UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  August 17, 2007

MARVELL TECHNOLOGY GROUP LTD.

(Exact name of registrant as specified in its charter)

Bermuda

 

0-30877

 

77-0481679

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification No.)

 

Canon’s Court

22 Victoria Street

Hamilton HM 12

Bermuda

(Address of principal executive offices)

(441) 296-6395

(Registrant’s telephone number,
including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c))

 




Item 8.01  Other Events.

On August 17, 2007, Marvell Technology Group Ltd. (“Marvell”) issued a press release announcing that it currently plans to hold its 2007 annual general meeting of shareholders at 3:30 p.m., local time, on Friday, October 19, 2007, at the Hyatt Regency Hotel, Santa Clara Convention Center, 5101 Great America Parkway, Santa Clara, California 95054 (the “Annual Meeting”).  Shareholders of record as of the close of business on August 31, 2007 are entitled to notice of and vote at the Annual Meeting.

Deadline for Shareholder Proposals Pursuant to Rule 14a-8
The date on which the Annual Meeting will be held constitutes a change of more than 30 days from the anniversary of Marvell’s 2006 annual general meeting of shareholders.  As a result, pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended, Marvell has set a new deadline for the receipt of shareholder proposals submitted pursuant to Rule 14a-8 for inclusion in Marvell’s proxy materials for the Annual Meeting.  The new deadline for delivering shareholder proposals to Marvell is the close of business on August 30, 2007.  Such proposals should be delivered to Marvell’s principal executive offices at the following address:  Canon’s Court, 22 Victoria Street, Hamilton HM 12, Bermuda, Attention: Secretary.  Such proposals also will need to comply with the rules of the Securities and Exchange Commission regarding the inclusion of shareholder proposals in Marvell’s proxy materials, and may be omitted if not in compliance with applicable requirements.

Deadline for Shareholder Proposals Not Pursuant to Rule 14a-8
As further set forth in Marvell’s proxy statement for the 2006 fiscal year, shareholder proposals, including director nominations, may also be made at the Annual Meeting in accordance with the terms of Marvell’s bye-laws and the applicable provisions of the Bermuda Companies Act of 1981.

The press release constitutes public announcement of the date of the Annual Meeting for purposes of bye-law 32 of Marvell’s bye-laws.

The text of the press release is being filed hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein in its entirety by reference.

Item 9.01.   Financial Statements and Exhibits.

(d)   Exhibits

The following exhibit is filed pursuant to Item 8.01:

Exhibit No.

 

Description

 

 

99.1

 

Press Release dated August 17, 2007

 

2




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:  August 17, 2007

MARVELL TECHNOLOGY GROUP LTD.

 

 

 

By:

/s/ Michael Rashkin

 

 

Michael Rashkin

 

 

Interim Chief Financial Officer

 

3




EXHIBIT INDEX

Exhibit No.

 

Description

 

 

99.1

 

Press Release dated August 17, 2007

 



Exhibit 99.1

MARVELL ANNOUNCES DATE OF ITS 2007 ANNUAL GENERAL MEETING OF
SHAREHOLDERS AND DEADLINES FOR SUBMITTING SHAREHOLDER
PROPOSALS

Santa Clara, California (August 17, 2007) — Marvell Technology Group Ltd. (NASDAQ: MRVL), a leader in storage, communications, and consumer silicon solutions, today announced that it currently plans to hold its 2007 annual general meeting of shareholders at 3:30 p.m., local time, on Friday, October 19, 2007, at the Hyatt Regency Hotel, Santa Clara Convention Center, 5101 Great America Parkway, Santa Clara, California 95054.  Shareholders of record as of the close of business on August 31, 2007 are entitled to notice of and vote at the 2007 annual general meeting.

Deadline for Shareholder Proposals Pursuant to Rule 14a-8

The date on which the 2007 annual general meeting will be held constitutes a change of more than 30 days from the anniversary of Marvell’s 2006 annual general meeting of shareholders.  As a result, pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended, Marvell has set a new deadline for the receipt of shareholder proposals submitted pursuant to Rule 14a-8 for inclusion in Marvell’s proxy materials for the 2007 annual general meeting.  The new deadline for delivering shareholder proposals to Marvell is the close of business on August 30, 2007.  Such proposals should be delivered to Marvell’s principal executive offices at the following address:  Canon’s Court, 22 Victoria Street, Hamilton HM 12, Bermuda, Attention: Secretary.  Such proposals also will need to comply with the rules of the Securities and Exchange Commission regarding the inclusion of shareholder proposals in Marvell’s proxy materials, and may be omitted if not in compliance with applicable requirements.

Deadline for Shareholder Proposals Not Pursuant to Rule 14a-8

As further set forth in Marvell’s proxy statement for the 2006 fiscal year, shareholder proposals, including director nominations, may also be made at the 2007 annual general meeting in accordance with the terms of Marvell’s bye-laws and the Bermuda Companies Act of 1981.

About Marvell

Marvell (NASDAQ: MRVL) is a leader in storage, communications and consumer silicon solutions.  The Company’s diverse product portfolio includes switching, transceiver, communications controller, wireless, and storage solutions that power the entire communications infrastructure, including enterprise, metro, home, and storage networking.  As used in this release, the term “Marvell” refers to Marvell Technology Group Ltd. and its subsidiaries, including Marvell Semiconductor, Inc. (MSI), Marvell Asia Pte Ltd (MAPL), Marvell Japan K.K., Marvell Taiwan Ltd., Marvell International Ltd. (MIL), Marvell U.K. Limited, Marvell Semiconductor Israel Ltd. (MSIL), Marvell Software Solutions Israel Ltd., and Marvell Semiconductor Germany GmbH.  MSI is headquartered in Santa Clara, Calif., and designs, develops and markets products on behalf of MIL and MAPL.  MSI may be contacted at (408) 222-2500 or at www.marvell.com.

Marvell® and the Marvell logo are trademarks of Marvell.  All other trademarks are the property of their respective owners.

Company Contact
Mike Rashkin
Interim Chief Financial Officer
408.222.2500
[email protected]