MRVL » Topics » Equity Compensation Plan Information

These excerpts taken from the MRVL 10-K filed Apr 1, 2009.

Equity Compensation Plan Information

Information regarding the securities authorized for issuance under our equity compensation plans can be found under Part III, Item 12 of this Annual Report on Form 10-K under the caption “Equity Compensation Plan Information.”

Equity Compensation Plan Information

Information regarding the securities authorized for issuance under our equity compensation plans can be found under Part III, Item 12 of this Annual Report on Form 10-K under the caption “Equity Compensation Plan Information.”

Equity Compensation Plan Information

FACE="Times New Roman" SIZE="2">Information regarding the securities authorized for issuance under our equity compensation plans can be found under Part III, Item 12 of this Annual Report on Form 10-K under the caption “Equity
Compensation Plan Information.”

Equity Compensation Plan Information

The following table provides certain information with respect to all of our equity compensation plans in effect as of January 31, 2009:

 

Plan Category

   (a)
Number of
Securities to Be
Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights (1)
   (b)
Weighted-
Average Exercise
Price of
Outstanding
Options,
Warrants, and
Rights (2)
   (c)
Number of
Securities
Remaining
Available for
Future Issuance
under Equity
Compensation
Plans
(Excluding
Securities
Reflected in
Column (a))

Equity compensation plans approved by security holders (3)(4)

   91,267,250    $ 10.96    132,616,926

Equity compensation plans not approved by security holders (5)

   226,799    $ 0.12    —  
            

Total

   91,494,049    $ 10.93    132,616,926
            

 

(1) Includes only options and restricted stock units (outstanding under our equity compensation plans, as no stock warrants or other rights were outstanding as of January 31, 2009).
(2) The weighted average exercise price calculation does not take into account any restricted stock units as they have a de minimis purchase price.
(3) Includes our Amended and Restated 1995 Stock Option Plan, or 1995 Plan, our 1997 Directors’ Stock Option Plan, our Amended 2000 Employee Stock Purchase Plan, or 2000 ESPP, our 2007 Directors’ Stock Option Plan and common shares reserved for issuance under option plans we assumed in connection with our acquisition of Galileo Technology Ltd. No further options will be awarded under the Galileo option plans.
(4) The number of shares reserved for grant under the 1995 Plan is subject to an annual increase in shares reserved for issuance equal to the lesser of (a) 40,000,000 shares or (b) 5.0% of the outstanding shares of capital stock on such date. The number of shares reserved for issuance under our 2000 ESPP includes an annual increase in shares reserved for issuance equal to the lesser of (a) 8,000,000 shares or (b) 1.5% of the outstanding shares of our capital stock. Stock options, restricted stock, restricted stock units or stock appreciation rights may be awarded under our 1995 Plan.
(5) Consists of 84,406 common shares reserved for issuance under options we granted to former option holders of SysKonnect GmbH in connection with our acquisition of SysKonnect GmbH, 131,581 common shares reserved for issuance under options granted by the Company to former option holders of RADLAN Computer Communications Ltd. in connection with our acquisition of RADLAN Computer Communications Ltd. and 10,812 common shares reserved for issuance under options we granted to former option holders of Asica, Inc. in connection with our acquisition of Asica, Inc.

 

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required by Item 404 of Regulation S-K is incorporated by reference herein to the information set forth under the caption “Related Party Transactions” in our 2009 Proxy Statement.

The information required by Item 407(a) of Regulation S-K is incorporated by reference herein to the information set forth under the caption “Board of Directors and Committees of the Board” in our 2009 Proxy Statement.

 

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Table of Contents
Item 14. Principal Accounting Fees and Services

The information required by Item 9(e) of Schedule 14A is incorporated by reference to the information set forth under the caption “Information Concerning Independent Registered Public Accounting Firm” in our 2009 proxy Statement.

