Marvell Technology, Inc.

Reconciliations from GAAP to Non-GAAP (Unaudited)

(In millions, except per share amounts)

Three Months Ended

Six Months Ended

July 30,
2022

April 30,
2022

July 31,
2021

July 30,
2022

July 31,
2021

GAAP interest and other income (loss), net

$      (35.3)

$      (30.6)

$      (35.3)

$      (65.9)

$      (69.0)

Special items:

Debt issuance related costs and other (e)

(1.6)

(4.1)

3.0

(5.7)

19.9

Total special items

(1.6)

(4.1)

3.0

(5.7)

19.9

Total non-GAAP interest and other income (loss), net

$      (36.9)

$      (34.7)

$      (32.3)

$      (71.6)

$      (49.1)

GAAP net income (loss)

$          4.3

$    (165.7)

$    (276.4)

$    (161.4)

$    (364.6)

Special items:

Other cost of goods sold (a)

6.3

9.3

155.8

15.6

169.5

Stock-based compensation

144.5

131.1

114.1

275.6

223.7

Restructuring related charges (b)

1.2

1.3

12.3

2.5

25.2

Legal settlement (c)

85.0

15.0

—

100.0

—

Other operating expenses (d)

6.0

12.7

39.0

18.7

85.7

Amortization of acquired intangible assets

271.8

272.5

276.7

544.3

405.3

Debt issuance related costs and other (e)

(1.6)

(4.1)

3.0

(5.7)

19.9

Pre-tax total special items

513.2

437.8

600.9

951.0

929.3

Other income tax effects and adjustments (f)

(31.5)

176.3

(40.5)

144.8

(78.9)

Non-GAAP net income

$     486.0

$     448.4

$     284.0

$     934.4

$     485.8

GAAP weighted average shares — basic

850.9

848.0

821.1

849.4

757.2

GAAP weighted average shares — diluted

857.9

848.0

821.1

849.4

757.2

Non-GAAP weighted average shares — diluted (g)

857.9

861.4

836.6

859.7

772.1

GAAP diluted net income (loss) per share

$        0.01

$      (0.20)

$      (0.34)

$      (0.19)

$      (0.48)

Non-GAAP diluted net income per share

$        0.57

$        0.52

$        0.34

$        1.09

$        0.63

(a)

Other cost of goods sold includes amortization of acquired inventory fair value adjustments.

(b)

Restructuring and other related items include asset impairment charges, employee severance costs, facilities related charges, and other.

(c)

Relates to a settlement in principle of a contractual dispute.

(d)

Other operating expenses include acquisition related costs.

(e)

Debt issuance related costs and other includes the partial term loan repayment and bridge financing, and gains or losses on investments.

(f)

Other income tax effects and adjustments relate to tax provision based on a non-GAAP income tax rate of 6.0% for the three and six months ended July 30, 2022, and for the three months ended April 30, 2022. Other income tax effects and adjustments relate to tax provision based on a non-GAAP income tax rate of 5.0% for the three and six months ended July 31, 2021.

(g)

Non-GAAP diluted weighted average shares differs from GAAP diluted weighted average shares due to the non-GAAP net income reported.