0000899243-23-020483.txt : 20231122 0000899243-23-020483.hdr.sgml : 20231122 20231122143513 ACCESSION NUMBER: 0000899243-23-020483 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231122 FILED AS OF DATE: 20231122 DATE AS OF CHANGE: 20231122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SAGAN PAUL CENTRAL INDEX KEY: 0001035440 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33622 FILM NUMBER: 231432866 MAIL ADDRESS: STREET 1: AKAMAI TECHNOLOGIES INC STREET 2: 8 CAMBRIDGE CENTER CITY: CAMBRIDGE STATE: MA ZIP: 02142 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VMWARE LLC CENTRAL INDEX KEY: 0001124610 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943292913 STATE OF INCORPORATION: DE FISCAL YEAR END: 0202 BUSINESS ADDRESS: STREET 1: 3401 HILLVIEW AVENUE CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: (650) 427-5000 MAIL ADDRESS: STREET 1: 3401 HILLVIEW AVENUE CITY: PALO ALTO STATE: CA ZIP: 94304 FORMER COMPANY: FORMER CONFORMED NAME: VMWARE, INC. DATE OF NAME CHANGE: 20070405 FORMER COMPANY: FORMER CONFORMED NAME: VMWARE INC DATE OF NAME CHANGE: 20000923 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-11-22 1 0001124610 VMWARE LLC VMW 0001035440 SAGAN PAUL 3401 HILLVIEW AVENUE PALO ALTO CA 94304 1 0 0 0 0 Class A Common Stock 2023-11-22 4 D 0 22911 D 1482 D Class A Common Stock 2023-11-22 4 D 0 1482 D 0 D Disposed of pursuant to the Agreement and Plan of Merger, dated as of May 26, 2022 (the "Merger Agreement"), by and among VMware, Inc. (the "Issuer"), Broadcom Inc. ("Parent"), Verona Holdco, Inc., a direct wholly owned subsidiary of the Issuer ("Holdco"), Verona Merger Sub, Inc., a direct wholly owned subsidiary of Holdco, Barcelona Merger Sub 2, Inc., a direct wholly owned subsidiary of Parent, and Barcelona Merger Sub 3, LLC, a direct wholly owned subsidiary of Parent. (Continued from Footnote 1) Under the terms of the Merger Agreement, each share of the Issuer's Class A common stock, par value $0.01 per share (the "Common Stock"), issued and outstanding was indirectly converted into the right to receive, at the election of the holder of such share of Common Stock, and subject to proration in accordance with the Merger Agreement: (i) $142.50 per share in cash, without interest (the "Cash Consideration"), or (ii) 0.25200 shares of common stock, par value $0.001 per share of Parent (the "Stock Consideration"). Represents shares underlying restricted stock units of the Issuer, which were vested and cancelled in exchange for the right to receive a payment equal to 50% of the Cash Consideration and 50% of the Stock Consideration. /s/ Catherine Dunwoodie, attorney-in-fact 2023-11-22