 

124


Table of Contents

Equity Compensation Plan Information

The following table provides certain information with respect to all of our equity compensation plans in effect as of January 31, 2009:

 

Plan Category

   (a)
Number of
Securities to Be
Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights (1)
   (b)
Weighted-
Average Exercise
Price of
Outstanding
Options,
Warrants, and
Rights (2)
   (c)
Number of
Securities
Remaining
Available for
Future Issuance
under Equity
Compensation
Plans
(Excluding
Securities
Reflected in
Column (a))

Equity compensation plans approved by security holders (3)(4)

   91,267,250    $ 10.96    132,616,926

Equity compensation plans not approved by security holders (5)

   226,799    $ 0.12    —  
            

Total

   91,494,049    $ 10.93    132,616,926
            

 

(1) Includes only options and restricted stock units (outstanding under our equity compensation plans, as no stock warrants or other rights were outstanding as of January 31, 2009).
(2) The weighted average exercise price calculation does not take into account any restricted stock units as they have a de minimis purchase price.
(3) Includes our Amended and Restated 1995 Stock Option Plan, or 1995 Plan, our 1997 Directors’ Stock Option Plan, our Amended 2000 Employee Stock Purchase Plan, or 2000 ESPP, our 2007 Directors’ Stock Option Plan and common shares reserved for issuance under option plans we assumed in connection with our acquisition of Galileo Technology Ltd. No further options will be awarded under the Galileo option plans.
(4) The number of shares reserved for grant under the 1995 Plan is subject to an annual increase in shares reserved for issuance equal to the lesser of (a) 40,000,000 shares or (b) 5.0% of the outstanding shares of capital stock on such date. The number of shares reserved for issuance under our 2000 ESPP includes an annual increase in shares reserved for issuance equal to the lesser of (a) 8,000,000 shares or (b) 1.5% of the outstanding shares of our capital stock. Stock options, restricted stock, restricted stock units or stock appreciation rights may be awarded under our 1995 Plan.
(5) Consists of 84,406 common shares reserved for issuance under options we granted to former option holders of SysKonnect GmbH in connection with our acquisition of SysKonnect GmbH, 131,581 common shares reserved for issuance under options granted by the Company to former option holders of RADLAN Computer Communications Ltd. in connection with our acquisition of RADLAN Computer Communications Ltd. and 10,812 common shares reserved for issuance under options we granted to former option holders of Asica, Inc. in connection with our acquisition of Asica, Inc.

 

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required by Item 404 of Regulation S-K is incorporated by reference herein to the information set forth under the caption “Related Party Transactions” in our 2009 Proxy Statement.

The information required by Item 407(a) of Regulation S-K is incorporated by reference herein to the information set forth under the caption “Board of Directors and Committees of the Board” in our 2009 Proxy Statement.

 

123


Table of Contents
Item 14. Principal Accounting Fees and Services

The information required by Item 9(e) of Schedule 14A is incorporated by reference to the information set forth under the caption “Information Concerning Independent Registered Public Accounting Firm” in our 2009 proxy Statement.

 

124


Table of Contents
These excerpts taken from the MRVL 10-K filed Mar 28, 2008.

Equity Compensation Plan Information

        The following table provides certain information with respect to all of our equity compensation plans in effect as of February 2, 2008:

Plan Category

  Number of Securities to Be Issued Upon Exercise of Outstanding Options, Warrants and Rights
  Weighted-Average Exercise Price of Outstanding Options, Warrants, and Rights
  Number of Securities Remaining Available for Future Issuance under equity compensation plans (Excluding Securities Reflected in Column
Equity compensation plans approved by security holders(1)(2)   110,865,369   $ 14.77   126,847,745
Equity compensation plans not approved by security holders(3)   317,342   $ 0.15  
   
       
Total   111,182,711   $ 14.73   126,847,745
   
       

    (1)
    Includes the 1995 Stock Option Plan, the 1997 Directors' Stock Option Plan, the 2000 Employee Stock Purchase Plan the 2007 Directors' Stock Option Plan and shares of common stock reserved for issuance under option plans we assumed in connection with our acquisition of Galileo Technology Ltd. No further options will be awarded under the Galileo option plans.

