A Dark Vector Cognition product

Item 5. Other Information

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Item 5. Other Information

(c) During the quarter ended October 28, 2023, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading or similar arrangements as defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits
Exhibit No.ItemFormFile NumberIncorporated by Reference from Exhibit NumberFiled with SEC
2.1**Agreement and Plan of Merger and Reorganization, dated as of October 29, 2020, by and among Marvell Technology Group Ltd., Inphi Corporation, Maui HoldCo, Inc., Maui Acquisition Company Ltd and Indigo Acquisition Corp.8-K000-308772.110/30/2020
2.2Agreement and Plan of Merger by and among the Company, Kauai Acquisition Corp., and Cavium, Inc. dated as of November 19, 20178-K000-308772.111/20/2017
2.3Asset Purchase Agreement between Marvell and NXP dated May 29, 201910-Q000-308772.19/4/2019
3.1Second Amended and Restated Certificate of Incorporation of Marvell Technology, Inc.8-K001-403573.13/15/2023
3.2Amended and Restated Bylaws of Marvell Technology, Inc.8-K001-403573.24/20/2021
4.1Base Indenture, dated as of April 12, 2021, between Marvell Technology, Inc. and U.S. Bank National Association, as trustee8-K000-308774.14/12/2021
4.2First Supplemental Indenture, dated as of April 12, 2021, by and among Marvell Technology, Inc., Marvell Technology Group Ltd. and U.S. Bank National Association, as trustee8-K000-308774.24/12/2021
4.3Form of $500,000,000 1.650% Senior Notes due 2026 (included as Exhibit A to Exhibit 4.2)8-K000-308774.34/12/2021
4.5Form of $750,000,000 2.450% Senior Notes due 2028 (included as Exhibit B to Exhibit 4.2)8-K000-308774.44/12/2021
4.6Form of $750,000,000 2.950% Senior Notes due 2031 (included as Exhibit C to Exhibit 4.2)8-K000-308774.54/12/2021
4.7Second Supplemental Indenture, dated as of May 4, 2021, between Marvell Technology, Inc. and U.S. Bank National Association, as trustee8-K001-403574.25/4/2021
4.8Form of $433,817,000 4.200% Senior Notes due 2023 (included as Exhibit A to Exhibit 4.2)8-K001-403574.35/4/2021
4.9Form of $479,394,000 4.875% Senior Notes due 2028 (included as Exhibit B to Exhibit 4.2)8-K001-403574.45/4/2021
4.10Third Supplemental Indenture, dated as of September 18, 2023, between Marvell Technology, Inc. and U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association), as trustee8-K001-403574.19/18/2023
4.11Form of Global Note for the 5.750% Senior Notes due 2029 (included as Exhibit A to Exhibit 4.1)8-K001-403574.29/18/2023
4.12Form of Global Note for the 5.950% Senior Notes due 2033 (included as Exhibit B to Exhibit 4.1)8-K001-403574.39/18/2023
4.13Base Indenture, dated as of June 22, 2018, by and between Marvell Technology Group Ltd. and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), as trustee.8-K000-308774.16/22/2018
4.14First Supplemental Indenture, dated as of June 22, 2018, by and between Marvell Technology Group Ltd. and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), as trustee8-K000-308774.26/22/2018
4.15Second Supplemental Indenture, dated as of April 15, 2021, by and between Marvell Technology Group Ltd. and U.S. Bank National Association8-K000-308774.14/19/2021
4.16The description of the Registrant’s Common Stock, par value $0.002 per share, contained in the Registrant’s Registration Statement on Form S-4 initially filed with the Commission on December 22, 2020, as amended10-K001-403574.123/9/2023
10.1Form of Indemnification Agreement8-K001-4035710.14/20/2021
10.2**Credit Agreement, dated as of December 7, 2020, among Marvell Technology Group Ltd., Maui HoldCo, Inc., the Guarantors party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as the Administrative Agent8-K000-3087710.112/8/2020
