FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/15/2014 |
3. Issuer Name and Ticker or Trading Symbol
MARVELL TECHNOLOGY GROUP LTD [ MRVL ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Shares | 55,751 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Employee Stock Option (Right to Buy) | (1) | 04/12/2020 | Common Shares | 30,000 | $21.14 | D | |
Restricted Stock Units (Right to Acquire) | (2) | 04/01/2014 | Common Shares | 3,750 | (3) | D | |
Employee Stock Option (Right to Buy) | (4) | 04/29/2021 | Common Shares | 50,000 | $15.425 | D | |
Employee Stock Option (Right to Buy) | (5) | 04/29/2021 | Common Shares | 50,000 | $15.425 | D | |
Restricted Stock Units (Right to Acquire) | (6) | 04/01/2015 | Common Shares | 10,000 | (3) | D | |
Employee Stock Option (Right to Buy) | (7) | 04/21/2022 | Common Shares | 25,000 | $15.2 | D | |
Restricted Stock Units (Right to Acquire) | (8) | 04/01/2016 | Common Shares | 24,375 | (3) | D | |
Employee Stock Option (Right to Buy) | (9) | 04/30/2023 | Common Shares | 120,000 | $10.76 | D | |
Restricted Stock Units (Right to Acquire) | (10) | 04/01/2014 | Common Shares | 16,000 | (3) | D |
Explanation of Responses: |
1. Option vests in four equal annual installments beginning on the first anniversary of April 1, 2010, the vesting commencement date. The option has become exercisable as to 22,500 shares as of April 1, 2013. |
2. The original grant was for 15,000 restricted stock units on April 12, 2010. Restricted stock units vest in four equal annual installments beginning on the first anniversary of April 1, 2010, the vesting commencement date. |
3. Each restricted stock unit represents a contingent right to receive one Marvell common share. |
4. Option vests in four equal annual installments beginning on the first anniversary of April 1, 2011, the vesting commencement date. The option has become exercisable as to 25,000 shares as of April 1, 2012. |
5. The above listed stock option award is subject to market-based vesting and will only vest if the Trigger Event (defined below) has occurred prior to the 5th anniversary of the date of grant; if the trigger event does not occur by such date, the stock option will immediately expire. If the closing price per common share of Marvell as reported by the NASDAQ Global Select Market equals or exceeds an average of $24.70 for a period of 200 trading days prior to the 5th anniversary of the date of grant (the "Trigger Event"), then 100% of the shares subject to the option will vest on the date of the Trigger Event, subject to continued service through both the date of the Trigger Event and April 1, 2013. |
6. The originat grant was for 20,000 restricted stock units on April 29, 2011. Restricted stock units vest in four equal annual installments beginning on the first anniversary of April 1, 2011, the vesting commencement date. |
7. Option vests in four equal annual installments beginning on the first anniversary of April 1, 2012, the vesting commencement date. The option has become exercisable as to 6,250 shares as of April 1, 2013. |
8. The originat grant was for 32,500 restricted stock units on April 21, 2012. Restricted stock units vest in four equal annual installments beginning on the first anniversary of April 1, 2012, the vesting commencement date. |
9. Option vests in four equal annual installments beginning on the first anniversary of April 1, 2013, the vesting commencement date. |
10. Restricted stock units vest in full on April 1, 2014. |
Remarks: |
/s/ Zining Wu | 01/21/2014 | |
** 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 5 (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. |