MLNX / Mellanox Technologies, Ltd. - Документы SEC, Годовой отчет, Доверенное заявление

- 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33299 Mellanox Technologies, Ltd. (Exact name of registrant as specified

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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S-8 POS 1 mellanoxs-8posno333x172093.htm S-8 POS As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITE

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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S-8 POS 1 mellanoxs-8posno333x2098084.htm S-8 POS As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNIT

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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S-8 POS 1 mellanoxs-8posno333x2174523.htm S-8 POS As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNIT

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

- S-8 POS

As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

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As filed with the U.S. Securities and Exchange Commission on April 27, 2020 No. 333-232823 No. 333-226362 No. 333-217452 No. 333-209808 No. 333-209806 No. 333-202424 No. 333-194276 No. 333-190631 No. 333-189720 No. 333-186875 No. 333-183028 No. 333-179772 No. 333-172632 No. 333-172093 No. 333-165350 No. 333-157931 No. 333-152174 No. 333-140581 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washi

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2020 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commissio

Amended and Restated Articles of Association of Mellanox Technologies, Ltd.

EX-3.1 Exhibit 3.1 Companies Law, 5759-1999 Company Articles of Association 1. Company Name Company name: Company name, in English: Mellanox Technologies, Ltd. 2. Company Objectives Pursuant to Section 32(1) of the Companies Law – engage in any lawful act or activity for which companies may be organized under the Companies Law, 5759-1999 (the “Companies Law”). 3. Details regarding the Company’s Re

Mellanox Delivers Record First Quarter 2020 Financial Results Achieved $429 million of revenue, up 13% vs. prior quarter and 40% year-over-year GAAP operating margin 23.9%; Non-GAAP operating margin 34.1%

PRESS RELEASE Mellanox Technologies, Ltd. Investor Contact [email protected] Israel Investor Contact Keren Goldberg Gelbart Kahana Investor Relations +972 52 387 4111 [email protected] 1 Mellanox Delivers Record First Quarter 2020 Financial Results Achieved $429 million of revenue, up 13% vs. prior quarter and 40% year-over-year GAAP operating margin 23.9%; Non-GAAP operating margin 34.1% SUNNYVALE,

Annual Report - 10-K/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 23, 2020 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commissio

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2020 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commissio

List of Company Subsidiaries.

Exhibit 21.1 List of Company Subsidiaries • Mellanox Technologies, Inc., incorporated on March 5, 1999, is a wholly owned subsidiary of Mellanox Technologies, Ltd. • Mellanox Technologies TLV Ltd. (formerly known as Voltaire, Ltd.), incorporated on April 9, 1997, is a wholly owned subsidiary of Mellanox Technologies, Ltd. • Mellanox Technologies Distribution, Ltd., incorporated on March 3, 2011, i

Description of Securities of Mellanox Technologies, Ltd. Registered under Section 12 of the Exchange Act.

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 General As of December 31, 2019, our authorized share capital consists of 200,000,000 Ordinary Shares, par value NIS 0.0175 per share (“Ordinary Shares”), of which 55,763,705 Ordinary Shares were issued and outstanding. The ownership or voting of Ordinary Shares by non-re

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX TECHNOLOGIES, LT

Mellanox Delivers Record Fourth Quarter and Annual 2019 Financial Results Achieved $380 million revenue in the fourth quarter, up 13% vs. prior quarter and 31% vs. prior year Annual Revenue of $1.33 billion in 2019, up 22% vs. prior year Annual GAAP

PRESS RELEASE Mellanox Technologies, Ltd. Investor Contact [email protected] Israel Investor Contact Ellie Biel Gelbart Kahana Investor Relations +972 54 495 6245 [email protected] 1 Mellanox Delivers Record Fourth Quarter and Annual 2019 Financial Results Achieved $380 million revenue in the fourth quarter, up 13% vs. prior quarter and 31% vs. prior year Annual Revenue of $1.33 billion in 2019, up 2

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 29, 2020 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commiss

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2019 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commis

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLA

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 30, 2019 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commiss

Mellanox Delivers Record Revenue for the Third Quarter of 2019 Achieves $335.3 million revenue, up 20% year-over-year and up 8% quarter-over-quarter Trailing 12 months GAAP operating margin 14.5%; Non-GAAP operating margin 27.8% Record cash flow from

PRESS RELEASE Mellanox Technologies, Ltd. Investor Contact [email protected] Israel IR Contact Emanuel Kahana Gelbart Kahana Investor Relations +972-3-607-47-17 [email protected] 1 Mellanox Delivers Record Revenue for the Third Quarter of 2019 Achieves $335.3 million revenue, up 20% year-over-year and up 8% quarter-over-quarter Trailing 12 months GAAP operating margin 14.5%; Non-GAAP operating margin

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX T

Amended and Restated Executive Severance Benefits Agreement, dated July 22, 2019 between Eyal Waldman and the Company.

