UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 24, 2020, the Board of Directors (the “Board”) of Marvell Technology Group Ltd. (the “Company”) approved the appointment of Marachel Knight to the Board effective July 30, 2020. Ms. Knight will stand for election at the 2021 annual general meeting of shareholders expected to be held in June 2021. Ms. Knight, whom the Board has determined to be independent, will also serve as a member of the Board’s Audit Committee.
Marachel Knight, age 47, has been the Senior Vice President of Engineering and Operations at AT&T, Inc. since 2020. Prior to holding that position, she held various leadership positions at AT&T, Inc. including: Senior Vice President of Technology Services and Operations from 2019 to 2020; Senior Vice President of Wireless and Access Engineering, Construction and Operations from 2018 to 2019; Senior Vice President of Technology Planning and Engineering from 2017 to 2018; Senior Vice President-Wireless Network Architecture and Design during 2017; Vice President-Advanced Technology Planning and Realization from 2016 to 2017; and Vice President-Construction and Engineering (Midwest Region) from 2015 to 2016. Prior to holding these positions, she held other leadership roles at AT&T, Inc. She holds a Master of Science, Information Networking from Carnegie Mellon University and a Bachelor of Science, Electrical Engineering from Florida State University.
There are no family relationships between Ms. Knight and any other director or executive officer of the Company. Nor are there any transactions between Ms. Knight or any member of her immediate family and the Company that would be reportable as a related party transaction under the rules of the United States Securities and Exchange Commission. Further, there is no arrangement or understanding between Ms. Knight and any other persons or entities pursuant to which Ms. Knight was appointed as a director of the Company.
Ms. Knight will participate in all director compensation and benefit programs in which the Company’s other non-employee directors participate, including an annual director retainer of $75,000, an annual Audit Committee member retainer of $15,000 and an annual equity grant of restricted stock units valued at $235,000. Upon joining the Board, Ms. Knight will receive a restricted stock unit award valued in an amount equal to a prorated portion of the 2021 fiscal year annual equity grant.
A copy of the press release announcing Ms. Knight’s appointment is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
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.
Date July 30, 2020
| MARVELL TECHNOLOGY GROUP LTD. | ||
| By: | /s/ Mitchell Gaynor | |
| Mitchell Gaynor | ||
| Chief Administration and Legal Officer and Secretary | ||
Exhibit 99.1
Marvell Appoints AT&T’s Marachel Knight to its Board of Directors
SANTA CLARA, Calif. – July 30, 2020 – Marvell (NASDAQ: MRVL), a leader in data infrastructure semiconductor technology, today announced the appointment of Marachel Knight, SVP of Engineering and Operations of AT&T, Inc., to its board of directors effective today.
“We are thrilled to have Marachel join the Marvell Board, and I’m personally excited about her background and expertise,” said Matt Murphy, president and CEO of Marvell. “Given our focus on 5G, the addition of a proven technical leader like Marachel, who has been involved in all aspects of AT&T’s 5G planning and rollout, will provide fresh insights to our technology and business priorities as we continue to build-out our industry leading platform of 5G silicon solutions.”
Knight’s background includes over 25 years of technology leadership positions within AT&T Labs, Technology Operations and Network Planning and Engineering. She received her master’s degree in information networking from Carnegie Mellon University’s Information Networking Institute, and holds a bachelor’s degree in electrical engineering from Florida State University.
As Knight joins the Board of Directors, Oleg Khaykin, who has served as a director since May 2016, and Donna Morris, who joined the Marvell Board in 2018 and has recently taken on a new executive role as Chief People Officer for Walmart, did not stand for reelection at the recent Annual General Meeting of Shareholders.
“I would like to take the opportunity to welcome Marachel to the Marvell board and thank Oleg for his many years of service and pivotal role in the company’s transformation journey, and Donna for her many contributions including her strong voice of the employee perspective.” Murphy said. “I wish them both well in their future endeavors.”
Additional information on the Marvell Board of Directors can be found here.
About Marvell
To deliver the data infrastructure technology that connects the world, we’re building solutions on the most powerful foundation: our partnerships with our customers. Trusted by the world’s leading technology companies for 25 years, we move, store, process and secure the world’s data with semiconductor solutions designed for our customers’ current needs and future ambitions. Through a process of deep collaboration and transparency, we’re ultimately changing the way tomorrow’s enterprise, cloud, automotive, and carrier architectures transform—for the better.
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