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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 | ||||||||
Restricted Stock Units (Right to Acquire) | (1) | 04/01/2015 | M | 21,392 | (5) | 04/01/2015 | Common Shares | 21,392 | $ 0 | 0 | D | ||||
Performance Award (Right to Acquire) | (4) | 04/01/2015 | M | 32,286 | (6) | 04/01/2015 | Common Shares | 32,286 | $ 0 | 0 | D | ||||
Restricted Stock Units (Right to Acquire) | (1) | 04/01/2015 | M | 5,000 | (7) | 04/01/2015 | Common Shares | 5,000 | $ 0 | 0 | D | ||||
Restricted Stock Units (Right to Acquire) | (1) | 04/01/2015 | M | 8,125 | (8) | 04/01/2016 | Common Shares | 8,125 | $ 0 | 8,125 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Wu Zining 5488 MARVELL LANE SANTA CLARA, CA 95054 |
CTO |
/s/ Tom Savage as Attorney-in-Fact | 04/03/2015 | |
**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) | Each restricted stock unit ("RSU") represented a contingent right to receive one Marvell common share. |
(2) | Includes 2,800 and 97 shares acquired under the Marvell 2000 Employee Stock Purchase Plan on June 6, 2014 and December 5, 2014, respectively, in an exempt transaction per transaction code A, as well as under Rule 16b-3(c). |
(3) | Surrender of shares in payment of tax withholding due as a result of the vesting of RSUs or performance award (as applicable). |
(4) | Each performance award represented a contingent right to receive one Marvell common share. |
(5) | 21,392 shares granted pursuant to a performance-based RSU award were vested and released to Mr. Zining Wu effective April 1, 2015. |
(6) | 32,286 shares granted pursuant to a performance award were vested and released to Mr. Wu effective April 1, 2015. |
(7) | 5,000 shares granted pursuant to a service-based RSU award were vested and released to Mr. Wu effective April 1, 2015. This grant vested in four equal annual installments beginning on the first anniversary of April 1, 2011, the vesting commencement date. |
(8) | 8,125 shares granted pursuant to a service-based RSU award were vested and released to Mr. Wu effective April 1, 2015. This grant vests in four equal annual installments beginning on the first anniversary of April 1, 2012, the vesting commencement date. |
Remarks: Exhibit List: Exhibit 24 - Power of Attorney |