10.3.1First Amendment to Credit Agreement, dated as of April 14, 2023, is made between, among others, Marvell Technology, Inc., a Delaware corporation , the LENDERS party hereto and JPMorgan Chase Bank, N.A., as the Administrative Agent8-K001-4035710.24/17/2023
10.3.2Second Amendment To Credit Agreement dated as of October 23, 2023, between, among others, Marvell Technology, Inc., a Delaware corporation, the Lenders party hereto and JPMorgan Chase Bank, N.A., as the Administrative Agent under the Credit Agreement.Filed herewith
10.4.1**Amended and Restated Revolving Credit Agreement dated as of April 14, 2023, among Marvell Technology, Inc.., a Delaware corporation, the Lenders party hereto and Bank of America, N.A., as the Administrative Agent.8-K001-4035710.14/17/2023
10.4.2First Amendment To Credit Agreement dated as of October 23, 2023, is made between, among others, Marvell Technology, Inc., a Delaware corporation (The “Borrower”), the lenders party hereto and Bank of America, N.A., as the Administrative Agent Under The Credit AgreementFiled herewith
10.5Form of Exchange Agreement8-K001-4035710.14/21/2021
10.6Registration Rights Agreement, dated as of April 12, 2021, by and among Marvell Technology, Inc., Marvell Technology Group Ltd. and J.P. Morgan Securities, LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the initial purchasers of the Notes8-K000-3087710.14/12/2021
10.7#Marvell Technology Group Ltd. Amended and Restated 1995 Stock Option Plan (now named the Marvell Technology, Inc. Amended and Restated 1995 Stock Option Plan) (as amended and restated as of April 2, 2021)S-8333-2553844.14/20/2021
10.7.1#Form of Stock Option Agreement and Notice of Grant of Stock Options and Option Agreement for use with 1995 Stock Option Plan (for options granted after September 20, 2013)8-K000-3087710.29/26/2013
10.7.2#Form of Performance Award Agreement and Notice of Grant of Performance Award and Award Agreement for use with the Amended and Restated 1995 Stock Option Plan10-Q000-3087710.26/5/2014
10.7.3#Form of Deferral Feature Stock Unit Agreement with Stock Unit Election Form for use with the Amended and Restated 1995 Stock Option Plan10-K000-3087710.3.113/29/2018
10.7.4#Form of Relative TSR RSU Grant Notice10-Q000-3087710.36/6/2019
10.7.5#Form of Value Creation Performance Based Restricted Stock Unit Grant Notice10-Q000-3087710.16/6/2019
10.7.6#Amended and restated form of stock unit agreement under the 1995 Stock Option Plan as amended June 202110-Q001-4035710.218/27/2021
10.7.7#Form of Relative TSR RSU Grant Notice as amended March 202210-Q001-4035710.7.7#5/27/2022
10.7.8#Form of Relative TSR and EPS RSU Grant Notice10-Q001-4035710.7.8#5/27/2022
10.7.9#Form of Relative TSR and EPS RSU Grant Notice December 202210-K001-4035710.7.93/9/2023
10.7.10#Form of Relative TSR and EPS RSU Grant Notice April 202310-Q001-4035710.7.105/26/2023
10.7.11# **Special Equity Grant Agreement as approved March 202310-Q001-4035710.7.115/26/2023
10.8#Amended and Restated Marvell Technology, Inc. 2000 Employee Stock Purchase Plan (as approved by stockholders on June 23, 2022)10-K001-4035710.8.13/9/2023
10.8.1#Amended and restated form of subscription agreement under the 2000 ESPP as amended June 202110-Q001-4035710.228/27/2021
10.9#Offer Letter between the Marvell and Matthew J. Murphy and form of Severance Agreement attached thereto as Appendix B8-K000-3087710.16/20/2016
10.9.1#Severance Agreement with Matt Murphy as amended March 202310-Q001-4035710.9.15/26/2023
10.10#Cavium, Inc. 2016 Equity Incentive Plan (including forms of grant notice and agreements)10-Q000-3087710.112/4/2019
10.11#Cavium, Inc. 2007 Equity Incentive Plan (including forms of grant notice and agreements)10-Q000-3087710.212/4/2019
