Additional Proxy Soliciting Materials (definitive) (defa14a)
May 03 2017 - 4:34PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(Rule
14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the
Registrant ☒ Filed by a Party other than the
Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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MARVELL
TECHNOLOGY GROUP LTD.
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s)
Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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☒
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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☐
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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Important Notice of Availability of Proxy Materials for the Shareholder Meeting of
MARVELL TECHNOLOGY GROUP LTD.
To Be Held On:
June 15,
2017 at 4:00 p.m.
at Marvell Semiconductor, Inc., 5488 Marvell Lane, Santa Clara, CA 95054
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COMPANY NUMBER
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ACCOUNT NUMBER
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CONTROL NUMBER
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This communication presents only an overview of the more complete proxy materials that are available to you on the Internet.
We encourage you to access and review all of the important information contained in the proxy materials before voting.
If you want to receive a
paper or
e-mail
copy of the proxy materials you must request one. There is no charge to you for requesting a copy. To facilitate timely delivery please make the request as instructed below before 06/05/17.
Please visit http://www.astproxyportal.com/ast/25269/, where the following materials are available for view:
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• Notice of Annual Meeting of Stockholders
• Proxy Statement
• Form of Electronic Proxy Card
•
Annual Report on Form 10-K
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TO REQUEST MATERIAL:
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TELEPHONE:
888-Proxy-NA
(888-776-9962)
718-921-8562
(for international callers)
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E-MAIL:
info@astfinancial.com
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WEBSITE: https://us.astfinancial.com/proxyservices/requestmaterials.asp
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TO VOTE:
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ONLINE:
To access your online proxy card, please visit
www.voteproxy.com
and follow the on-screen instructions or scan the QR code with your smartphone. You may enter your voting instructions at
www.voteproxy.com up until 11:59 PM Eastern Time the day before the cut-off or meeting date.
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IN PERSON:
You may vote your shares in person by attending the Annual Meeting.
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TELEPHONE:
To vote by telephone, please visit
www.voteproxy.com
to view the materials and to obtain the toll free number to call.
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MAIL:
You may request a card by following the instructions above.
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THE BOARD OF DIRECTORS RECOMMENDS
THAT YOU VOTE “FOR” THE NOMINEES LISTED IN PROPOSAL 1, “FOR” PROPOSALS 2 AND 4, AND FOR “1 YEAR” FOR PROPOSAL 3.
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1. Election of Directors:
Tudor Brown
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Peter A. Feld
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Richard S. Hill
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Oleg Khaykin
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Matthew J. Murphy
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Michael Strachan
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Robert E. Switz
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Randhir Thakur, Ph.D.
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2. An advisory (non-binding) vote to approve compensation of our named
executive officers.
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3. The approval of the frequency of a shareholder vote to approve the
compensation of the named executive officers.
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Please note that you cannot use this notice to vote by mail.
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4. The appointment of Deloitte & Touche LLP as Marvell’s
auditors and independent registered accounting firm, and authorization of the audit committee, acting on behalf of Marvell’s board of directors, to fix the remuneration of the auditors and independent registered accounting firm, in both cases
for the fiscal year ending February 3, 2018.
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*** Exercise Your
Right
to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on June 15, 2017
MARVELL TECHNOLOGY GROUP LTD.
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Meeting Information
Meeting Type:
Annual Meeting
For holders as of :
April 19, 2017
Date:
June 15, 2017
Time:
4:00 PM PDT
Location:
Marvell Semiconductor, Inc.
5488 Marvell Lane
Santa Clara, CA 95054
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You are receiving this communication because you hold shares in the
above named company.
This is not a ballot. You cannot use this notice to vote these
shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at
www.proxyvote.com
or easily request a paper copy (see reverse
side).
We encourage you to access and review all of the important information
contained in the proxy materials before voting.
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See the reverse side of this notice to obtain proxy materials and voting instructions.
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0000337181_1 R1.0.1.15
— Before You Vote —
How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE:
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1. Notice & Proxy
Statement 2. Form 10-K
How to View Online:
Have the information that is printed in the box marked by the arrow
(located on the following page) and visit:
www.proxyvote.com.
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please
choose one of the following methods to make your request:
1)
BY INTERNET
: www.proxyvote.com
2)
BY TELEPHONE
: 1-800-579-1639
3)
BY E-MAIL*
: sendmaterial@proxyvote.com
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the
box marked by the arrow
(located on the following page) in the subject line.
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the
request as instructed above on or before June 01, 2017 to facilitate timely delivery.
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— How To Vote —
Please Choose One of the Following Voting Methods
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Vote
In Person:
If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at
www.proxyvote.com
or request a paper copy of the materials, which will contain
the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special
requirements for meeting attendance.
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Vote By Internet:
To vote now by Internet,go to
www.proxyvote.com.
Have the information that is printed
in the box marked by the arrow
available and follow the instructions.
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Vote By Mail:
You can vote by mail by requesting a paper copy of
the materials, which will include a voting instruction form.
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Internal Use
Only
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0000337181_2 R1.0.1.15
The Board of Directors recommends you vote FOR the following proposal(s):
Nominees
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1h.
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Randhir Thakur, Ph.D.
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The Board of Directors recommends you vote FOR the following proposal(s):
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2.
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An advisory (non-binding) vote to approve compensation of our named executive officers.
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The Board of Directors recommends you
vote 1 YEAR on the following proposal:
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3.
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The approval of the frequency of a shareholder vote to approve the compensation of the named executive officers.
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The Board of Directors recommends you vote FOR the following proposal(s):
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4.
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The appointment of Deloitte & Touche LLP as Marvell’s auditors and independent registered accounting firm, and authorization of the audit committee, acting on behalf of Marvell’s board of
directors, to fix the remuneration of the auditors and independent registered accounting firm, in both cases for the fiscal year ending February 3, 2018.
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0000337333_3 R1.0.1.15
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Voting items Continued
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Reserved for Broadridge Internal Control Information
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NOTE:
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In their discretion, the proxies are authorized to vote upon such other business as may properly come before the Annual General Meeting.
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THIS SPACE RESERVED FOR LANGUAGE PERTAINING TO
BANKS AND BROKERS
AS REQUIRED BY
THE NEW YORK STOCK EXCHANGE
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Broadridge Internal Use Only
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THIS SPACE RESERVED FOR SIGNATURES IF APPLICABLE
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Job #
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Envelope #
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Sequence #
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# of # Sequence #
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0000337181_4 R1.0.1.15
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