Initial Statement of Beneficial Ownership (3)
May 11 2016 - 5:40PM
Edgar (US Regulatory)
|
FORM 3
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
1. Name and Address of Reporting Person
*
Feld Peter A
|
2. Date of Event Requiring Statement (MM/DD/YYYY)
5/1/2016
|
3. Issuer Name
and
Ticker or Trading Symbol
MARVELL TECHNOLOGY GROUP LTD [MRVL]
|
|
(Last)
(First)
(Middle)
777 THIRD AVENUE, 18TH FLOOR
|
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
|
(Street)
NEW YORK, NY 10017
(City)
(State)
(Zip)
|
5. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Beneficially Owned
|
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 Stock, $0.002 Par Value
|
2208183
|
I
|
By Starboard Value and Opportunity Master Fund Ltd
(1)
|
|
Common Stock, $0.002 Par Value
|
279480
|
I
|
By Starboard Value and Opportunity S LLC
(2)
|
|
Common Stock, $0.002 Par Value
|
150707
|
I
|
By Starboard Value and Opportunity C LP
(3)
|
|
Common Stock, $0.002 Par Value
|
9310245
|
I
|
By Starboard Leaders Juliet LLC
(4)
|
|
Common Stock, $0.002 Par Value
|
3792301
|
I
|
By Starboard Leaders Select II LP
(5)
|
|
Common Stock, $0.002 Par Value
|
2883842
|
I
|
By Starboard T Fund LP
(6)
|
|
Common Stock, $0.002 Par Value
|
1772606
|
I
|
By Managed Account of Starboard Value LP
(7)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 4)
|
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
|
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
|
4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form of Derivative Security: 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
|
|
Call Option (right to buy)
|
(8)
|
8/9/2017
|
Common Stock, $0.002 Par Value
|
11287308
|
$5.00
|
I
|
By Starboard Value and Opportunity Master Fund Ltd
(1)
|
|
Call Option (right to buy)
|
(8)
|
8/9/2017
|
Common Stock, $0.002 Par Value
|
1308889
|
$5.00
|
I
|
By Starboard Value and Opportunity S LLC
(2)
|
|
Call Option (right to buy)
|
(8)
|
8/9/2017
|
Common Stock, $0.002 Par Value
|
727225
|
$5.00
|
I
|
By Starboard Value and Opportunity C LP
(3)
|
|
Put Option (obligation to buy)
|
8/9/2017
|
8/9/2017
|
Common Stock, $0.002 Par Value
|
11287308
|
$5.00
|
I
|
By Starboard Value and Opportunity Master Fund Ltd
(1)
|
|
Put Option (obligation to buy)
|
8/9/2017
|
8/9/2017
|
Common Stock, $0.002 Par Value
|
1308889
|
$5.00
|
I
|
By Starboard Value and Opportunity S LLC
(2)
|
|
Put Option (obligation to buy)
|
8/9/2017
|
8/9/2017
|
Common Stock, $0.002 Par Value
|
727225
|
$5.00
|
I
|
By Starboard Value and Opportunity C LP
(3)
|
|
Explanation of Responses:
|
|
(
1)
|
Securities owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
2)
|
Securities owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
3)
|
Securities owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
4)
|
Securities owned directly by Starboard Leaders Juliet LLC ("Starboard Juliet LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Juliet LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard Juliet LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
5)
|
Securities owned directly by Starboard Leaders Select II LP ("Starboard Select II LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Select II LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard Select II LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
6)
|
Securities owned directly by Starboard T Fund LP ("Starboard T LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard T LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard T LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
7)
|
Securities held in an account managed by Starboard Value LP (the "Managed Account"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities held in the Managed Account for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
|
|
(
8)
|
These options are exercisable at any time prior to their expiration.
|
Reporting Owners
|
|
Reporting Owner Name / Address
|
Relationships
|
|
Director
|
10% Owner
|
Officer
|
Other
|
Feld Peter A
777 THIRD AVENUE, 18TH FLOOR
NEW YORK, NY 10017
|
X
|
|
|
|
Signatures
|
|
/s/ Peter A. Feld
|
|
5/11/2016
|
|
**
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 control number.
|
Marvell Technology (NASDAQ:MRVL)
Historical Stock Chart
From Mar 2024 to Apr 2024
Marvell Technology (NASDAQ:MRVL)
Historical Stock Chart
From Apr 2023 to Apr 2024