Exhibit 10.1 AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT This AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into effective as of this 20th day of June, 2019 (the “Effective Date”), between EYAL WALDMAN (“Executive”) and MELLANOX TECHNOLOGIES, LTD. (the “Company”). This Agreement is intended to provide Executive with the compensation and be

MLNX / Mellanox Technologies, Ltd. S-8 - - S-8

As filed with the Securities and Exchange Commission on July 25, 2019 Registration No.

Mellanox Technologies, Ltd. Fourth Amended and Restated Global Share Incentive Plan (2006).

Exhibit 10.1 MELLANOX TECHNOLOGIES, LTD. FOURTH AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) 1. NAME AND PURPOSE. 1.1 This plan shall be known as the Mellanox Technologies, Ltd. Fourth Amended and Restated Global Share Incentive Plan (2006) (the “Plan”). The Board of Directors adopted the Mellanox Technologies, Ltd. Global Share Incentive Plan (2006) (the “2006 Plan”) on October 26, 200

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 mellanox2019agm-form8xk.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 25, 2019 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other juri

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 24, 2019 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission

Mellanox Delivers Record Revenue for the Second Quarter of 2019 Achieves $310.3 million revenue, up 16% year-over-year Trailing 12 months GAAP operating margin 14.4%; Non-GAAP operating margin 27.3%

PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Greg Cross Zonic Public Relations +1-925-413-5327 [email protected] Investor Contact [email protected] Israel PR Contact Jonathan Wolf JWPR Public Relations and Communications +972-54-22-094-22 [email protected] Israel IR Contact Emanuel Kahana Gelbart Kahana Investor Relations +972-3-607-47-17 [email protected] 1 Mellanox Delivers Record

MLNX / Mellanox Technologies, Ltd. DEF 14A - - DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 20, 2019 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

MLNX / Mellanox Technologies, Ltd. PRE 14A - - PRE 14A

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. SD - - SD

SD 1 formsd-fy2018.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) Beit Mellanox Yokneam, Israel 2069200 (Addre

Exhibit 1.01 — Conflict Minerals Report as required by Items 1.01 and 1.02 of Form SD.

EXHIBIT 1.01 Conflict Minerals Report of Mellanox Technologies, Ltd. Pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 Mellanox Technologies, Ltd. (“Mellanox”) presents this Conflict Minerals report for the reporting period of January 1, 2018 to December 31, 2018 pursuant to Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”). The Rule was adopted by the Se

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2019 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commiss

MLNX / Mellanox Technologies, Ltd. DEFA14A DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

Quarterly Report - 10-Q

10-Q 1 a2019033110-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

Technology License Agreement, dated as of January 21, 2019, by and between Mellanox Technologies, Ltd. and H3C Technologies Co.

Exhibit 10.1 EXECUTION VERSION Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. TECHNOLOGY LICENSE AGREEMENT This Technology License Agreement (this “Agreement”) is entered into as of January 21, 2019 (“Effective Date”) by and between Mellanox Technolo

Amended and Restated Executive Severance Benefits Agreement between Eyal Waldman and the Company, incorporated by reference to Annex D of the definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on May 8, 2019

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. PREM14A

PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 16, 2019 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commissio

Mellanox Delivers Record Revenue for the First Quarter of 2019 Achieving $305.2 million, up 22% year-over-year GAAP operating margin 14.6%; Non-GAAP operating margin 28.3%

PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Greg Cross Zonic Public Relations +1-925-413-5327 [email protected] Investor Contact [email protected] Israel PR Contact Jonathan Wolf JWPR Public Relations and Communications +972-54-22-094-22 [email protected] Israel IR Contact Emanuel Kahana Gelbart Kahana Investor Relations +972-3-607-47-17 [email protected] 1 Mellanox Delivers Record

NVDA / NVIDIA Corp. DFAN14A

DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - AMENDMENT NO. 7 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 7)1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A 1 d664704ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidenti

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2019 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

Voting Agreement, dated as of March 10, 2019, by and between Eyal Waldman and NVIDIA International Holdings, Inc.

EX-10.1 Exhibit 10.1 Execution Version VOTING AGREEMENT VOTING AGREEMENT (this “Voting Agreement”), dated as of March 10, 2019, by and between NVIDIA International Holdings Inc., a Delaware corporation (“Parent”), and the shareholders listed in Exhibit A (each, a “Shareholder”). W I T N E S S E T H WHEREAS, concurrently with the execution and delivery of this Voting Agreement, Mellanox Technologie

NVIDIA to Acquire Mellanox for $6.9 Billion

EX-99.1 Exhibit 99.1 NVIDIA to Acquire Mellanox for $6.9 Billion • Unites leaders in processing and interconnect for the high performance computing market • Builds on the companies’ long history of collaboration and joint innovation • Expected to be accretive to NVIDIA’s non-GAAP gross margin, non-GAAP EPS and free cash flow, immediately after close SANTA CLARA, Calif., and YOKNEAM, Israel—March 1

Agreement and Plan of Merger, dated as of March 10, 2019, by and between NVIDIA Corporation, NVIDIA International Holdings, Inc., Teal Barvaz Ltd. and Mellanox Technologies, Ltd.

