Marvell Technology, Inc.

The proposal requests that the Board adopt a formal policy to separate the offices of Chairman and Chief Executive Officer so that the Chairman is an independent director, and that governing documents (including the Corporate Governance Guidelines) be amended as necessary. It allows the Board to appoint a non-independent interim chairman while seeking a permanent independent chairman on an accelerated basis. The proponent argues an independent chair would improve oversight, reduce conflicts of interest, and increase transparency, citing recent company performance and competitive/customer concerns as rationale. The proposal is offered as a binding governance change to be implemented as soon as practicable or phased in with leadership transitions.