May 31, 2031
FIT 1
+65
(1)
No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed above.
The Total Consideration for each Series of Notes payable per each $1,000 principal amount of such Series of
Notes validly tendered for purchase will be based on either the maturity date or par call date for the applicable Series and the applicable Fixed Spread for such Series of Notes, plus the Reference Yield based on the applicable Reference Security as
quoted on the applicable Bloomberg Reference Page as of 11:00 a.m., New York City time, on June 17, 2026, unless extended by Broadcom with respect to the applicable Offer. Promptly after 11:00 a.m., New York City time, on June 17, 2026,
the Price Determination Date, unless extended with respect to any Offer, Broadcom will announce in a press release, among other things, the Total Consideration applicable to each Series of Notes accepted for purchase. In addition to the applicable
Total Consideration, Holders whose Notes are accepted for purchase pursuant to an Offer will receive an Accrued Coupon Payment.
The Offers are scheduled
to expire on the Expiration Date, which is 5:00 p.m., New York City time, on June 17, 2026, unless extended or earlier terminated. Notes tendered for purchase may be validly withdrawn at any time at or prior to 5:00 p.m., New York City time, on
June 17, 2026, unless extended by Broadcom.
The deadline to validly tender Notes using the guaranteed delivery procedures is 5:00 p.m., New York
City time, on June 22, 2026, unless extended by Broadcom (the “Guaranteed Delivery Date”).
The Initial Settlement Date will be
the first business day after the Expiration Date and is expected to be June 18, 2026. The Guaranteed Delivery Settlement Date will be the first business day after the Guaranteed Delivery Date and is expected to be June 23, 2026.
The Offers are subject to certain conditions as described in the Offer to Purchase. If any condition is not satisfied, Broadcom is not obligated to accept for
payment, purchase or pay for, and may delay the acceptance for payment of, any tendered Notes, in each case subject to applicable law, and may terminate or alter any or all of the Offers. The Offers are not conditioned on the tender of any aggregate
minimum principal amount of Notes of any Series (subject to minimum denomination requirements as set forth in the Offer to Purchase), the Offers are not subject to a financing condition, and none of the Offers is conditioned on the consummation of
any of the other Offers by Broadcom.
Broadcom has retained Barclays Capital Inc. and Citigroup Global Markets Inc. to act as dealer managers (the
“Dealer Managers”) for the Offers. D.F. King & Co., Inc. will act as the Tender and Information Agent for the Offers. For additional information, please contact: Barclays Capital Inc. at +1 (800) 438-3242 (toll-free) or +1 (212) 528-7581 (collect); or Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll-free) or +1 (212) 723-6106 (collect). Requests for documents and questions regarding the tendering of Notes may be directed to D.F. King & Co., Inc. by telephone at +1 (212) 257-2468
(for banks and brokers only) and +1 (800) 967-7635 (for all others toll-free), by email at avgo@dfking.com or to the Dealer Managers at their respective telephone numbers. Copies of the Offer to
Purchase and the Notice of Guaranteed Delivery are available at: www.dfking.com/avgo. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offers.
- 2 -
Holders of Notes are advised to check with each bank, securities broker or other intermediary through which
they hold Notes as to when such intermediary would need to receive instructions from a beneficial owner in order for that Holder to be able to participate in, or withdraw their instruction to participate in the Offers before the deadlines specified
herein and in the Offer to Purchase. The deadlines set by any such intermediary and DTC for the submission and withdrawal of tender instructions may be earlier than the relevant deadlines specified herein and in the Offer to Purchase.
This press release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities. The Offers are made only by and
pursuant to the terms of the Offer to Purchase and only to such persons and in such jurisdictions as is permitted under applicable law. The information in this press release is qualified by reference to the Offer to Purchase. None of Broadcom, the
Dealer Managers or the Tender and Information Agent makes any recommendations as to whether Holders should tender their Notes pursuant to the Offers. Holders must make their own decisions as to whether to tender Notes, and, if so, the principal
amount of Notes to tender.
Forward-Looking Statements
This press release contains forward-looking statements (within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and
Section 27A of the Securities Act of 1933, as amended). These forward-looking statements are based on current expectations and beliefs of Broadcom’s management, current information available to Broadcom’s management, and current
market trends and market conditions, and involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. Accordingly, undue reliance should not be placed on such statements.
All forward-looking statements are qualified in their entirety by reference to the risk factors discussed under the heading “Risk Factors” in Broadcom’s Annual Report on
Form 10-K for the year ended November 2, 2025, Quarterly Reports on Form 10-Q for the periods ended February 1, 2026 and May 3, 2026,
and any subsequent reports that are filed with the Securities and Exchange Commission and include some important risk factors that may affect future results. Broadcom undertakes no intent or obligation to publicly update or revise the
forward-looking statements made in this press release, except as required by law.
About Broadcom
Broadcom Inc. (NASDAQ: AVGO) is a technology leader that designs, develops, and supplies semiconductors and infrastructure software for global
organizations’ complex, mission-critical needs. Broadcom combines long-term R&D investment with superb execution to deliver the best technology, at scale. Broadcom is a Delaware corporation headquartered in Palo Alto, CA.
Contact
Ji Yoo
Investor Relations
investor.relations@broadcom.com
650-427-6000
- 3 -
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