Marvell adds three directors amid $115B Lumentum deal backlash

By Rebecca Stone

Marvell Technology shares fell 28.1% in the week to Nov. 6 after the company’s $115 billion all-stock agreement to buy Lumentum met immediate shareholder backlash.

On Nov. 11, Marvell’s board approved an expansion from seven to 10 directors. The three appointments took effect Nov. 12:

• Douglas Bettinger, chief financial officer of Lam Research.
• Sasan Goodarzi, chairman and CEO of Intuit.
• Donna Morris, executive vice president and chief people officer of Walmart.

Bettinger joins the audit committee, which designated him an audit committee financial expert. Morris and Goodarzi join the executive compensation committee.

“Marvell is entering an extraordinary period of growth as demand for AI infrastructure continues to accelerate,” chairman and CEO Matt Murphy said. The release did not mention Marvell’s pending Lumentum acquisition.

The appointments place a personnel decision alongside a strategic test. Marvell is trying to steady investors after the Lumentum agreement, while Murphy describes AI infrastructure as the source of accelerating demand.

What experience do the new directors bring?

Bettinger, 59, has served as Lam Research’s CFO since 2013. He was CFO of Avago Technologies, now Broadcom, from 2008 to 2013, after finance roles at Xilinx and 11 years at Intel.

Goodarzi, 58, has served as Intuit’s CEO since January 2019 and as its chairman since January 2026. He left Atlassian’s board in January.

Morris, 59, has run people strategy at Walmart since February 2020, following 18 years at Adobe. She served on Marvell’s board from May 2018 to July 2020.

For Marvell, the mix spans financial oversight, current executive leadership and workforce management. Bettinger brings CFO and audit experience; Goodarzi combines chief executive and chairman roles; Morris adds people leadership and prior service on Marvell’s own board.

What will the new directors be paid?

Each new director receives a $100,000 annual retainer and an annual restricted stock unit grant valued at $250,000. The package also includes committee fees of $10,000 for compensation service and $15,000 for audit service.

The disclosed package separates the retainer, annual equity and committee-specific fees. All three will stand for election at Marvell’s 2027 annual meeting, giving shareholders a formal vote on the appointments.

How does the Lumentum deal frame the move?

The additions arrive as Marvell tries to steady investors after the $115 billion all-stock agreement to buy Lumentum. The stock’s 28.1% weekly decline through Nov. 6 followed immediate backlash, while the one-month decline had reached 51%.

On Nov. 10, one day before the board approved the expansion, Murphy told staff in an email filed with the SEC that Marvell’s largest shareholders backed the deal. Marvell did not link the board expansion to the transaction, and its announcement did not describe any review or change to the deal terms.

The sequence was compressed: the week ended Nov. 6 with a 28.1% decline; Murphy sent the staff email Nov. 10; the board approved the expansion Nov. 11; and the appointments took effect Nov. 12.

For investors, the distinction matters. The company added audit and compensation expertise while leaving the Lumentum agreement out of its public explanation; the new directors therefore enter the board without any disclosed transaction-specific mandate.

Marvell’s disclosure presents two commercial narratives without directly joining them: Murphy points to AI-driven growth, while the share-price response records investor opposition to the acquisition. The expanded board arrives as Marvell works to reconcile growth execution with investor support.

Going forward, Marvell’s competitive position will depend on whether AI-infrastructure demand can sustain growth while the expanded board preserves shareholder support for the $115 billion Lumentum agreement.