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This excerpt taken from the MRVL 10-K filed Jul 2, 2007. Re-priced Officer Grants: The Special Committee found that on September 10,
2002, the exercise price of a May 22, 2002 grant to the Founder Officers
totaling 1.6 million shares were modified to the lower fair market value on June 6,
2002 after the former General Counsel discussed with two of the Founder
Officers who indicated that in their view the grant was inaccurate. The Special
Committee found that the former General Counsel had misled the Executive
Compensation Committee as to the reasons for the change. The amendment was
falsely characterized as a documentation error rather than a grant
modification. While the affected options were not considered to be issued at a
discount on the date of the modification, these shares were subject to variable
accounting until the Company’s adoption of Statement of Financial Accounting
Standards No. 123 (revised 2004), “Share-Based Payment” (“SFAS 123R”) at
the beginning of fiscal 2007.
110 MARVELL TECHNOLOGY GROUP LTD. This excerpt taken from the MRVL 10-Q filed Jul 2, 2007. Re-priced Officer Grants: The minutes of the May 22, 2002 Executive Compensation
Committee meeting reflect the Committee’s approval of a grant to the Founder Officers
totaling 1.6 million shares, to be effective on the execution of a unanimous
written consent. In June 2002, the
Executive Compensation Committee members executed a unanimous written consent
dated June 6, 2002 and effective as of May 22, 2002. The Special Committee found that on September
10, 2002 after the former General Counsel had a discussion with two of the
Founder Officers who indicated that the setting of the price as of May 22, 2002
was inaccurate, the grant was re-priced to the fair market value on June 6, 2002. The Special Committee found that the former
General Counsel had misled the Executive Compensation Committee as to the
reasons for the change. The Special
Committee further found that the amendment was falsely characterized as a
documentation error rather than a grant modification. While the affected options were not
considered to be issued at a discount on the date of the modification, these
shares were subject to variable accounting until our adoption of Statement of
Financial Accounting Standards No. 123 (revised 2004), “Share-Based Payment” (“SFAS
123R”) at the beginning of fiscal 2007.
43 This excerpt taken from the MRVL 10-Q filed Jul 2, 2007. Re-priced Officer Grants: The
minutes of the May 22, 2002 Executive Compensation Committee meeting reflect
the Executive Compensation Committee’s approval of a grant to the Founder Officers
totaling 1.6 million shares, to be effective on the execution of a unanimous
written consent. In June 2002, the
Executive Compensation Committee members executed a unanimous written consent
dated June 6, 2002 and effective as of May 22, 2002. The Special Committee found that on September
10, 2002 after the former General Counsel had a discussion with two of the
Founder Officers who indicated that the setting of the price as of May 22, 2002
was inaccurate, the grant was repriced to the fair market value on June 6, 2002. The Special Committee found that the former
General Counsel had misled the Executive Compensation Committee as to the
reasons for the change. The Special
Committee further found that amendment was falsely characterized as a
documentation error rather than a grant modification. While the affected options were not
considered to be issued at a discount on the date of the modification these
shares were subject to variable accounting until our adoption of Statement of
Financial Accounting Standards No. 123 (revised 2004), “Share-Based Payment” (“SFAS
123R”) at the beginning of fiscal 2007.
42 This excerpt taken from the MRVL 10-Q filed Jul 2, 2007. Re-priced Officer Grants: The minutes of the May 22, 2002 Executive Compensation
Committee meeting reflect the Executive Compensation Committee’s approval of a
grant to the Founder Officers totaling 1.6 million shares, to be effective on
the execution of a unanimous written consent.
In June 2002, the Executive Compensation Committee members executed a
unanimous written consent dated June 6, 2002 and effective as of May 22, 2002. The
Special Committee found that on September 10, 2002 after the former General
Counsel had a discussion with two of the Founder Officers who indicated that
the setting of the price as of May 22, 2002 was inaccurate, the grant was
repriced to the fair market value on June 6, 2002. The Special Committee found
that the former General Counsel had misled the Executive Compensation Committee
as to the reasons for the change. The
Special Committee further found that the amendment was falsely characterized as
a documentation error rather than a grant modification. While the affected options were not
considered to be issued at a discount on the date of the modification, these
shares were subject to variable accounting until our adoption of Statement of
Financial Accounting Standards No. 123 (revised 2004), “Share-Based Payment” (“SFAS
123R”) at the beginning of fiscal 2007.
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