Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: On April 29, 2021, Inphi Corporation, a wholly owned subsidiary of the Company, delivered an aggregate of 7.1 million newly issued shares of common stock of the Company, to a limited number of holders of Inphi’s outstanding 0.75% Convertible Senior Notes due 2021 and outstanding 0.75% Convertible Senior Notes due 2025 pursuant to separate, privately negotiated exchange agreements.
−Removed: These shares were delivered in exchange for approximately $9.6 million in aggregate principal amount of the 2021 Notes and $199.5 million in aggregate principal amount of the 2025 Notes.
−Removed: Following the settlement of the exchanges, the Notes delivered to Inphi pursuant to the exchange agreements were cancelled.
−Removed: These shares were offered and sold, pursuant to the exemption provided by Section 4(a)(2) of the Securities Act of 1933, as amended.
−Removed: In addition, during the first quarter of fiscal year 2022, the Company issued an aggregate of 2.5 million shares of common stock to certain holders of the Notes that elected to voluntarily convert the principal amount of the Notes pursuant to the terms and conditions of the Indentures governing the Notes.
−Removed: The common stock issued as a result of these conversions was issued pursuant to the exemption provided by Section 3(a)(9) of the Securities Act.
+Added: In the second quarter of fiscal 2022, the Company issued an aggregate of 3,864,984 shares of common stock to holders of certain notes that elected to voluntarily convert $193.0 million principal amount of the notes pursuant to the terms and conditions of the Indenture, dated as of September 12, 2016, between Inphi Corporation and Wells Fargo Bank, National Association, as trustee, as amended by the First Supplemental Indenture, dated as of April 20, 2021, and the Indenture, dated as of April 24, 2020, between Inphi Corporation and U.S.
+Added: Bank National Association, as trustee, as amended by the First Supplemental Indenture, dated as of April 20, 2021.
+Added: The common stock issued as a result of these conversions were issued in reliance upon the exemption from the registration in Section 3(a)(9) of the Securities Act.
Issuer Purchases of Equity Securities
Our share repurchase program was temporarily suspended in late March 2020 to preserve cash during the COVID-19 pandemic and the program remains suspended as we focus on reducing our debt and de-levering our balance sheet.
−Removed: As a result, the Company did not repurchase any shares during the three months ended May 1, 2021.
+Added: As a result, the Company did not repurchase any shares during the three months ended July 31, 2021.
Although share repurchases are temporarily suspended, we have $564.5 million of repurchase authority remaining under our current share repurchase program.
82 unchanged sentences
10.17# Offer letter with Loi Nguyen
−Removed: Filed herewith
+Added: 10-Q 001-40357 10.17 6/9/2021
10.18# Offer letter with Nariman Yousefi
−Removed: Filed herewith
+Added: 10-Q 001-40357 10.18 6/9/2021
10.19# Offer letter with Chris Koopmans
1 unchanged sentence
10.20# Fiscal Year 2022 Named Executive Officer Compensation
+Added: 10-Q 001-40357 10.20 6/9/2021
+Added: 10.21# Amended and restated form of stock unit agreement under the 1995 Stock Option Plan as amended June 2021
Filed herewith
+Added: 10.22# Amended and restated form of subscription agreement under the 2000 ESPP as amended June 2021
+Added: Filed herewith
31.1 Rule 13a-14(a)/15d-14(a) Certification of the Principal Executive Officer
22 unchanged sentences
MARVELL TECHNOLOGY, INC.
+Added: August 27, 2021
Chief Financial Officer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.