SEC Form 4/A · accession 0001209191-18-057230
MARVELL TECHNOLOGY GROUP LTD · MRVL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Muhammad Raghib Hussain
Officer — EVP Chief Strategy Officer
Period of report
Jul 6, 2018
Accepted (ET)
Nov 5, 2018 · 5:03 pm 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,F2,F3 | Jul 6, 2018 | A | 697,698 | — | A | 697,698 | D | |
| Common sharesF4,F3,F5 | Jul 6, 2018 | A | 78,325 | — | A | 78,325 | I | By family trusts |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock option (right to buy)F6 | $9.33 | Jul 6, 2018 | A | 40,339 | A | Jul 6, 2018 | Mar 22, 2020 | Common shares | 40,339 | 40,339 | D |
| Stock option (right to buy)F6 | $9.38 | Jul 6, 2018 | A | 100,848 | A | Jul 6, 2018 | Feb 7, 2021 | Common shares | 100,848 | 100,848 | D |
| Stock option (right to buy)F6,F7 | $15.58 | Jul 6, 2018 | A | 51,981 | A | — | Feb 16, 2022 | Common shares | 51,981 | 51,981 | D |
| Stock option (right to buy)F6,F8 | $12.12 | Jul 6, 2018 | A | 145,952 | A | — | Feb 11, 2023 | Common shares | 145,952 | 145,952 | D |
| Stock option (right to buy)F6,F9 | $16.31 | Jul 6, 2018 | A | 116,024 | A | — | Feb 10, 2024 | Common shares | 116,024 | 116,024 | D |
| Restricted stock unitsF11,F13,F10,F12 | — | Jul 6, 2018 | A | 12,455 | A | — | — | Common shares | 12,455 | 12,454 | D |
| Restricted stock unitsF14,F13,F10,F15 | — | Jul 6, 2018 | A | 18,887 | A | — | — | Common shares | 18,887 | 18,886 | D |
| Restricted stock unitsF16,F13,F10,F17 | — | Jul 6, 2018 | A | 12,995 | A | — | — | Common shares | 12,995 | 12,995 | D |
| Restricted stock unitsF18,F13,F10,F15 | — | Jul 6, 2018 | A | 41,106 | A | — | — | Common shares | 41,106 | 41,105 | D |
| Restricted stock unitsF19,F13,F10,F20 | — | Jul 6, 2018 | A | 49,601 | A | — | — | Common shares | 49,601 | 49,601 | D |
| Restricted stock unitsF21,F13,F10,F22 | — | Jul 6, 2018 | A | 65,076 | A | — | — | Common shares | 65,076 | 65,075 | D |
Explanation of responses
- F1Received in exchange for 228,698 shares of Cavium, Inc. common stock in connection with the merger (the "Merger") of Cavium, Inc. into Marvell Technology Group Ltd. ("Marvell"). On the effective date of the Merger, the Reporting Person received the reported common shares of Marvell.
- F10Each restricted stock unit represents a contingent right to receive one Marvell common share upon vesting.
- F11Received in exchange for restricted stock units of Cavium, Inc. in connection with the Merger. On the effective date of the Merger the Reporting Person acquired 12,455 Restricted Stock Units "RSUs".
- F12This award vests as to 100% of the shares on January 31, 2019.
- F13Received in the Merger in exchange for restricted stock units of Cavium, Inc.
- F14Received in exchange for restricted stock units of Cavium, Inc. in connection with the Merger. On the effective date of the Merger the Reporting Person acquired 18,887 RSUs.
- F15This award vests as to 50% of the shares on each of January 31, 2019 and 2020.
- F16Received in exchange for restricted stock units of Cavium, Inc. in connection with the Merger. On the effective date of the Merger the Reporting Person acquired 12,995 RSUs.
- F17This award vests as to 100% of the shares on January 31, 2019.
- F18Received in exchange for restricted stock units of Cavium, Inc. in connection with the Merger. On the effective date of the Merger the Reporting Person acquired 41,106 RSUs.
- F19Received in exchange for restricted stock units of Cavium, Inc. in connection with the Merger. On the effective date of the Merger the Reporting Person acquired 49,601 RSUs.
- F2Includes shares which were deemed to be beneficially held by the Reporting Person in connection with the Merger previously reported on Table II.
- F20This award vests as to 1/3 of the shares on each of January 31, 2019, 2020 and 2021.
- F21Received in exchange for restricted stock units of Cavium, Inc. in connection with the Merger. On the effective date of the Merger the Reporting Person acquired 65,076 RSUs.
- F22This award vests as of 25% of the shares on each of January 31, 2019, 2020, 2021 and 2022.
- F3Correction to number of shares beneficially held directly and indirectly in Table I as reported.
- F4Received in exchange for 36,000 shares of Cavium, Inc. common stock in connection with the Merger. On the effective date of the Merger, the Reporting Person received the reported common shares of Marvell.
- F5Held in trusts of which the Reporting Person is the trustee, for the benefit of members of his immediate family.
- F6Received in the Merger in exchange for employee stock options to acquire shares of Cavium, Inc. stock.
- F74,331 options shall become exercisable in equal monthly installments on the 16th of each month beginning 7/16/18 and ending 2/16/2019.
- F830,407 options shall become exercisable in equal monthly installments on the 11th of each month beginning 7/11/2018 and ending 2/11/2020.
- F938,675 options shall become exercisable in equal monthly installments on the 10th of each month beginning 7/10/2018 and ending 2/10/2021.