    (2)
    The number of shares reserved for grant under the 1995 Stock Option Plan (the "1995 Plan") is subject to an annual increase in shares reserved for issuance equal to the lesser of (a) 40,000,000 shares, (b) 5.0% of the outstanding shares of capital stock on such date, or (c) an amount of shares determined by our Board of Directors. The number of shares reserved for issuance under the 2000 Employee Stock Purchase Plan includes an annual increase in shares reserved for issuance equal to the lesser of (a) 8,000,000 shares or (b) 1.5% of the outstanding shares of our capital stock. Stock options, restricted stock, restricted stock units or stock appreciation rights may be awarded under the 1995 Plan.

    (3)
    Consists of 106,966 shares of common stock reserved for issuance under options we granted to former option holders of SysKonnect GmbH in connection with our acquisition of SysKonnect GmbH, 187,968 shares of common stock reserved for issuance under options granted by the Company to former option holders of RADLAN Computer Communications Ltd. in connection with our acquisition of RADLAN Computer Communications Ltd. and 22,408 shares of common stock reserved for issuance under options we granted to former option holders of Asica, Inc. in connection with our acquisition of Asica, Inc.

Equity Compensation Plan Information



        The following table provides certain information with respect to all of our equity compensation plans in effect as of February 2, 2008:
































































Plan Category

 Number of Securities to Be Issued Upon Exercise of Outstanding Options, Warrants and Rights
 Weighted-Average Exercise Price of Outstanding Options, Warrants, and Rights
 Number of Securities Remaining Available for Future Issuance under equity compensation plans (Excluding Securities Reflected in Column
Equity compensation plans approved by security holders(1)(2) 110,865,369 $14.77 126,847,745
Equity compensation plans not approved by security holders(3) 317,342 $0.15 
  
    
Total 111,182,711 $14.73 126,847,745
  
    







    (1)
    Includes
    the 1995 Stock Option Plan, the 1997 Directors' Stock Option Plan, the 2000 Employee Stock Purchase Plan the 2007 Directors' Stock Option Plan and shares of common stock
    reserved for issuance under option plans we assumed in connection with our acquisition of Galileo Technology Ltd. No further options will be awarded under the Galileo option plans.


    (2)
    The
    number of shares reserved for grant under the 1995 Stock Option Plan (the "1995 Plan") is subject to an annual increase in shares reserved for issuance equal to the lesser of
    (a) 40,000,000 shares, (b) 5.0% of the outstanding shares of capital stock on such date, or (c) an amount of shares determined by our Board of Directors. The number of shares
    reserved for issuance under the 2000 Employee Stock Purchase Plan includes an annual increase in shares reserved for issuance equal to the lesser of (a) 8,000,000 shares or (b) 1.5% of
    the outstanding shares of our capital stock. Stock options, restricted stock, restricted stock units or stock appreciation rights may be awarded under the 1995 Plan.


    (3)
    Consists
    of 106,966 shares of common stock reserved for issuance under options we granted to former option holders of SysKonnect GmbH in connection with our acquisition of
    SysKonnect GmbH, 187,968 shares of common stock reserved for issuance under options granted by the Company to former option holders of RADLAN Computer Communications Ltd. in connection
    with our acquisition of RADLAN Computer Communications Ltd. and 22,408 shares of common stock reserved for issuance under options we granted to former option holders of Asica, Inc. in
    connection with our acquisition of Asica, Inc.





This excerpt taken from the MRVL 10-K filed Jul 2, 2007.

Equity Compensation Plan Information

The following table provides certain information with respect to all of our equity compensation plans in effect as of January 27, 2007:

Plan Category

 

 

 

Number of
Securities to Be
Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights(a)

 

Weighted-
Average Exercise
Price of
Outstanding
Options,
Warrants, and
Rights(b)

 

Number of
Securities
Remaining
Available for
Future Issuance
under equity
compensation
plans
(Excluding
Securities
Reflected in
Column(a))(c)

 

Equity compensation plans approved by security holders(1)(2)

 

 

120,770,671

 

 

 

$

13.48

 

 

 

100,728,463

 

 

Equity compensation plans not approved by security holders(3)

 

 

482,156

 

 

 

$

0.13

 

 

 

 

 

Total

 

 

121,252,827

 

 

 

$

13.43

 

 

 

100,728,463

 

 


(1)          Includes the 1995 Stock Option Plan, the 1997 Directors’ Stock Option Plan, the 2000 Employee Stock Purchase Plan and shares of common stock reserved for issuance under option plans we assumed in connection with our acquisition of Galileo Technology Ltd. No further options will be awarded under the Galileo option plans.

