Marvell Technology, Inc. filed a Form 425 communication on November 2, 2026, consisting of an employee email sent by Chairman and CEO Matt Murphy to staff of Lumentum Holdings Inc. regarding the proposed acquisition of Lumentum by Marvell.

Key Highlights

  • Transaction announced: Marvell and Lumentum have agreed to join forces, according to the communication delivered November 2, 2026.
  • Expected close: The transaction is expected to close in the first half of calendar year 2028, subject to shareholder and regulatory approvals and other customary closing conditions.
  • Board additions planned: Following closing, Lumentum CEO Michael Hurlston and two other Lumentum directors are expected to join Marvell's Board.
  • Regulatory filings pending: Marvell intends to file a registration statement on Form S-4 that will include a joint proxy statement and prospectus for stockholders of both companies.
  • Independent operations continue: Until the transaction closes, Marvell and Lumentum will continue to operate as separate, independent companies.

Murphy Outlines Strategic Rationale for Combining Marvell and Lumentum

In the email communication, Murphy described Marvell as having spent the past decade building a technology platform for data infrastructure, with expertise in high-performance connectivity, network switching, custom silicon, and silicon photonics. He characterized Lumentum's strengths as including high-performance lasers, advanced optical components, and specialized manufacturing, and stated that the two companies' technologies are "complementary" and are "often used in the same systems."

According to the filing, Murphy expressed the view that as AI infrastructure scales, optical technologies are expected to play an increasingly important role in data center connectivity. He noted that the industry is moving toward more complex "scale-up" and "scale-in" architectures, which he said will require tighter integration of electrical and optical technologies. He stated that after closing, Marvell intends to develop "more complete, integrated solutions for customers" by combining the two companies' capabilities.

Murphy also referenced Marvell's history of integrating acquired businesses, stating the company has "a strong track record of bringing together complementary technologies and talented teams, investing in their capabilities and building on what made them successful." He added that he plans to join a Lumentum all-hands meeting on November 2, 2026 to address employee questions directly.

What Was Disclosed

Marvell Technology filed a Form 425 communication consisting of a CEO email to Lumentum employees announcing the proposed merger, describing complementary technology strategies in AI connectivity, and outlining a targeted closing in the first half of calendar year 2028, pending required approvals.