10.12#QLogic Corporation 2005 Performance Incentive Plan (including forms of grant notice and agreements)10-Q000-3087710.312/4/2019
10.13#Aquantia Corp. 2017 Equity Incentive Plan (including forms of grant notice and agreements)10-Q000-3087710.612/4/2019
10.14#Aquantia Corp. 2015 Equity Incentive Plan (including forms of grant notice and agreements)10-Q000-3087710.512/4/2019
10.15#Aquantia Corp. 2004 Equity Incentive Plan (including forms of grant notice and agreements)10-Q000-3087710.412/4/2019
10.16#Inphi Corporation Amended and Restated 2010 Stock Incentive Plan, as amended and restated on April 14, 2020S-8333-2553844.104/20/2021
10.17#Offer letter with Loi Nguyen10-Q001-4035710.176/9/2021
10.18#Offer letter with Chris Koopmans10-Q000-3087710.49/8/2016
10.19#Fiscal 2024 Named Executive Officer Compensation10-Q001-4035710.195/26/2023
10.21#Marvell Technology Inc. Change in Control Severance Plan and Summary Plan Description as amended and restated June 202310-Q001-4035710.218/25/2023
10.22Warrant to Purchase Common Shares of Marvell dated June 5, 20198-K000-3087799.16/5/2019
10.23#Offer Letter between Marvell and Mitchell Gaynor10-Q000-3087710.39/8/2016
10.24#Severance Agreement between the Company and Mitchell Gaynor10-K000-3087710.233/28/2017
10.25#Promotion to CFO Letter for Willem Meintjes10-K001-4035710.293/9/2023
10.26#Offer Letter between Marvell and Raghib Hussain10-Q000-3087710.39/12/2018
10.27#Offer Letter for Dean Jarnac and promotion summary of terms10-Q000-3087710.912/4/2019
10.28#Innovium, Inc. Amended 2015 Stock Option and Grant Plan (including forms of grant notice and agreements)S-8333-2600604.110/5/2021
10.29Registration Rights Agreement, dated as of May 4, 2021, by and between Marvell Technology, Inc. and J.P. Morgan Securities LLCS-4333-2608324.611/5/2021
10.30Underwriting Agreement, dated September 11, 2023, among Marvell Technology, Inc. and J.P. Morgan Securities LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein8-K001-403571.19/18/2023
31.1Rule 13a-14(a)/15d-14(a) Certification of the Principal Executive OfficerFiled herewith
31.2Rule 13a-14(a)/15d-14(a) Certification of the Principal Financial OfficerFiled herewith
32.1*Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for Principal Executive OfficerFiled herewith
32.2*Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for Principal Financial OfficerFiled herewith
101.INSInline XBRL Instance DocumentFiled herewith
101.SCHInline XBRL Taxonomy Extension Schema DocumentFiled herewith
101.CALInline XBRL Taxonomy Extension Calculation Linkbase DocumentFiled herewith
101.DEFInline XBRL Taxonomy Extension Definition DocumentFiled herewith
101.LABInline XBRL Taxonomy Extension Label Linkbase DocumentFiled herewith
101.PREInline XBRL Taxonomy Extension Presentation Linkbase DocumentFiled herewith
104The cover page for this Form 10-Q, formatted in Inline XBRL (included in Exhibit 101)Filed herewith
#Management contracts or compensation plans or arrangements with, or in which, directors or executive officers are eligible to participate.
*The certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filings under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.
**Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and similar attachments have been omitted. The registrant hereby agrees to furnish a copy of any omitted schedule or similar attachment to the SEC upon request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

MARVELL TECHNOLOGY, INC.
Date: December 1, 2023By:/S/ WILLEM MEINTJES
Willem Meintjes
Chief Financial Officer
(Principal Financial Officer)

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