(2)          The number of shares reserved for grant under the 1995 Stock Option Plan (the “1995 Plan”) is subject to an annual increase in shares reserved for issuance equal to the lesser of (a) 40,000,000 shares, (b) 5.0% of the outstanding shares of capital stock on such date, or (c) an amount of shares determined by our Board of Directors. The number of shares reserved for issuance under the 2000 Employee Stock Purchase Plan includes an annual increase in shares reserved for issuance equal to

177




the lesser of (a) 8,000,000 shares or (b) 1.5% of the outstanding shares of our capital stock. Stock options, restricted stock, restricted stock units or stock appreciation rights may be awarded under the 1995 Plan.

(3)          Consists of 175,730 shares of common stock reserved for issuance under options we granted to former option holders of SysKonnect GmbH in connection with our acquisition of SysKonnect GmbH, 270,147 shares of common stock reserved for issuance under options granted by the Company to former option holders of RADLAN Computer Communications Ltd. in connection with our acquisition of RADLAN Computer Communications Ltd. and 36,279 shares of common stock reserved for issuance under options we granted to former option holders of Asica, Inc. in connection with our acquisition of Asica, Inc.

This excerpt taken from the MRVL 10-K filed Apr 13, 2006.
Equity Compensation Plan Information

The following table provides certain information with respect to all of our equity compensation plans in effect as of January 31, 2006

Plan Category

 

 

 

Number of
Securities to Be
Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights(a)

 

Weighted
Average Exercise
Price of
Outstanding
Options,
Warrants, and
Rights(b)

 

Number of
Securities
Remaining
Available for
Future Issuance
(Excluding
Securities
Reflected in
Column(a)(c)

 

Equity compensation plans approved by security holders(1)

 

 

46,786,508

 

 

 

$

19.91

 

 

 

40,681,221

(2)

 

Equity compensation plans not approved by security holders(3)

 

 

335,530

 

 

 

$

0.25

 

 

 

 

 

Total

 

 

47,122,038

 

 

 

$

19.77

 

 

 

40,681,221

 

 


(1)          Includes the 1995 Stock Option Plan, the 1997 Directors’ Stock Option Plan, the 2000 Employee Stock Purchase Plan and shares of Common Stock reserved for issuance under option plans we assumed in connection with our acquisition of Galileo Technology Ltd. No further options will be awarded under the Galileo option plans.

(2)          The number of shares reserved for grant under the 1995 Stock Option Plan (the “1995 Plan”) is subject to an annual increase in shares reserved for issuance equal to the lesser of (a) 20,000,000 shares, (b) 5.0% of the outstanding shares of capital stock on such date, or (c) an amount of shares determined by our board of directors. The number of shares reserved for issuance under the 2000 Employee Stock Purchase Plan (the “Purchase Plan”) includes an annual increase in shares reserved for issuance equal to the lesser of (a) 4,000,000 shares or (b) 1.5% of the outstanding shares of capital stock of the Company. Stock options, restricted stock, restricted stock units or stock appreciation rights may be awarded under the 1995 Plan.

(3)          Consists of 143,341 shares of Common Stock reserved for issuance under options granted by the Company to former option holders of SysKonnect GmbH in connection with our acquisition of SysKonnect GmbH, 167,418 shares of Common Stock reserved for issuance under options granted by the Company to former option holders of RADLAN Computer Communications Ltd. in connection with our acquisition of RADLAN Computer Communications Ltd. and 24,771 shares of Common Stock reserved for issuance under options granted by the Company to former option holders of Asica, Inc. in connection with our acquisition of Asica, Inc.

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