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):  July 11, 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 11, 2007, Douglas R. King, a member of the Board of Directors (the “Board”) of Marvell Technology Group Ltd. (the “Company”) notified the Company that he would not stand for re-election at the Company’s next annual general meeting of shareholders, when his term as a member of the Board will expire.  Mr. King is currently Chairman of the Audit Committee and a member of the Executive Compensation Committee and Implementation Committee of the Board.  Mr. King has advised the Company that his decision not to stand for re-election was due to personal considerations.

On July 13, 2007, the Board appointed Michael Rashkin, age 62, as Interim Chief Financial Officer of the Company.  Mr. Rashkin served as the Director of Taxes and Tax Counsel of the Company’s subsidiary, Marvell Semiconductor, Inc. (“MSI”), from 1999 until 2000 and Director of Taxes and General Tax Counsel of MSI from 2000 until 2005, when he became MSI’s Vice President and General Tax Counsel.  In 2007, Mr. Rashkin was appointed Special Assistant to the CEO and Vice President of Strategic Development of MSI.  Mr. Rashkin holds an LL.M. from the New York University Graduate School of Law, a J.D. from St. John’s University School of Law and a B.S. from Brooklyn College, City University of New York.  Mr. Rashkin is members of the California and New York bars.

On July 17, 2007, the Company issued a press release announcing the appointment of Mr. Rashkin, a copy of which is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01               Financial Statements and Exhibits.

(d)           Exhibits.

99.1         Press Release dated July 17, 2007.

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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:  July 17, 2007

 

MARVELL TECHNOLOGY GROUP LTD.

 

 

 

By:

               /s/ Sehat Sutardja, Ph.D.

 

 

                         Sehat Sutardja, Ph.D.

 

                      Chief Executive Officer

 

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EXHIBIT INDEX

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated July 17, 2007.

 

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Exhibit 99.1

Marvell Contacts
Peter B. Hillan
831-252-1512
[email protected]

Diane Vanasse
408-242-0027
[email protected]

MARVELL NAMES MICHAEL RASHKIN NEW CHIEF FINANCIAL OFFICER

Veteran technology financial strategist takes interim role

SANTA CLARA, CA (July 17, 2007) - Marvell Technology Group Ltd. today announced it has named Michael Rashkin chief financial officer effective immediately. Mr. Rashkin, who has been with the Company’s subsidiary, Marvell Semiconductor, Inc. (“MSI”) since 1999, has recently served as Vice President and General Tax Counsel and, in 2007, was appointed Special Assistant to the CEO and Vice President of Strategic Development of MSI.  Mr. Rashkin will serve as CFO on an interim basis.

Mr. Rashkin has worked with global technology companies for more than 30 years, establishing international tax structures and managing a wide variety of functions. Prior to joining Marvell, Mr. Rashkin spent 13 years at Apple Computer, where he held positions as General Manager of Asia and Latin America, Director of Marketing for Apple Japan, Director of International Legal, Director of International Business Development, and Director of Taxes, Customs and Export Licensing. Prior to Apple, Mr. Rashkin handled tax planning for Digital Equipment Corporation for six years.

“Mike already is a significant contributor to the Company and has built a strong tax organization. He has an in depth expertise in finance as well as a solid familiarity with our various businesses,” said Sehat Sutardja, Marvell’s Chief Executive Officer. “He will immediately step in and help guide the company through a critical time as we continue to build a solid platform for growth.”

Mike holds a master’s of laws degree from New York University. He is the author of “Research and Development Tax Incentives,” published by Commerce Clearing House in 2003. His most recent book, “The Practical Guide to Research and Development Tax Incentives” will be published this year.

Marvell has retained Heidrick & Struggles to find a permanent CFO.

About Marvell

Marvell (NASDAQ: MRVL) is the leader in development of 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 terms “company” and “Marvell” refer 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, California 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.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

This release contains forward-looking statements that are subject to risks and uncertainties. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” and their variations identify forward-looking statements. Statements that refer to, or are based on projections, uncertain events or assumptions also identify forward-looking statements. These statements are not guarantees of results and are subject to risks and uncertainties. Some risks and uncertainties that may adversely impact the statements in this release include, but are not limited to, the outcome of the company’s search for a permanent CFO. For other factors that could cause Marvell’s results to vary from expectations, please see the risks and other factors described in Marvell’s Quarterly Reports on Form 10-Q, Annual Report on Form 10-K and Current Reports on Form 8-K as filed with the Securities and Exchange Commission from time to time. We undertake no obligation to revise or update publicly any forward-looking statements.

Marvell® is a registered trademark of Marvell or its affiliates.