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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Cisco Systems Inc | NASDAQ:CSCO | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.3401 | 0.73% | 47.1301 | 47.13 | 47.14 | 47.40 | 46.84 | 47.10 | 9,362,104 | 20:34:41 |
California
|
|
77-0059951
|
(State or Other Jurisdiction
of Incorporation or Organization) |
|
(I.R.S. Employer
Identification No.) |
Title of Each Class of Securities
|
Amount To Be
Registered
(1)
|
Proposed Maximum Offering Price
Per Unit
(2)
|
Proposed Maximum Aggregate Offering Price
|
Amount of Registration Fee
|
Common Stock,
$0.001 par value per share
|
135,000,000
|
$30.555
|
$4,124,925,000.00
|
$415,379.95
|
(1)
|
This Registration Statement shall also cover any additional shares of the Registrant's common stock that become issuable in respect of the securities identified in the above table by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant's receipt of consideration which results in an increase in the number of the outstanding shares of the Registrant's common stock.
|
(2)
|
Calculated solely for the purposes of this offering under Rule 457(c) and (h) of the Securities Act of 1933, as amended, on the basis of the average of the high and low prices of the Registrant’s common stock as reported on The NASDAQ Global Select Market on July 28, 2016.
|
PART II
|
|
|
Item 3.
|
II-1
|
|
Item 4.
|
II-1
|
|
Item 5.
|
II-1
|
|
Item 6.
|
II-1
|
|
Item 7.
|
II-2
|
|
Item 8.
|
II-2
|
|
Item 9.
|
II-3
|
|
|
|
|
|
|
|
Item 3.
|
Incorporation of Documents by Reference
.
|
(a)
|
The Registrant’s Annual Report on Form 10-K for the fiscal year ended
July 25, 2015
filed with the Commission on
September 8, 2015
pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”);
|
(b)
|
All other reports filed pursuant to Section 13(a) or 15(d) of the Exchange Act since the end of the fiscal year covered by the Registrant’s Annual Report referred to in (a) above; and
|
(c)
|
The description of the Registrant’s Common Stock contained in the Registrant’s Registration Statement on Form 8-A (No. 000-18225) filed with the Commission on January 11, 1990, together with Amendment No. 1 on Form 8-A filed with the Commission on February 15, 1990, and including any other amendments or reports filed for the purpose of updating such description.
|
Item 4.
|
Description of Securities
.
|
Item 5.
|
Interests of Named Experts and Counsel
.
|
Item 6.
|
Indemnification of Directors and Officers
.
|
Item 7.
|
Exemption from Registration Claimed
.
|
Item 8.
|
Exhibits
.
|
|
|
|
|
Incorporated by Reference
|
|
|
||||||
Exhibit
Number |
|
Exhibit Description
|
|
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
|
Filed
Herewith |
|
|
|
|
|
|
|
|
|
|
|
|
|
4.1
|
|
Restated Articles of Incorporation of Cisco Systems, Inc., as currently in effect.
|
|
S-3
|
|
333-56004
|
|
4.1
|
|
February 21, 2001
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.2
|
|
Amended and Restated Bylaws of Cisco Systems, Inc., as currently in effect.
|
|
8-K
|
|
000-18225
|
|
3.1
|
|
July 29, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1
|
|
Opinion and Consent of Orrick, Herrington & Sutcliffe LLP.
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm.
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.2
|
|
Consent of Orrick, Herrington & Sutcliffe LLP (contained in Exhibit 5.1).
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24
|
|
Power of Attorney (incorporated by reference to Page II‑4 of this Registration Statement).
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99.1
|
|
Cisco Systems, Inc. 2005 Stock Incentive Plan (including related forms of agreements), as amended and restated effective as of June 2, 2016.
|
|
8-K
|
|
000-18225
|
|
10.1
|
|
June 7, 2016
|
|
|
Item 9.
|
Undertakings
.
|
Cisco Systems, Inc.
|
|
By: /s/ Charles H. Robbins
|
Charles H. Robbins,
|
Chief Executive Officer
|
|
Signature
|
Title
|
Date
|
|
|
|
/s/ Charles H. Robbins
|
Chief Executive Officer and Director
|
July 29, 2016
|
Charles H. Robbins
|
(Principal Executive Officer)
|
|
|
|
|
/s/ Kelly A. Kramer
|
Executive Vice President and Chief Financial Officer
|
July 29, 2016
|
Kelly A. Kramer
|
(Principal Financial Officer)
|
|
|
|
|
/s/ Prat S. Bhatt
|
Senior Vice President, Corporate Controller and
Chief Accounting Officer
|
July 29, 2016
|
Prat S. Bhatt
|
(Principal Accounting Officer)
|
|
|
|
|
|
|
|
|
|
|
Signature
|
Title
|
Date
|
|
|
|
/s/ John T. Chambers
|
Executive Chairman
|
July 29, 2016
|
John T. Chambers
|
|
|
|
|
|
/s/ Carol A. Bartz
|
Lead Independent Director
|
July 29, 2016
|
Carol A. Bartz
|
|
|
|
|
|
/s/ M. Michele Burns
|
Director
|
July 29, 2016
|
M. Michele Burns
|
|
|
|
|
|
/s/ Michael D. Capellas
|
Director
|
July 29, 2016
|
Michael D. Capellas
|
|
|
|
|
|
|
Director
|
|
Brian L. Halla
|
|
|
|
|
|
/s/ John L. Hennessy
|
Director
|
July 29, 2016
|
Dr. John L. Hennessy
|
|
|
|
|
|
|
Director
|
|
Dr. Kristina M. Johnson
|
|
|
|
|
|
/s/ Roderick C. McGeary
|
Director
|
July 29, 2016
|
Roderick C. McGeary
|
|
|
|
|
|
/s/ Arun Sarin
|
Director
|
July 29, 2016
|
Arun Sarin
|
|
|
|
|
|
/s/ Steven M. West
|
Director
|
July 29, 2016
|
Steven M. West
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||||
Exhibit
Number |
|
Exhibit Description
|
|
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
|
Filed
Herewith |
|
|
|
|
|
|
|
|
|
|
|
|
|
4.1
|
|
Restated Articles of Incorporation of Cisco Systems, Inc., as currently in effect.
|
|
S-3
|
|
333-56004
|
|
4.1
|
|
February 21, 2001
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.2
|
|
Amended and Restated Bylaws of Cisco Systems, Inc., as currently in effect.
|
|
8-K
|
|
000-18225
|
|
3.1
|
|
July 29, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1
|
|
Opinion and Consent of Orrick, Herrington & Sutcliffe LLP.
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm.
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.2
|
|
Consent of Orrick, Herrington & Sutcliffe LLP (contained in Exhibit 5.1).
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24
|
|
Power of Attorney (incorporated by reference to Page II‑4 of this Registration Statement).
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99.1
|
|
Cisco Systems, Inc. 2005 Stock Incentive Plan (including related forms of agreements), as amended and restated effective as of June 2, 2016.
|
|
8-K
|
|
000-18225
|
|
10.1
|
|
June 7, 2016
|
|
|
1 Year Cisco Systems Chart |
1 Month Cisco Systems Chart |
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