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): October 16, 2012

 

 

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):

 

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

 

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

 

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

 

¨ 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 October 16, 2012, Clyde R. Hosein resigned as Chief Financial Officer and Secretary of Marvell Technology Group Ltd. (the “Company”) and from all other positions with the Company and its subsidiaries to pursue other opportunities.

On October 16, 2012, the Company appointed Brad Feller, 38, as its interim Chief Financial Officer until the search for a new chief financial officer has been completed. Mr. Feller has served as the Vice President, Corporate Controller of Marvell Semiconductor, Inc., since joining the Company in September 2008. Prior to joining the Company, Mr. Feller served as the Corporate Controller of Integrated Device Technology (“IDT”) from April 2005 to September 2008 and Financial Reporting Manager from October 2003 to April 2005. Prior to joining IDT, Mr. Feller served in various roles at Ernst & Young LLP in the high technology practice. Mr. Feller is a CPA in the State of California and holds a Bachelor of Science degree in Business Administration from San Jose State University. There are no arrangements or understandings between Mr. Feller and any other persons pursuant to which he was selected as interim Chief Financial Officer. There are also no family relationships between Mr. Feller and any director or executive officer of the Company and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. The Company also intends to enter into its standard form indemnification agreement with Mr. Feller.

Mr. Hosein will assist the Company during this transition period.

Item 7.01 Regulation FD Disclosure

On October 18, 2012, the Company issued a press release announcing Mr. Hosein’s resignation and the appointment of Mr. Feller. A copy of this press release is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

99.1    Press Release dated October 18, 2012

 

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: October 18, 2012

 

MARVELL TECHNOLOGY GROUP LTD.
By:  

/s/ Sehat Sutardja

  Sehat Sutardja
  President and Chief Executive Officer

 

3


EXHIBIT INDEX

 

Exhibit
No.
   Description
99.1    Press Release dated October 18, 2012
Press Release dated October 18, 2012

Exhibit 99.1

 

For further information, contact:   
Sukhi Nagesh    Daniel Yoo
Investor Relations    Media Relations
408-222-8373    408-222-2187
[email protected]    [email protected]

Marvell Technology Group Ltd. Announces Chief Financial Officer Transition

Santa Clara, California (October 18, 2012) — Marvell (NASDAQ: MRVL), a global leader in integrated silicon solutions, today announced that after four years with Marvell, Clyde Hosein has resigned as chief financial officer to pursue other opportunities. Brad Feller, vice president and corporate controller, will serve as interim chief financial officer during a search for Mr. Hosein’s replacement. Mr. Feller has served as Marvell’s corporate controller since September 2008. Prior to joining Marvell, Mr. Feller served as the corporate controller of Integrated Device Technology (IDT). Prior to joining IDT, Mr. Feller served in various roles at Ernst & Young LLP in the high technology practice. Mr. Feller is a Certified Public Accountant in the State of California and holds a Bachelor of Science degree in Business Administration from San Jose State University.

“When Clyde joined in 2008 he anticipated the downturn and helped position us for a strong recovery. In addition, over the past four years Clyde was instrumental in implementing enhanced financial controls and accounting procedures. We wish him the best in his future endeavors,” said Sehat Sutardja, Marvell CEO and Chairman.

Mr. Hosein will assist Marvell during this transition period.

About Marvell

Marvell is a global leader in the development of storage, communications and consumer silicon solutions. Marvell’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. For more information please visit www.marvell.com.

Marvell® and the Marvell logo are registered trademarks of Marvell and/or its affiliates.