4: Statement of changes in beneficial ownership of securities
Published on April 16, 2026
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIPFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Marvell Technology, Inc. [ MRVL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/15/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
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| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 04/15/2026 | M | 3,680 | A | $0 | 58,879 | D | |||
| Common Stock | 04/15/2026 | F(1) | 1,938 | D | $134.6 | 56,941 | D | |||
| Common Stock | 04/15/2026 | M | 2,463 | A | $0 | 59,404 | D | |||
| Common Stock | 04/15/2026 | F(1) | 1,297 | D | $134.6 | 58,107 | D | |||
| Common Stock | 04/15/2026 | M | 3,567 | A | $0 | 61,674 | D | |||
| Common Stock | 04/15/2026 | F(1) | 1,879 | D | $134.6 | 59,795 | D | |||
| Common Stock | 04/15/2026 | M | 1,757 | A | $0 | 61,552 | D | |||
| Common Stock | 04/15/2026 | F(1) | 926 | D | $134.6 | 60,626 | D | |||
| Common Stock | 04/15/2026 | M | 129,811 | A | $0 | 190,437 | D | |||
| Common Stock | 04/15/2026 | F(2) | 68,346 | D | $134.6 | 122,091 | D | |||
| Common Stock | 04/16/2026 | S(3) | 66,892 | D | $130.35(4) | 55,199 | D | |||
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (5) | 04/15/2026 | A | 40,799 | (6) | (6) | Common Stock | 40,799 | $0 | 40,799 | D | ||||
| Restricted Stock Units | (5) | 04/15/2026 | M | 3,680 | (7) | (7) | Common Stock | 3,680 | $0 | 0 | D | ||||
| Restricted Stock Units | (5) | 04/15/2026 | M | 2,463 | (8) | (8) | Common Stock | 2,463 | $0 | 9,849 | D | ||||
| Restricted Stock Units | (5) | 04/15/2026 | M | 3,567 | (9) | (9) | Common Stock | 3,567 | $0 | 28,539 | D | ||||
| Restricted Stock Units | (5) | 04/15/2026 | M | 1,757 | (9) | (9) | Common Stock | 1,757 | $0 | 14,056 | D | ||||
| Performance Stock Units | (10) | 04/15/2026 | M | 129,811 | (11) | (11) | Common Stock | 129,811 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. Surrender of shares in payment of tax withholding due as a result of the vesting of restricted stock units. |
| 2. Surrender of shares in payment of tax withholding due as a result of the vesting of performance stock units. |
| 3. Sales were made pursuant to a 10b5-1 Plan adopted by the Reporting Person on December 4, 2025. |
| 4. The price reported is a weighted average price rounded to the nearest cent. These shares were sold in multiple transactions at prices ranging from $128.48 to $133.00, inclusive. The reporting person undertakes to provide Marvell Technology, Inc. ("Marvell"), any security holder of Marvell, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. |
| 5. Each restricted stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting. |
| 6. The restricted stock units shall vest in equal quarterly installments over a three-year period and were granted pursuant to the annual equity grant program. |
| 7. This award fully vested on April 15, 2026. |
| 8. The remaining restricted stock units shall vest on July 15, 2026, October 15, 2026, January 15, 2027 and April 15, 2027. |
| 9. The remaining restricted stock units shall vest on July 15, 2026, October 15, 2026, January 15, 2027, April 15, 2027, July 15, 2027, October 15, 2027, January 15, 2028 and April 15, 2028. |
| 10. Each performance stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting. |
| 11. Reflects the number of shares earned with respect to performance stock units that fully vested on April 15, 2026. The achievement levels of the relative TSR performance metrics applicable to the award and the number of shares earned based on such results were certified on April 15, 2026. |
| Remarks: |
| Sandeep Bharathi by Blair Walters as Attorney-in-Fact | 04/16/2026 | |
| ** Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.