SEC FORM 4

SEC FORM 4SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MURPHY MATTHEW J

(Last)

(First)

(Middle)

5488 MARVELL LANE

(Street)

SANTA CLARA

CALIFORNIA

95054

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Marvell Technology, Inc. [ MRVL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman of the Board and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/15/2026		S⁽¹⁾		7,500	D	$134.46⁽²⁾	302,606	D
Common Stock	04/15/2026		M		11,039	A	$0	313,645	D
Common Stock	04/15/2026		F⁽³⁾		5,813	D	$134.6	307,832	D
Common Stock	04/15/2026		M		6,969	A	$0	314,801	D
Common Stock	04/15/2026		F⁽³⁾		3,670	D	$134.6	311,131	D
Common Stock	04/15/2026		M		8,408	A	$0	319,539	D
Common Stock	04/15/2026		F⁽³⁾		4,427	D	$134.6	315,112	D
Common Stock	04/15/2026		M		306,128	A	$0	621,240	D
Common Stock	04/15/2026		F⁽⁴⁾		161,179	D	$134.6	460,061	D
Common Stock	04/15/2026		M		605,780	A	$0	1,065,841	D
Common Stock	04/15/2026		F⁽⁴⁾		318,944	D	$134.6	746,897	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁵⁾	04/15/2026		A		73,437		⁽⁶⁾	⁽⁶⁾	Common Stock	73,437	$0	73,437	D
Restricted Stock Units	⁽⁵⁾	04/15/2026		M			11,039	⁽⁷⁾	⁽⁷⁾	Common Stock	11,039	$0	0	D
Restricted Stock Units	⁽⁵⁾	04/15/2026		M			6,969	⁽⁸⁾	⁽⁸⁾	Common Stock	6,969	$0	27,875	D
Restricted Stock Units	⁽⁵⁾	04/15/2026		M			8,408	⁽⁹⁾	⁽⁹⁾	Common Stock	8,408	$0	67,270	D
Performance Stock Units	⁽¹⁰⁾	04/15/2026		M			306,128	⁽¹¹⁾	⁽¹¹⁾	Common Stock	306,128	$0	451,342	D
Performance Stock Units	⁽¹⁰⁾	04/15/2026		M			605,780	⁽¹²⁾	⁽¹²⁾	Common Stock	605,780	$0	0	D

Explanation of Responses:

1. Sales were made pursuant to a 10b5-1 Plan adopted by the Reporting Person on December 16, 2025.

2. 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.

3. Surrender of shares in payment of tax withholding due as a result of the vesting of restricted stock units.

4. Surrender of shares in payment of tax withholding due as a result of the vesting of performance stock units.

5. Each restricted stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting.

6. 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.

7. This award fully vested on April 15, 2026.

8. The remaining restricted stock units shall vest on July 15, 2026, October 15, 2026, January 15, 2027 and April 15, 2027.

9. 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.

10. Each performance stock unit represents a contingent right to receive one share of Common Stock of Marvell Technology, Inc. upon vesting.

11. 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.

12. 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.

Remarks:

	/s/ Matthew J. Murphy, by Blair Walters as Attorney-in-Fact	04/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

SEC Form 4 filed by Murphy Matthew J