Marvell to Buy Lumentum, Paying 4.5 Marvell Shares for Each Lumentum Share

By Stock Titan Editorial Team Published November 2, 2026, 07:12 AM EST · Updated November 2, 2026, 10:06 AM EST

Every company reporting the same week, with its date and time, is in StockTitan's Earnings Calendar for the Week of November 2, 2026.

What Lumentum owners get in the Marvell deal

Under the agreement, Lumentum owners will get 4.5 Marvell shares for each Lumentum share. The ratio is fixed, so the number of shares stays the same even when prices move. Payment is in Marvell shares, with cash only for any fraction of a share.

The companies put the deal's enterprise value at $115 billion. Enterprise value is the price of the whole company, counting its debt and cash.

At the October 28, 2026 closing prices, 4.5 Marvell shares were worth about $1,132, the companies say. That was about 23.9% above Lumentum's own price, an extra amount called a premium. The release calls October 28 the last trading day before market talk of a deal began.

Then Marvell stock fell. It closed at $196.40 on October 30, down 22% in two trading days. At that close, 4.5 Marvell shares were worth $883.80. That fall came before the companies signed the agreement.

Show the data

Part	Value	Squares
Lumentum owners	33%	33
Today's Marvell owners	67%	67

After the deal, today's Marvell owners will hold about 67% of the combined company. Lumentum's owners will hold about 33%.

Why Marvell wants Lumentum

"AI infrastructure is undergoing a fundamental architectural shift toward optical connectivity, creating an opportunity that comes along once in a generation," Marvell Chief Executive Matt Murphy said. He means the machines that run AI are moving from copper wire to light to link their parts. The release says copper is reaching its physical limits as data needs grow.

Marvell brings chips for electrical and optical links, network switches and custom processors built for single customers. Lumentum brings high-power lasers, optical circuit switches and optical transceivers, which turn electrical signals into light and back. It also runs its own factories for compound semiconductors, special chip materials such as indium phosphide.

The same morning, Lumentum said it won a second large order for optical parts placed beside a processor chip. That order is backed by purchase commitments of more than $5 billion.

The companies say the deal widens the market they can sell into to $550 billion, measured for 2030 in Marvell's investor slides. They expect more than $1 billion a year in cost savings once the deal is fully in place. They also expect it to raise Marvell's adjusted (non-GAAP) earnings per share, a profit measure that leaves out stock pay and some other costs, in its first year after closing.

How Marvell and Lumentum stock traded on November 2

Nasdaq halted Lumentum at 6:57 a.m. ET on November 2, with the code that means news is pending. That was three minutes before its results and eight minutes before the deal news. Its last trade before the pause was $861.50. Trading resumed at 7:30 a.m.

Marvell kept trading before the market opened, when fewer shares change hands and prices can swing more. It dipped right after the 7:05 a.m. deal news, climbed above $205 by 7:11 a.m., then slipped back before the open.

The regular session opened at 9:30 a.m., and both stocks fell. At 9:44 a.m., Marvell traded at $186.38, down 5.1% from its October 30 close, and Lumentum at $765.52, down 8.9%.

Why Lumentum stock can trade below Marvell's offer

That gap is called the deal spread. It is the difference between what the offer is worth at a given moment and what the stock being bought costs at that same moment.

The offer is worth 4.5 times Marvell's price at that moment. The $1,132 headline used October 28 prices, so it no longer shows what the offer is worth now.

At 9:44 a.m. ET on November 2, 4.5 Marvell shares were worth $838.71, and Lumentum traded at $765.52. The gap was about 9.6% of Lumentum's price.

A spread like this usually reflects the wait and the chance that the deal falls apart. A buyer of Lumentum stock today would wait more than a year to receive Marvell shares. The deal could still fail, for example if shareholders vote no or a regulator blocks it.

The gap also moves. When Marvell's price rises, the offer is worth more, and when it falls, the offer is worth less.

When the Marvell and Lumentum deal is expected to close

The companies signed the merger agreement on November 1, 2026, and Marvell filed it with the SEC in a Form 8-K on November 2. The boards of both companies approved it unanimously.

The agreement names one US review: the waiting period under the Hart-Scott-Rodino Act, the law that lets antitrust officials study big deals before they close. The other approvals it needs are listed in a schedule that was not made public.

The agreement's first deadline to close is November 1, 2027. If only regulatory approvals are still missing, it moves out in three-month steps, as far as August 1, 2028. Once the deadline passes, either company can generally end the deal. The companies' own target, the first half of 2028, falls inside those extensions.

