MRVL

EX-99.1

2 q127_8kx522026ex-991.htm

EXHIBIT 99.1

Document

Exhibit 99.1

Marvell Technology, Inc. Reports First Quarter of Fiscal Year 2027

Financial Results

•Q1 Net Revenue: $2.418 billion, a new record, grew by 28% year-on-year

•Q1 Gross Margin: 52.1% GAAP gross margin; 58.9% non-GAAP gross margin

•Q1 Diluted income per share: $0.04 GAAP diluted income per share; $0.80 non-GAAP diluted income per share

Santa Clara, Calif. (May 27, 2026) - Marvell Technology, Inc. (NASDAQ: MRVL), a leader in data infrastructure semiconductor solutions, today reported financial results for the first quarter of fiscal year 2027.

Net revenue for the first quarter of fiscal 2027 was $2.418 billion, $18.0 million above the mid-point of the Company’s guidance provided on March 5, 2026.

GAAP net income for the first quarter of fiscal 2027 was $34.5 million, or $0.04 per diluted share. Non-GAAP net income for the first quarter of fiscal 2027 was $718.0 million, or $0.80 per diluted share. Cash flow from operations for the first quarter was $638.8 million, a record high.

The Company completed the acquisition of Celestial AI, Inc. (“Celestial”) on February 2, 2026 and the acquisition of XConn Technologies Holdings, Ltd. (“XConn”) on February 10, 2026. Marvell’s financial results include the results of Celestial and XConn for the period from the dates of acquisition through the first quarter of fiscal 2027.

“Marvell delivered record first-quarter fiscal 2027 revenue of $2.418 billion, up 28% year-over-year, and guided second-quarter revenue to $2.7 billion at the mid-point, representing 35% year-over-year growth. We expect revenue growth to continue accelerating each quarter throughout fiscal 2027, driven by continued strength in our data center business,” said Matt Murphy, Marvell’s Chairman and CEO. “We are seeing exceptional AI-related bookings, and as a result, we are significantly raising Marvell’s revenue outlook for both fiscal 2027 and fiscal 2028 compared with the guidance we provided last quarter. This improved outlook is being driven by strong demand across a broad set of Marvell solutions, including 800G and 1.6T scale-out optics, 51.2T Ethernet scale-out switches, scale-up optical solutions for NPO and CPO applications, scale-across datacenter interconnect modules, and custom XPU and XPU-attach solutions.”

Second Quarter of Fiscal 2027 Financial Outlook

•Net revenue is expected to be $2.700 billion +/- 5%.

•GAAP gross margin is expected to be 52.1% to 53.1%.

•Non-GAAP gross margin is expected to be 58.25% to 59.25%.

•GAAP operating expenses are expected to be approximately $960 million.

•Non-GAAP operating expenses are expected to be approximately $600 million.

•Basic weighted-average shares outstanding are expected to be 899 million.

•Diluted weighted-average shares outstanding are expected to be 915 million.

•GAAP diluted net income per share is expected to be $0.37 +/- $0.05 per share.

•Non-GAAP diluted net income per share is expected to be $0.93 +/- $0.05 per share.

GAAP diluted EPS is calculated using basic weighted-average shares outstanding when there is a GAAP net loss, and calculated using diluted weighted-average shares outstanding when there is a GAAP net income. Non-GAAP diluted EPS is calculated using diluted weighted-average shares outstanding. The Company calculated EPS under the two-class method as a result of the issuance of the Series A Convertible Preferred Stock on March 31, 2026.

Conference Call

Marvell will conduct a conference call on Wednesday, May 27, 2026 at 1:45 p.m. Pacific Time to discuss results for the first quarter of fiscal year 2027. The call will be webcast and can be accessed at the Marvell Investor Relations website at http://investor.marvell.com/. Interested parties may also join the live conference call via telephone by using the ‘Call me TM’ link provided in the press release on May 4, 2026, and on the Quarterly Earnings section of the Marvell Investor Relations website, to receive an instant automated call back. To join the call via telephone with operator assistance, please dial 1-877-407-8291 or 1-201-689-8345. A replay of the call can be accessed by dialing 1-877-660-6853 or 1-201-612-7415, passcode 13760544 until Tuesday, June 2, 2026.

