Marvell Technology Group (MRVL)

Award Mix

Generally, the long-term incentive compensation for our named executive officers consists entirely of stock options. The executive compensation committee believes that as a high growth company, stock options provide the named executive officers with the best set of incentives to increase shareholder value as well as the best structure to meet our motivation and retention objectives.

The stock options, which are granted with an exercise price equal to the fair market value of our common shares on the grant date, reward our executives only to the extent that our stock price appreciates and shareholders realize value following the grant date. The executive compensation committee believes that using a multi-year vesting schedule for our stock option awards aids retention; is consistent with peer group practices; and provides rewards for longer-term stock price appreciation. In addition, the executive compensation

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Table of Contents

committee may choose to grant stock options to our named executive officers with performance-based vesting requirements to further tie their compensation to our performance.

Award Mix

        Generally, the long-term incentive compensation for our named executive officers consists entirely of stock options. The executive compensation committee believes that as a high growth company, stock options provide our named executive officers with the best set of incentives to increase shareholder value as well as the best structure to meet our motivation and retention objectives.

        The stock options, which are granted with an exercise price equal to the fair market value of our common shares on the grant date, reward our executive officers only to the extent that our stock price appreciates and shareholders realize value following the options' grant date. The executive compensation committee believes that using a vesting schedule for our stock option awards aids retention, is consistent with peer group practices, and provides rewards for longer-term stock price appreciation. In addition, the executive compensation committee also grants stock options to our named executive officers with performance-based vesting to further tie their compensation to our performance.

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