SEC Form 4 · accession 0001209191-16-154272
MARVELL TECHNOLOGY GROUP LTD · MRVL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 7, 2016
Accepted (ET)
Dec 9, 2016 · 9:02 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001058057
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Dec 7, 2016 | M | 272,882 | $10.76 | A | 3,741,777 | D | |
| Common SharesF2,F1 | Dec 7, 2016 | S | 272,882 | $14.1287 | D | 3,468,895 | D | |
| Common SharesF1 | Dec 7, 2016 | M | 235,000 | $14.01 | A | 3,703,895 | D | |
| Common SharesF3,F1 | Dec 7, 2016 | S | 235,000 | $14.2202 | D | 3,468,895 | D | |
| Common SharesF1 | Dec 7, 2016 | M | 226,800 | $14.01 | A | 3,695,695 | D | |
| Common SharesF1 | Dec 7, 2016 | S | 226,800 | $14.2202 | D | 3,468,895 | D | |
| Common SharesF1,F4 | holding | — | — | — | 18,253,334 | I | By Sutardja Family Partners | |
| Common SharesF1,F5 | holding | — | — | — | 43,514,448 | I | By SSWD LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F6 | $10.76 | Dec 7, 2016 | M | 272,882 | D | — | Dec 8, 2016 | Common Shares | 272,882 | 0 | D |
| Employee Stock Option (Right to Buy)F7 | $14.01 | Dec 7, 2016 | M | 235,000 | D | — | Dec 8, 2016 | Common Shares | 235,000 | 0 | D |
| Employee Stock Option (Right to Buy)F7 | $14.01 | Dec 7, 2016 | M | 226,800 | D | — | Dec 8, 2016 | Common Shares | 226,800 | 0 | D |
Explanation of responses
- F1These securities are jointly owned by Ms. Weili Dai and Dr. Sehat Sutardja who are members of a "Group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. Dr. Sutardja and Ms. Dai are husband and wife.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.08 to $14.22, inclusive. The reporting person undertakes to provide Marvell Technology Group Ltd. ("Marvell"), any security holder of Marvell, or the staff of the Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 2 to this Form 4.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.18 to $14.315, inclusive. The reporting person undertakes to provide Marvell Technology Group Ltd. ("Marvell"), any security holder of Marvell, or the staff of the Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 2 to this Form 4.
- F4Ms. Dai and Dr. Sutardja are the general partners of The Sutardja Family Partners, a California family limited partnership.
- F5Ms. Dai and Dr. Sutardja are the managing members of SSWD LLC, a Delaware limited liability company.
- F6Option vests at the rate of 1/4th of the shares annually beginning on the first anniversary of April 30, 2013, the vesting commencement date.
- F7Option vests at the rate of 1/4th of the shares annually beginning on the first anniversary of December 28, 2007, the vesting commencement date.