UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 28, 2012
MARVELL TECHNOLOGY GROUP LTD.
(Exact name of registrant as specified in its charter)
| Bermuda | 0-30877 | 77-0481679 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
Canon’s Court
22 Victoria Street
Hamilton HM 12
Bermuda
(Address of principal executive offices)
(441) 296-6395
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the Annual General Meeting of Shareholders held on June 28, 2012 (the “Annual Meeting”) for Marvell Technology Group Ltd. (the “Company”), shareholders voted on the matters as set forth below. Each issued common share was entitled to one vote on the proposals voted on at the meeting.
| 1. | The nominees for election to the Board were elected, each for a one-year term until the 2013 annual general meeting of shareholders, based upon the following votes: |
| For | Against | Abstain | Broker Non-Votes |
|||||||||||||
| Dr. Sehat Sutardja |
425,878,595 | 10,904,652 | 9,924,268 | 56,936,596 | ||||||||||||
| Dr. Pantas Sutardja |
427,962,336 | 8,865,473 | 9,879,706 | 56,936,596 | ||||||||||||
| Dr. Juergen Gromer |
427,083,775 | 9,742,835 | 9,880,905 | 56,936,596 | ||||||||||||
| Arturo Krueger |
426,937,830 | 9,884,488 | 9,885,197 | 56,936,596 | ||||||||||||
| Dr. Randhir Thakur |
434,930,112 | 1,880,932 | 9,896,471 | 56,936,596 | ||||||||||||
The term of office for Dr. John G. Kassakian continued after the Annual Meeting. With respect to the election of each director in the table above, an “abstain” vote had the same effect as an “against” vote.
| 2. | The proposal to approve, on an advisory and non-binding basis, the compensation of the Company’s named executive officers, was approved based upon the following votes: |
| For |
321,436,920 | |||
| Against |
115,373,815 | |||
| Abstain |
9,896,780 | |||
| Broker Non-Votes |
56,936,596 |
| 3. | The proposal to re-appoint PricewaterhouseCoopers LLP as the Company’s auditors and independent registered public accounting firm, and authorize the audit committee, acting on behalf of the Board, to fix the remuneration of the auditors and independent registered public accounting firm, in both cases for the Company’s fiscal year ending February 2, 2013, was approved based upon the following votes: |
| For |
491,117,972 | |||
| Against |
2,624,037 | |||
| Abstain |
9,902,102 |
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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.
Dated: July 2, 2012
| MARVELL TECHNOLOGY GROUP LTD. | ||
| By: | /s/ Clyde R. Hosein | |
| Clyde R. Hosein Chief Financial Officer and Secretary | ||
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