The agreement also sets fees for walking away. Marvell would pay Lumentum $3.2 billion if the deal ends over regulatory problems, such as a final block or the last deadline passing. That fee applies only when regulatory approvals are the one thing still missing. In some other cases, such as a board switching its support to a rival offer, Marvell would pay $5.8 billion and Lumentum $2.9 billion.

On taxes, the agreement says the companies intend the deal to count as a reorganization under Section 368(a) of the US tax code, the rule for mergers paid in stock. Owners due a fraction of a Marvell share will get cash for that part.

Marvell plans to file a registration statement on Form S-4 with the SEC. It will hold a joint proxy statement, the document both sets of shareholders read before they vote.

Matt Murphy stays chairman and chief executive of the combined company. Three Lumentum directors, including Chief Executive Michael Hurlston, will join Marvell's board, which now has seven members.

Marvell revenue and its forecast

Marvell's revenue for the quarter to August 1 was up 37% from a year earlier, and its data center sales grew 46%, its second quarter release shows.

For the quarter to October 31, 2026, Marvell had forecast revenue of $3.150 billion, give or take 5%. On November 2 it said its preliminary revenue fits that forecast.

Marvell kept the middle of the forecast and narrowed the range to give or take 2%, or about $3.087 billion to $3.213 billion.

Lumentum earnings show revenue more than doubled

Net revenue was $1.26 billion in the three months to September 26, 2026, the first quarter of Lumentum's 2027 fiscal year, which began in late June 2026. That is up 136.5% from $533.8 million a year earlier, the results release shows.

Show the data

Category	Value
Sep 2024	$0.34B
Dec 2024	$0.40B
Mar 2025	$0.43B
Jun 2025	$0.48B
Sep 2025	$0.53B
Dec 2025	$0.67B
Mar 2026	$0.81B
Jun 2026	$1.01B
Sep 2026	$1.26B

The climb started earlier. Two years before, in the quarter to September 28, 2024, Lumentum's revenue was $336.9 million. The latest quarter brought in about 3.7 times as much.

Revenue landed inside the $1.225 billion to $1.275 billion range Lumentum had forecast on August 11, 2026.

Adjusted earnings per share were $4.57, above Lumentum's forecast of $4.05 to $4.35.

Net income, the profit left after all costs, was $360.3 million, up from $4.2 million a year earlier.

For the next quarter, Lumentum expects revenue of $1.575 billion to $1.625 billion. "Looking ahead, we anticipate adding approximately $350 million in sequential growth in our second quarter, a figure greater than the quarterly revenue of the whole company just two years ago," Hurlston said. That extra revenue would be more than the $336.9 million it sold in the quarter two years earlier.

Which Lumentum products grew

A pump laser powers the amplifiers that boost a light signal as it travels down a glass fiber. An optical circuit switch steers beams of light from one fiber to another without first turning them into electric signals. Hurlston named both as the leading sources of growth.

Hurlston called the order Lumentum's second major NPO/CPO deal, "backed by purchase commitments exceeding $5 billion." These are optical parts placed right beside a processor chip, or inside its package. The release does not name the customer.

Hurlston said visibility into demand for the switches has expanded significantly in recent months. He said that positions optical switching to become "a multi-billion-dollar annual revenue stream," and gave no date.

Lumentum reports two product groups. Components brought in $754.2 million, up 98.9% from a year earlier. Systems grew faster, to $508.4 million, up 228.8%.

Lumentum cash, debt and dividend

Cash, cash equivalents and short-term investments came to $2.0 billion on September 26, 2026. That was $758.8 million less than at the end of June, even though the quarter brought a profit of $360.3 million.

Debt due within a year fell to $1,360.3 million from $1,596.9 million over those three months. Long-term debt was $39.3 million.

The quarter before showed a net loss of $7.2 billion. Most of it came from a $7,756.6 million accounting loss on settling debt for more than its value on the books.

Lumentum pays no dividend. Its annual report for the year to June 27, 2026 says it does not expect to pay cash dividends on its common stock in the foreseeable future. The results release mentions no share buybacks.

On September 26, 2026 Lumentum had 90.6 million common shares, up from 88.6 million at the end of June. It also had 2.9 million convertible preferred shares, a kind of share that can be swapped for common shares. These are the shares that would turn into Marvell shares when the deal closes.

Frequently asked questions

The information provided in this article is for educational and informational purposes only. It does not constitute financial advice, investment recommendation, or an endorsement of any particular investment strategy. Past performance does not guarantee future results. Investors should conduct their own research and consult with a qualified financial advisor before making investment decisions.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now