0001104659-08-010757.txt : 20080214 0001104659-08-010757.hdr.sgml : 20080214 20080214155951 ACCESSION NUMBER: 0001104659-08-010757 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: WEILI DAI SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MARVELL TECHNOLOGY GROUP LTD CENTRAL INDEX KEY: 0001058057 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770481679 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60245 FILM NUMBER: 08615269 BUSINESS ADDRESS: STREET 1: CANON'S COURT STREET 2: 22 VICTORIA STREET CITY: HAMILTON HM 12 STATE: D0 BUSINESS PHONE: 4412966395 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sutardja, Sehat CENTRAL INDEX KEY: 0001134141 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: MARVELL SMICONDUCTOR INC STREET 2: 645 ALMANOR AVENUE CITY: SUNNYVALE STATE: CA ZIP: 94085 BUSINESS PHONE: (408) 222-2500 MAIL ADDRESS: STREET 1: MARVELL SEMICONDUCTOR, INC. STREET 2: 5488 MARVELL LANE CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: Sehat Sutardja & Weili Dai DATE OF NAME CHANGE: 20050310 FORMER COMPANY: FORMER CONFORMED NAME: SUTARDJA SEHAT DATE OF NAME CHANGE: 20010208 SC 13G/A 1 a08-5200_2sc13ga.htm SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 4)*

Marvell Technology Group Ltd.

(Name of Issuer)

Common stock, par value $0.002 per share

(Title of Class of Securities)

G 5876H105

(CUSIP Number)

December 31, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
o	Rule 13d-1(c)
x	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. G 5876H105

	1.	Names of Reporting Persons Dr. Sehat Sutardja

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o

	3.	SEC Use Only

	4.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 0 shares

			6.		Shared Voting Power 75,416,697 shares*

			7.		Sole Dispositive Power 0 shares

			8.		Shared Dispositive Power 75,416,697 shares*

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 75,416,697 shares*

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row (9) 12.7 %

	12.	Type of Reporting Person (See Instructions) IN

*Shares may be deemed beneficially owned by the Reporting Persons and include 20,453,334 shares owned by The Sutardja Family Partners, a California family limited partnership, and 1,236,046 shares issuable pursuant to stock options exercisable on or at February 29, 2008, held by Dr. Sehat Sutardja.

CUSIP No. G 5876H105

	1.	Names of Reporting Persons Weili Dai

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		x
		(b)		o

	3.	SEC Use Only

	4.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 0 shares

			6.		Shared Voting Power 75,416,697 shares*

			7.		Sole Dispositive Power 0 shares

			8.		Shared Dispositive Power 75,416,697 shares*

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 75,416,697 shares*

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row (9) 12.7 %

	12.	Type of Reporting Person (See Instructions) IN

Item 1.
	(a)	Name of Issuer Marvell Technology Group Ltd.
	(b)	Address of Issuer’s Principal Executive Offices Marvell Technology Group Ltd. Canon’s Court 22 Victoria Street Hamilton HM 12 Bermuda

Item 2.
	(a)	Name of Person Filing Dr. Sehat Sutardja and Weili Dai
	(b)	Address of Principal Business Office or, if none, Residence Marvell Semiconductor, Inc. 5488 Marvell Lane Santa Clara, CA 95054
	(c)	Citizenship United States
	(d)	Title of Class of Securities Common stock, par value $0.002 per share
	(e)	CUSIP Number G 5876H105

Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
	(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
	(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable

Item 4.	Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned: 75,416,697 shares*
	(b)	Percent of class: 12.7 %
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote 0 shares
		(ii)	Shared power to vote or to direct the vote 75,416,697 shares*
		(iii)	Sole power to dispose or to direct the disposition of 0 shares
		(iv)	Shared power to dispose or to direct the disposition of 75,416,697 shares*
*Shares may be deemed beneficially owned by the Reporting Persons and include 20,453,334 shares owned by The Sutardja Family Partners, a California family limited partnership, and 1,236,046 shares issuable pursuant to stock options exercisable on or at February 29, 2008, held by Dr. Sehat Sutardja.
Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.

Item 6.	Ownership of More than Five Percent on Behalf of Another Person
Not applicable

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
Not applicable

Item 8.	Identification and Classification of Members of the Group
Not applicable

Item 9.	Notice of Dissolution of Group
Not applicable

Item 10.	Certification
Not applicable

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	February 14, 2008
	Date
	/s/ Dr. Sehat Sutardja
	Signature
	Dr. Sehat Sutardja
	Name/Title


	February 14, 2008
	Date
	/s/ Weili Dai
	Signature
	Weili Dai
	Name/Title

Exhibit Index

Exhibit		Description

99.1		Agreement of Joint Filing dated as of February 14, 2008.

EX-99.1 2 a08-5200_2ex99d1.htm EX-99.1

Exhibit 99.1

Agreement of Joint Filing

Pursuant to Rule 13d-1(k)(1)(iii) of Regulation 13D-G of the General Rules and Regulations of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended, the undersigned agrees that the statement to which this Exhibit is attached is filed on behalf of each of them.

Dated: February 14, 2008.

By	/s/ Ms. Weili Dai
	Ms. Weili Dai

By	/s/ Dr. Sehat Sutardja
	Dr. Sehat Sutardja