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United States securities and exchange commission logo
June 15, 2023
Spencer Collins
Chief Legal Officer
Arm Holdings Limited
110 Fulbourn Road
Cambridge CB1 9NJ
United Kingdom
Re: Arm Holdings
Limited
Amendment No. 1 to
Draft Registration
Statement on Form F-1
Submitted on June
12, 2023
CIK No. 0001973239
Dear Spencer Collins:
We have reviewed your amended draft registration statement and
have the following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 1 to Draft Registration Statement on Form F-1
General
1. Please disclose the
third and fourth to last sentences of your response to comment 4.
Spencer Collins
FirstName LastNameSpencer Collins
Arm Holdings Limited
Comapany
June NameArm Holdings Limited
15, 2023
June 15,
Page 2 2023 Page 2
FirstName LastName
You may contact Heather Clark at 202-551-3624 or Martin James at
202-551-3671 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Jenny O'Shanick at 202-551-8005 or Erin Purnell at 202-551-3454 with
any other
questions.
Sincerely,
Division of Corporation
Finance
Office of Manufacturing
cc: Justin Salon