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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: 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 | ||||||||
| Employee Stock Option (Right to Buy) | $ 11.893 | 12/27/2006 | D(1) | 24,000 | (1)(6) | 05/28/2014 | Common Stock | 24,000 | (1) | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 11.995 | 12/27/2006 | A(1) | 24,000 | (1)(6) | 05/28/2014 | Common Stock | 24,000 | (1) | 24,000 | D | ||||
| Employee Stock Option (Right to Buy) | $ 11.385 | (2)(6) | 04/15/2014 | Common Stock | 92,000 | 92,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 11.385 | (3)(6) | 04/15/2014 | Common Stock | 44,000 | 44,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 20.135 | (4)(6) | 06/10/2015 | Common Stock | 12,000 | 12,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 23.75 | (5)(6) | 06/09/2016 | Common Stock | 12,000 | 12,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| KING DOUGLAS R 5488 MARVELL LANE SANTA CLARA, CA 95054 |
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| By: Douglas King | 12/29/2006 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | The reported transactions result from an agreement with Marvell Technology Group Ltd. (the "Company") involving the reformation of an outstanding option, resulting, for Section 16 reporting purposes only, in the deemed cancellation of the old option and the grant of a replacement option. The reformation increased the exercise price of the option deemed, for section 16 reporting purposes, to have been cancelled and replaced. The other terms of the option, which was originally granted on December 26, 2003, remain unchanged. This option provides for vesting as follows: 2,000 shares per month from 06/29/08 through 05/28/09. This options is immediately exerciseable but not fully vested, and until fully vested, if exercised, would be subject to repurchase by the Company as to the unvested shares in the event of termination of the reporting person's services as a non-employee director of the Company |
| (2) | Vests as to 20% on 04/15/05 and 2,000 shares per month from 05/15/05 through 04/15/09. This option is not fully vested, and until fully vested, if exercised, would be subject to repuchase by the Company as to the unvested shares in the event of termination of the reporting person's services as a non-employee director of the Company. |
| (3) | Vests as to 20% on 04/15/05 and 933 shares per month from 05/15/05 through 04/15/09. This option is not fully vested, and until fully vested, if exercised, would be subject to repuchase by the Company as to the unvested shares in the event of termination of the reporting person's services as a non-employee director of the Company. |
| (4) | Vests as to 1,000 shares per month from 07/10/2009 through 06/10/2010. This option is immediately exerciseable but not fully vested, and until fully vested, if exercised, would be subject to repurchase by the Company as to the unvested shares in the event of termination of the reporting person's services as a non-employee director of the Company. |
| (5) | Vests as to 1,000 shares per month from 07/09/2010 through 06/09/2011. This options is immediately exerciseable but not fully vested, and until fully vested, if exercised, would be subject to repurchase by the Company as to the unvested shares in the event of termination of the reporting person's services as a non-employee director of the Company. |
| (6) | On July 10, 2006, the common stock of MRVL split 2-for-1. All beneficially owned securities and derivative securities beneficially owned by the reporting person and the respective option prices have been adjusted accordingly. |