Google and Marvell Technology have expanded their custom semiconductor partnership with an agreement that links the tech giant’s future chip purchases to the right to acquire up to 58,970,907 Marvell shares at $206.58 per share. If all options are consolidated and exercised at the set price, they would represent approximately $12.18 billion, although Google has not currently made an investment of that amount nor does it have guaranteed ownership of all those shares from day one.
Key points of the Google-Marvell agreement in 20 seconds
- Marvell has granted Google rights to acquire up to 58.97 million shares at $206.58 each.
- The majority will be unlocked based on purchases of customized semiconductors made through fiscal year 2033.
- The agreement includes inference accelerators, storage controllers, networking, and memory components.
- This operation strengthens Google’s push for in-house chips around its TPUs.
The documentation submitted by Marvell to the U.S. Securities and Exchange Commission (SEC) clarifies how this operation is much more complex than a simple share purchase. The commercial agreement was signed on July 29, 2026, while the warrant granting Google rights over the shares was issued on August 18.
The structure aims to align provider and customer over several years. The more customized products Google purchases from Marvell, the larger the portion of the share package that can be consolidated.
Up to $12.18 billion, but tied to Google’s purchases
The most striking figure is the potential value of the package.
Google holds a warrant to buy up to 58,970,907 Marvell common shares at an exercise price of $206.58 per share. Multiplying these numbers, the maximum theoretical payout upon exercise in cash would be around $12.18 billion.
This does not mean Google has already invested that amount.
Of the shares included in the agreement, 1,360,867 will be consolidated in four quarterly tranches during the first year. The first tranche will be 340,216 shares, and the following three will be 340,217 shares each.
The truly significant portion corresponds to the 57,610,040 remaining shares.
Their potential acquisition depends on the business generated by Google for Marvell. The agreement establishes 240 tranches, each linked to $500 million in qualified revenue achieved by Marvell.
In the first 239 tranches, 240,042 shares will be consolidated at each revenue level, with 240,002 shares in the final tranche.
This structure allows estimating the scale of the commercial commitment needed to unlock the entire package: 240 blocks of $500 million require $120 billion in qualified revenue.
It is important to clarify that this is not a forecast that Marvell will necessarily earn $120 billion from Google. It represents the cumulative volume needed for all consolidation events tied to the performance as provided in the warrant to occur.
The measurement period runs from August 1, 2026, to January 29, 2033, with the warrant expiring on August 18, 2033.
Additionally, the document covers both cash exercise and certain forms of cashless exercise.
Google expands its TPU supply chain
This operation goes well beyond contracting the manufacturing of a single processor.
Marvell states in its regulatory filings that the collaboration encompasses a range of custom silicon programs linked to Google’s TPU (Tensor Processing Unit) ecosystem.
These include AI inference accelerators, storage controllers, networking controllers, memory interfaces, and near-memory computing technologies.
This variety is particularly notable because it shows how far the custom AI infrastructure design extends.
A modern platform for training or running models does not solely depend on accelerators. It needs to move vast amounts of data between processors, memory, storage, and networks, so components that previously played a minor role can significantly influence overall performance.
Google has been developing its own TPUs for years, and this new expansion of its relationship with Marvell aligns with the trend among major cloud providers to design more of the hardware used in their data centers.
The goal may not just be replacing Nvidia GPUs. ASICs (Application-Specific Integrated Circuits) allow designing hardware tailored for specific workloads, aiming for different trade-offs among performance, power consumption, cost, and density.
This market is becoming especially important with the expansion of AI inference.
Once a model is trained, serving millions of requests over years can incur enormous infrastructure costs. Modestly improving the efficiency of this phase can lead to significant economic savings, especially at Google’s scale.
Marvell’s critical role in custom silicon growth
For Marvell, this agreement presents the opportunity to turn one of the world’s largest digital infrastructure operators into an even more significant customer in the coming years.
It also introduces an uncommon relationship between sales and equity participation.
Google doesn’t just get a discount for buying more chips. Purchases that reach certain revenue levels can give Google the right to acquire progressively more shares from its supplier.
If all 58.97 million shares were consolidated and exercised, the ownership stake would be sizable. At the time of warrant issuance, Marvell reported 876,926,613 shares outstanding.
Using that figure as a reference, the maximum potential stake would be roughly 6.7% of the shares outstanding at that time, before considering effects of issuance and future capital changes.
Therefore, claiming that Google will necessarily become Marvell’s main shareholder is beyond what the documentation guarantees. The final percentage will depend on factors such as how many rights are consolidated and exercised, as well as how Marvell’s capital evolves.
The structure clearly reflects a trend emerging around AI infrastructure: long-term commercial agreements combined with financial instruments that share economic results between client and supplier.
The potential magnitude also highlights the expectations around custom silicon for data centers.
During the early AI boom, much attention focused on GPUs. Now, the competition extends to almost everything surrounding it: HBM memory, high-speed networks, interconnects, controllers, storage, and ASICs designed specifically for hyperscale workloads.
Google and Marvell’s agreement extends this relationship through 2033. To access the full package of performance-linked shares, Marvell would need to generate up to $120 billion in qualified revenue under the established conditions.
This is a huge figure but also illustrates the scale at which leading cloud providers are planning their AI infrastructure today.
Frequently Asked Questions
Has Google invested $12.2 billion in Marvell?
No. Marvell has granted Google a warrant that may give the right to purchase up to 58,970,907 shares at $206.58 each. Most of these rights depend on reaching certain business milestones.
How many Marvell shares can Google buy?
The maximum is 58,970,907 shares. Of these, 1,360,867 are tied to the passing of time during the first year, and the remaining 57,610,040 depend on revenue generated by Google’s purchases.
What chips will Marvell develop for Google?
The agreement covers various custom products related to TPUs, including AI inference accelerators, storage and network controllers, memory interfaces, and near-memory computing technologies.
How long will the agreement last?
Revenue-linked consolidation events are measured through Marvell’s fiscal year 2033, and the warrant expires on August 18, 2033.
via: CNBC
