FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
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 *

Ali Syed 		2. Issuer Name and Ticker or Trading Symbol

MARVELL TECHNOLOGY GROUP LTD [ MRVL ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O 5488 MARVELL LANE 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/6/2018
(Street)

SANTA CLARA, CA 95054
(City)        (State)        (Zip)
4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price
Common shares   7/6/2018     A    2143416   (1) A   (1) 2143416   D    
Common shares   7/6/2018     A    558855   (2) A   (2) 2702271   D    
Common shares   7/6/2018     A    1744002   (3) A   (3) 4446273   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted stock units   (4)   (4) 7/6/2018     A      9975         (5)   (5) Common shares   9975   $0.00   9975   D    
Stock Options (right to buy)   $8.86   7/6/2018     A      504242       7/6/2018   2/24/2019   Common shares   504242     (6) 504242   D    
Stock option (right to buy)   $9.33   7/6/2018     A      403394       7/6/2018   3/22/2020   Common shares   403394     (6) 403394   D    
Stock option (right to buy)   $9.38   7/6/2018     A      322715       7/6/2018   2/7/2021   Common shares   322715     (6) 322715   D    
Stock option (right to buy)   $15.58   7/6/2018     A      130966       7/6/2018   2/16/2022   Common shares   130966     (6) 130966   D    
Stock option (right to buy)   $12.12   7/6/2018     A      224315       7/6/2018   2/11/2023   Common shares   224315     (6) 224315   D    
Stock options (right to buy)   $16.31   7/6/2018     A      178941       7/6/2018   2/10/2027   Common shares   178941     (6) 178941   D    

Explanation of Responses:
(1)  Received in exchange for 985,162 shares of Cavium, Inc. common stock in connection with the merger (the "Merger") of Cavium, Inc. into Marvell Technology Group Ltd. ("Marvell"). On the effective date of the Merger, the Reporting Person received the reported common shares of Marvell.
(2)  Received in exchange for 265,876 shares of Cavium, Inc. common stock in connection with the merger (the "Merger") of Cavium, Inc. into Marvell Technology Group Ltd. ("Marvell"). On the effective date of the Merger, the Reporting Person received the reported common shares of Marvell.
(3)  Received in exchange for 801,582 shares of Cavium, Inc. common stock in connection with the merger (the "Merger") of Cavium, Inc. into Marvell Technology Group Ltd. ("Marvell"). On the effective date of the Merger, the Reporting Person received the reported common shares of Marvell.
(4)  Each restricted stock unit ("RSU") represents a contingent right to receive one Marvell common share.
(5)  Vests 100% of shares on the earlier of the next annual general meeting of Marvell or June 28, 2019, the one year anniversary of the restricted stock unit grant.
(6)  Received in the Merger in exchange for employee stock options to acquire shares of Cavium, Inc. common stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Ali Syed
C/O 5488 MARVELL LANE
SANTA CLARA, CA 95054 		X



Signatures
Syed Ali by Mary Ahern as attorney in fact 7/10/2018
** 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 control number.
Marvell Technology (NASDAQ:MRVL)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Marvell Technology Charts.
Marvell Technology (NASDAQ:MRVL)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Marvell Technology Charts.