Discussion of Non-GAAP Financial Measures

Non-GAAP financial measures exclude the effect of stock-based compensation expense, amortization of acquired intangible assets, acquisition and divestiture related costs, restructuring and other related charges (gains), (including, but not limited to, recognition of contractual obligations, employee severance costs, and facility exit related charges), change in fair value of contingent consideration liability and forward stock purchase contract, resolution of legal matters, and certain expenses and benefits that are driven primarily by discrete events that management does not consider to be directly related to Marvell’s core business. Although Marvell excludes the amortization of

mrvl-202603050001835632false00018356322026-03-052026-03-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: March 5, 2026 (Date of earliest event reported)

MARVELL TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-40357 85-3971597

(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

1000 N. West Street, Suite 1200 Wilmington, Delaware 19801 (Address of principal executive offices, including Zip Code) (302) 295-4840 (Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol Name of each exchange on which registered

Common StockMRVLThe Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).                    Emerging growth company    ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ¨

Item 2.02 Results of Operations and Financial Condition.

The information in Item 2.02 of this Current Report, including the accompanying Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18. The information in Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

On March 5, 2026, Marvell Technology, Inc. (“Marvell”) issued a press release reporting its financial results for the fourth fiscal quarter and fiscal year 2026 ended January 31, 2026. A copy of the press release is furnished herewith as Exhibit 99.1.

Marvell will conduct a conference call on Thursday, March 5, 2026 at 1:45 p.m. Pacific Time to discuss results for the fourth fiscal quarter and fiscal year ending January 31, 2026. The call will be webcast and can be accessed at the Marvell Investor Relations website at http://investor.marvell.com/. Interested parties may also join the live conference call via telephone by using the ‘Call me TM’ link provided in the press release on February 9, 2026, and on the Quarterly Earnings section of the Marvell Investor Relations website, to receive an instant automated call back. To join the call via telephone with operator assistance, please dial 1-877-407-8291 or 1-201-689-8345. A replay of the call can be accessed by dialing 1-877-660-6853 or 1-201-612-7415, passcode 13758656 until Thursday, March 12, 2026.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits. 99.1    Press Release dated March 5, 2026, titled “Marvell Technology, Inc. Reports Fourth Quarter and Fiscal Year 2026 Financial Results” 104    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MARVELL TECHNOLOGY, INC.

Date: March 5, 2026By:/s/ WILLEM MEINTJES

Willem Meintjes Chief Financial Officer

mrvl-202512020001835632false00018356322025-12-022025-12-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: December 2, 2025 (Date of earliest event reported)

MARVELL TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-4035785-3971597

(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

1000 N. West Street, Suite 1200 Wilmington, Delaware 19801 (Address of principal executive offices, including Zip Code) (302) 295-4840 (Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered

Common Stock MRVL The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).                    Emerging growth company    ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ¨

Item 2.02 Results of Operations and Financial Condition.

The information in Item 2.02 of this Current Report, including the accompanying Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18. The information in Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

On December 2, 2025, Marvell Technology, Inc. (“Marvell”) issued a press release reporting its financial results for the third quarter of fiscal year 2026 ended November 1, 2025. A copy of the press release is furnished herewith as Exhibit 99.1.

Marvell will conduct a conference call on Tuesday, December 2, 2025 at 1:45 p.m. Pacific Time to discuss results for the third quarter of fiscal year 2026. The call will be webcast and can be accessed at the Marvell Investor Relations website at http://investor.marvell.com/. Interested parties may also join the live conference call via telephone by using the ‘Call me TM’ link provided in the press release on November 4, 2025, and on the Quarterly Earnings section of the Marvell Investor Relations website, to receive an instant automated call back. To join the call via telephone with operator assistance, please dial 1-877-407-8291 or 1-201-689-8345. A replay of the call can be accessed by dialing 1-877-660-6853 or 1-201-612-7415, passcode 13757043 until Tuesday, December 9, 2025.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits. 99.1    Press Release dated December 2, 2025, titled “Marvell Technology, Inc. Reports Third Quarter of Fiscal Year 2026 Financial Results” 104    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MARVELL TECHNOLOGY, INC.

Date: December 2, 2025By:/S/ WILLEM MEINTJES

Willem Meintjes Chief Financial Officer