Marvell (MRVL) CEO Matthew Murphy reports equity grants, PSU vesting and 7,500-share sale
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Marvell Technology, Inc. Chairman and CEO Matthew J. Murphy reported multiple equity compensation events and a small planned share sale. He received a grant of 73,437 restricted stock units, which vest in equal quarterly installments over three years under the annual equity grant program. He also exercised or converted equity awards into 938,324 shares of common stock, including performance stock units tied to stock-price and total stockholder return criteria with tranches at $60, $80, $100, and $120. To cover related tax obligations, 494,033 shares were surrendered, and 7,500 shares of common stock were sold in the open market at a weighted average price of $134.46 per share pursuant to a pre-arranged Rule 10b5-1 trading plan. After these transactions, he directly owned 746,897 shares of Marvell common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 7,500 shares ($1,008,450)
Net Sell
17 txns
Insider
MURPHY MATTHEW J
Role
Chairman of the Board and CEO
Sold
7,500 shs ($1.01M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 73,437 | $0.00 | -- |
| Exercise | Restricted Stock Units | 11,039 | $0.00 | -- |
| Exercise | Restricted Stock Units | 6,969 | $0.00 | -- |
| Exercise | Restricted Stock Units | 8,408 | $0.00 | -- |
| Exercise | Performance Stock Units | 306,128 | $0.00 | -- |
| Exercise | Performance Stock Units | 605,780 | $0.00 | -- |
| Sale | Common Stock | 7,500 | $134.46 | $1.01M |
| Exercise | Common Stock | 11,039 | $0.00 | -- |
| Tax Withholding | Common Stock | 5,813 | $134.60 | $782K |
| Exercise | Common Stock | 6,969 | $0.00 | -- |
| Tax Withholding | Common Stock | 3,670 | $134.60 | $494K |
| Exercise | Common Stock | 8,408 | $0.00 | -- |
| Tax Withholding | Common Stock | 4,427 | $134.60 | $596K |
| Exercise | Common Stock | 306,128 | $0.00 | -- |
| Tax Withholding | Common Stock | 161,179 | $134.60 | $21.69M |
| Exercise | Common Stock | 605,780 | $0.00 | -- |
| Tax Withholding | Common Stock | 318,944 | $134.60 | $42.93M |
Holdings After Transaction:
Restricted Stock Units — 73,437 shares (Direct);
Performance Stock Units — 451,342 shares (Direct);
Common Stock — 302,606 shares (Direct)
Footnotes (1)
- Sales were made pursuant to a 10b5-1 Plan adopted by the Reporting Person on December 16, 2025. The price reported is a weighted average price rounded to the nearest cent. These shares were sold in multiple transactions at prices rounded to the nearest cent and ranging from $132.03 to $137.99, inclusive. The reporting person undertakes to provide Marvell Technology, Inc. ("Marvell"), any security holder of Marvell, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. Surrender of shares in payment of tax withholding due as a result of the vesting of restricted stock units. Surrender of shares in payment of tax withholding due as a result of the vesting of performance stock units. Each restricted stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting. The restricted stock units shall vest in equal quarterly installments over a three-year period and were granted pursuant to the annual equity grant program. This award fully vested on April 15, 2026. The remaining restricted stock units shall vest on July 15, 2026, October 15, 2026, January 15, 2027 and April 15, 2027. The remaining restricted stock units shall vest on July 15, 2026, October 15, 2026, January 15, 2027, April 15, 2027, July 15, 2027, October 15, 2027, January 15, 2028 and April 15, 2028. Each performance stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting. This performance stock unit award included stock price and total stockholder return-based performance criteria and was structured in four tranches tied to stock price targets of $60, $80, $100, and $120, with a TSR modifier applicable to the award. The performance conditions for the $60 tranche, the $80 tranche, and the $100 tranche were certified on August 22, 2023, December 5, 2024, and January 24, 2025, respectively. As a result, the three certified tranches became subject to a service-based vesting condition pursuant to which 50% of the shares vested on April 15, 2026 and 50% of the shares will vest on April 15, 2028 (subject to continued service to the company). The performance criteria for the remaining tranche tied to the $120 stock price target have not yet been satisfied. Reflects the number of shares earned with respect to performance stock units that fully vested on April 15, 2026. The achievement levels of the performance metrics applicable to the award and the number of shares earned based on such results were certified on April 15, 2026.
Key Figures
RSU grant: 73,437 units
Open-market sale: 7,500 shares at $134.46
Derivative exercises: 938,324 shares
+5 more
8 metrics
RSU grant
73,437 units
Restricted stock units granted to CEO on April 15, 2026
Open-market sale
7,500 shares at $134.46
Common stock sold pursuant to Rule 10b5-1 plan
Derivative exercises
938,324 shares
Shares acquired via exercise or conversion of equity awards
Tax withholding
494,033 shares
Shares surrendered to cover tax obligations on vesting
Post-transaction holdings
746,897 shares
Direct Marvell common stock owned after all transactions
PSU exercise block
605,780 shares
Common shares from performance stock units exercised
Weighted price range
$132.03–$137.99
Price range for the reported 7,500-share sale
PSU vesting date
April 15, 2026
Date performance unit award fully vested and was certified
Key Terms
Restricted Stock Units, Performance Stock Units, 10b5-1 Plan, tax withholding, +1 more
5 terms
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Stock Units financial
"Each performance stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
10b5-1 Plan financial
"Sales were made pursuant to a 10b5-1 Plan adopted by the Reporting Person on December 16, 2025."
A 10b5-1 plan is a pre-arranged strategy that allows company insiders to buy or sell their shares at predetermined times and prices, even while they are aware of confidential information. It acts like a scheduled appointment for trading, helping ensure transactions happen transparently and legally, which can reassure investors that trades are not based on insider knowledge.
tax withholding financial
"Surrender of shares in payment of tax withholding due as a result of the vesting of restricted stock units."
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
total stockholder return-based performance criteria financial
"This performance stock unit award included stock price and total stockholder return-based performance criteria and was structured in four tranches tied to stock price targets of $60, $80, $100, and $120."
FAQ
What did Marvell (MRVL) CEO Matthew Murphy report in this Form 4?
Matthew J. Murphy reported new equity awards, option-like conversions, tax-related share surrenders, and a small open-market sale. Together, these transactions reflect routine executive compensation activity and position adjustments rather than a large discretionary change in his overall Marvell share ownership.
How many Marvell (MRVL) restricted stock units were granted to the CEO?
He was granted 73,437 restricted stock units, each representing one Marvell common share upon vesting. These RSUs vest in equal quarterly installments over three years, as part of the company’s annual equity grant program for leadership, subject to his continued service to Marvell.
What performance stock unit milestones were involved for Marvell (MRVL)?
The performance stock unit award used stock price and total stockholder return-based criteria, with tranches tied to $60, $80, $100, and $120 price targets. The first three tranches were certified earlier, while the remaining $120 tranche performance condition has not yet been satisfied under the disclosed structure.