Marvell Technology, Inc. - Form 8-K - Current Report July 9, 2026

Oct 3, 2026

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Current Report on Form 8-K filed by Marvell Technology, Inc. with the U.S. Securities and Exchange Commission on July 9, 2026. The filing reports that Marvell submitted a prospectus supplement to its automatic shelf registration statement on Form S-3ASR and states the report is filed solely to include an opinion by Wilson Sonsini Goodrich & Rosati regarding the legality of the issuance and sale of specified securities. The report also lists related exhibits and signatures.

LanguageEnglish

CategoryResearch & Report

FormatPDF

Pages5

Reading Time13 min

AccessFree to download

Item 8.01 Other Events

Filing of prospectus supplement and Exhibit 5.1

Item 9.01 Financial Statements and Exhibits

Exhibits 5.1, 23.1, and 104

Signature

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: July 9, 2026 (Date of earliest event reported) MARVELL TECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40357 (Commission File Number) 1000 N. West Street, Suite 1200 Wilmington, Delaware 19801 (Address of principal executive offices, including Zip Code) (302) 295-4840 (Registrant’s telephone number, including area code) 85-3971597 (IRS Employer Identification No.) 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: ☐ 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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common Stock MRVL The Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230 .405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240 . 12b-2 of this chapter) . Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 8.01 Other Events. On July 9, 2026, Marvell Technology, Inc. filed a prospectus supplement to its automatic shelf registration statement on Form S-3 (Registration No. 333-285742) with the Securities and Exchange Commission. This Current Report is being filed solely for the purpose of filing the opinion ofWilson Sonsini Goodrich & Rosati, Professional Corporation relating to the legality of the issuance and sale of the securities set forth in the prospectus supplement, which opinion is attached as Exhibit 5.1 hereto. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 5.1 Opinion ofWilson Sonsini Goodrich & Rosati, Professional Corporation 23.1 Consent ofWilson Sonsini Goodrich & Rosati, Professional Corporation (included as part of Exhibit 5. 1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. MARVELL TECHNOLOGY, INC. Date: July 9, 2026 By: /s/ Mark Casper Mark Casper EVP, Chief Legal Oficer and Secretary Exhibit 5.1 Wilson Sonsini Goodrich & Rosati Professional Corporation 650 Page Mill Road Palo Alto, California 94304-1050 O: 650.493.9300 F: 866.974.7329 July 9, 2026 Marvell Technology, Inc. 1000 N. West Street, Suite 1200 Wilmington, Delaware 19801 Re: Registration Statement on Form S-3ASR Ladies and Gentlemen: At your request, we have examined the Registration Statement on Form S-3ASR (the “Registration Statement”), filed by Marvell Technology, Inc., a Delaware corporation (the “Company”), with the Securities and Exchange Commission (the “Commission”) in connection with the registration pursuant to the Securities Act of 1933, as amended (the “Act”), and the prospectus supplement, dated July 9, 2026, filed with the Commission on July 9, 2026 pursuant to Rule 424(b) of the Act (the “Prospectus Supple

FAQs

What event is described in Item 8.01 of the Form 8-K?

On July 9, 2026, Marvell filed a prospectus supplement to its automatic shelf registration statement on Form S-3ASR with the SEC, and the report is filed to include an opinion regarding the legality of the securities covered in that supplement.

Why is the Form 8-K being filed solely for a specific purpose?

The report states it is filed solely to file the opinion of Wilson Sonsini Goodrich & Rosati relating to the legality of the issuance and sale of the securities set forth in the prospectus supplement, which is attached as Exhibit 5.1.

What does the Exhibit 5.1 opinion conclude about the shares?

Based on the examination and assumptions described, the opinion states that the shares have been duly authorized and are validly issued, fully paid, and nonassessable.

Oct 3, 2026

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