Marvell Technology, Inc. filings document the company’s operating results, capital-markets activity and governance matters as a Nasdaq-listed semiconductor issuer. Recent 8-K disclosures cover quarterly and fiscal-year results, dividend declarations, senior note financing under an automatic shelf registration statement, prospectus supplement exhibits and related legal opinions.
The filings also describe MRVL capital-structure changes, including Series A Convertible Preferred Stock issued to NVIDIA Corporation, certificate of designation terms, debt indenture provisions and unregistered common-stock issuances tied to the completed Celestial AI acquisition. These records address securities registration, financing terms, conversion mechanics, exhibits and other material events affecting the company’s equity and debt structure.
Matthew J. Murphy, Chairman and CEO of Marvell Technology, Inc. (MRVL), reported a transaction on 09/25/2025. The Form 4 shows a matched transaction reporting 13,600 shares of Marvell common stock at a weighted-average price of $77.09. After the reported transaction, the filing shows 268,637 shares beneficially owned. The footnotes state the reported price is a weighted average for shares sold in multiple transactions at prices ranging from $76.96 to $77.16, and that although the purchase was matchable under Section 16(b), no profit disgorgement was required. The Form 4 is signed by Matthew Murphy by attorney-in-fact Blair Walters.
Marvell Technology, Inc. reported that its Board of Directors authorized a new $5 billion addition to the balance of its existing stock repurchase program, expanding the company’s capacity to return capital through share buybacks. The company also entered into an accelerated share repurchase agreement (the ASR Agreement) with a financial institution to repurchase an additional $1 billion of its common stock, on top of $300 million already repurchased in the current quarter.
Under the ASR Agreement, Marvell will prepay $1 billion on September 25, 2025 and expects an initial delivery of approximately 10.7 million shares, with the final share count based on the volume-weighted average price during the agreement term, less a discount and subject to adjustments. As of the company’s fiscal quarter end on August 2, 2025, $2.0 billion remained available under prior authorizations, and since then it has repurchased an additional $300 million of common stock. The ASR will be funded with existing cash and is scheduled to settle by the end of calendar year 2025, with customary provisions that could change the timing.
Marvell Technology, Inc. reported that its Board of Directors has declared a regular quarterly cash dividend of $0.06 per share. The dividend will be paid on October 30, 2025 to stockholders who are on record as of the close of business on October 10, 2025. This means only investors who hold the shares by the record date will receive the payment.
The company notes that any future quarterly cash dividends are not guaranteed. They will depend on what the Board believes is in the best interests of the company and its stockholders, along with factors such as operating results, cash balances and future cash requirements, overall financial condition, legal requirements under Delaware law, and other considerations the Board finds relevant.
Marvell Technology, Inc. (MRVL) Form 144 notifies a proposed sale of 1,500 shares of common stock through Morgan Stanley Smith Barney LLC with an approximate sale date of 09/15/2025 on NASDAQ. The shares were acquired as performance shares from the issuer on 04/15/2022. The filer reports three recent sales by Panteha Dixon in the past three months: 1,330 shares on 08/15/2025 (gross proceeds $105,203), 1,273 shares on 07/15/2025 (gross proceeds $93,794.64), and 1,283 shares on 06/16/2025 (gross proceeds $87,885.50). The form includes the standard representation that the seller has no undisclosed material information.
Marvell reported $2.0 billion of net revenue in the second quarter of fiscal 2026, a 58% increase versus the prior-year quarter driven by 69% growth in data center sales and strong gains in carrier infrastructure, enterprise networking and consumer end markets. Automotive/industrial sales were flat. Cash and short-term investments totaled $1.2 billion, up $276.1 million from fiscal year-end.
The company entered into and subsequently completed the sale of its automotive ethernet business for $2.5 billion, classifying assets held for sale of $595.5 million (including $524.7 million of goodwill) and expecting to record a gain in the third quarter. Marvell repurchased 8.3 million shares for $540.0 million year-to-date and returned $643.5 million to stockholders via repurchases and dividends. Key balance-sheet items include $11.1 billion of goodwill and material wafer and capacity purchase commitments totaling at least $482.5 million.
Marvell Technology, Inc. filed a current report to share that it has released its financial results for the second quarter of fiscal year 2026, which ended on August 2, 2025. The detailed numbers and commentary are contained in a press release that is included as Exhibit 99.1.
The company also outlines logistics for its earnings conference call held on August 28, 2025 at 1:45 p.m. Pacific Time. Investors could access the live webcast through Marvell’s investor relations website or join by telephone using details provided in the press release and on the Quarterly Earnings section of the site. The filing notes that a telephone replay would be available until September 4, 2025 using a specified passcode.
The information about results and the press release is being furnished under Item 2.02, meaning it is not treated as filed for certain liability provisions or for incorporation by reference into other securities documents.
Insider grant and filing summary: Justin Scarpulla, SVP and Chief Accounting Officer of Marvell Technology, Inc. (MRVL), reported a grant of 12,662 restricted stock units (RSUs) on 08/18/2025. Each RSU converts to one common share upon vesting. The award vests over four years with 25% scheduled to vest on August 15, 2026 and the remainder vesting quarterly thereafter until fully vested. The Form 4 was filed indicating a direct beneficial ownership of 12,662 shares following the grant and was signed by an attorney-in-fact on 08/20/2025.
Marvell Technology EVP & Chief Legal Officer Mark Casper reported the vesting and conversion of 2,486 restricted stock units into common shares on August 15, 2025. 1,233 of those shares were surrendered to cover tax withholding at $76.19 per share. He now holds 5,567 common shares directly and 17,163 shares indirectly via the Mark J. Casper and Stephanie Casper Revocable Trust for family beneficiaries. Each RSU represents a contingent right to one common share, and the remaining RSUs will vest on November 15, 2025.
Form 144 notice for Marvell Technology, Inc. (MRVL) shows a proposed sale of 1,330 common shares through Morgan Stanley Smith Barney with an aggregate market value of $105,203 and an approximate sale date of 08/15/2025 on NASDAQ. The filer lists prior acquisitions via the company's Employee Stock Purchase Plan on 12/07/2020, 06/07/2021 and 06/07/2022 totaling 1,330 shares acquired by cash. The filing also discloses two recent sales by the same person: 1,273 shares on 07/15/2025 for $93,794.64 and 1,283 shares on 06/16/2025 for $87,885.50. Outstanding shares are reported as 862,200,000, indicating these transactions are immaterial to total share count.
Marvell Technology, Inc. entered into an Asset Purchase Agreement to sell its automotive ethernet business and related assets to Infineon Technologies AG for $2.5 billion in an all-cash transaction. The agreement also includes licensing of certain intellectual property to the buyer and provision of temporary transition services to support the handover.
The company announced the deal on April 7, 2025, and on August 14, 2025 stated that the transaction has closed. A press release announcing completion is furnished as Exhibit 99.1, and the filing references the cover page interactive data file.