A right to buy, not a purchase
A warrant gives its holder the right to buy shares later at a fixed price, without any obligation to do so. Marvell's filing puts the exercise price at $206.58 a share across 58,970,907 shares, the full grant worth about $12.2 billion only if Google exercises every share at that price. Until Google actually buys, no cash changes hands and no stake exists. [1]
The grant splits into two pieces. 1,360,867 shares vest on a quarterly time schedule over the first year, unconditionally. The remaining 57,610,040 shares, nearly all of the warrant, vest in 240 equal tranches, one tranche released for every $500 million of Custom Products revenue Google sends Marvell's way, running through fiscal 2033. [1]
What counts as a Custom Product
The vesting-triggering purchases are silicon built to attach to Google's tensor processing unit ecosystem: AI inference accelerators, storage controllers, network interface controllers, memory interface controllers and near-memory compute. That is infrastructure around the TPU, not the TPU compute die itself, which Google has built with Broadcom for years and extended again in April 2026. [2]
Atlas interpretation: Reading the two supplier relationships side by side, Google is diversifying the parts list around its own chip rather than replacing Broadcom. Marvell gets the pieces that connect a TPU to memory, storage and the network; Broadcom keeps the TPU design work it has done since Google started building custom silicon. [2]
The warrant is disclosed. The order behind it is not
Neither company put a dollar figure on the underlying chip purchases. The only number in the filing is the $500 million-per-tranche threshold that unlocks each vesting step, times 240 tranches for the purchase-linked portion of the warrant. That sets a floor on what full vesting implies, roughly $120 billion in Custom Products revenue by fiscal 2033, without either party confirming that is the plan or the ceiling. [1]
Atlas interpretation: A securities filing has to disclose the warrant because it dilutes Marvell's share count. It does not have to disclose a supply contract's value, and neither company chose to. The $12.2 billion headline is the value of an option to buy stock, not a number either company has said matches what Google will actually spend on chips. [1]
A pattern beyond Marvell
Marvell's stock rose roughly 10% the day the filing became public, while Broadcom's fell about 5%, a market reading the deal as a signal about which supplier is gaining ground in Google's custom-silicon spending rather than as news about Google's balance sheet. [2]
Atlas interpretation: AMD gave OpenAI a warrant for up to 160 million shares the year before, vesting against GPU deployment milestones rather than revenue tranches. Both deals turn a chip customer into a potential large shareholder of its own supplier, paid for not in cash but in the supplier's stock, and both tie the payout to the customer actually buying rather than to a promise. The mechanism recurring across two different chip relationships suggests suppliers are using equity to lock in demand they cannot otherwise contract for at this scale. [1][4]
Sources
- Marvell Technology, Inc. - Form 8-K
U.S. Securities and Exchange Commission · Aug 19, 2026
- Marvell's stock pops 10% on AI chip deal that lets Google buy up to $12.2 billion in shares
CNBC · Aug 19, 2026
- Google Secures $12.2 Billion Share Purchase Right in Marvell AI Chip Deal
Bloomberg · Aug 19, 2026
- AMD and OpenAI Announce Strategic Partnership to Deploy 6 Gigawatts of AMD GPUs
AMD · Oct 6, 2025