EX-2.1 Exhibit 2.1 Confidential AGREEMENT AND PLAN OF MERGER by and among NVIDIA INTERNATIONAL HOLDINGS INC., TEAL BARVAZ LTD., NVIDIA CORPORATION and MELLANOX TECHNOLOGIES, LTD. dated as of March 10, 2019 TABLE OF CONTENTS ARTICLE I. THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effect of the Merger 3 Section 1.5 Articles of Association 3 Sec

MLNX / Mellanox Technologies, Ltd. 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2019 Mellanox Technologies, Ltd. (Exact name of registrant as specified in its charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

Joint Press Release, dated March 11, 2019 (furnished herewith)

EX-99.1 Exhibit 99.1 NVIDIA to Acquire Mellanox for $6.9 Billion • Unites leaders in processing and interconnect for the high performance computing market • Builds on the companies’ long history of collaboration and joint innovation • Expected to be accretive to NVIDIA’s non-GAAP gross margin, non-GAAP EPS and free cash flow, immediately after close SANTA CLARA, Calif., and YOKNEAM, Israel—March 1

Agreement and Plan of Merger, dated as of March 10, 2019, by and between NVIDIA Corporation, NVIDIA International Holdings, Inc., Teal Barvaz Ltd. and Mellanox Technologies, Ltd. (filed herewith)*

EX-2.1 Exhibit 2.1 Confidential AGREEMENT AND PLAN OF MERGER by and among NVIDIA INTERNATIONAL HOLDINGS INC., TEAL BARVAZ LTD., NVIDIA CORPORATION and MELLANOX TECHNOLOGIES, LTD. dated as of March 10, 2019 TABLE OF CONTENTS ARTICLE I. THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effect of the Merger 3 Section 1.5 Articles of Association 3 Sec

Voting Agreement, dated as of March 10, 2019, by and between Eyal Waldman and NVIDIA International Holdings, Inc. (filed herewith)

EX-10.1 Exhibit 10.1 Execution Version VOTING AGREEMENT VOTING AGREEMENT (this “Voting Agreement”), dated as of March 10, 2019, by and between NVIDIA International Holdings Inc., a Delaware corporation (“Parent”), and the shareholders listed in Exhibit A (each, a “Shareholder”). W I T N E S S E T H WHEREAS, concurrently with the execution and delivery of this Voting Agreement, Mellanox Technologie

Executive Severance Benefits Agreement, dated as of December 16, 2018, between Mellanox Technologies, Ltd. and Doug Ahrens.

EX-10.28 3 a2018123110-kexx1028cfoexe.htm EXHIBIT 10.28 EXECUTIVE SEVERANCE BENEFITS AGREEMENT This EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into effective as of the Executive’s first date of employment with Mellanox Technologies, Inc. (the “Effective Date”), between Doug Ahrens (“Executive”) and MELLANOX TECHNOLOGIES, LTD. (the “Company”). This Agreement is intended to

Annual Report on Form 10-K for the year ended December 31, 2018 filed February 21, 2019;

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX TECHNOLOGIES, LT

List of Company Subsidiaries.

Exhibit 21.1 List of Company Subsidiaries • Mellanox Technologies, Inc., incorporated on March 5, 1999, is a wholly owned subsidiary of Mellanox Technologies, Ltd. • Mellanox Technologies TLV Ltd. (formerly known as Voltaire, Ltd.), incorporated on April 9, 1997, is a wholly owned subsidiary of Mellanox Technologies, Ltd. • Mellanox Technologies Distribution, Ltd., incorporated on March 3, 2011, i

Offer Letter, dated as of December 20, 2018, between Mellanox Technologies, Inc. and Doug Ahrens.

Doug Ahrens Offer Letter Page 1 of 1 Mellanox Technologies, Inc. 350 Oakmead Parkway Sunnyvale, CA 94085 Tel: 408-970-3400 Fax: 408-970-3403 December 19, 2018 Doug Ahrens 1514 Country Club Drive Los Altos, CA 94024 Re: Offer of Employment with Mellanox Technologies, Inc. Dear Doug, On behalf of the Company, we are pleased to offer you full-time, exempt employment with Mellanox Technologies, Inc. (

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - AMENDMENT NO. 6 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da60629720802152019.htm AMENDMENT NO. 6 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the Ordinary Shares, nominal value NIS 0.0175 per share, of Mellanox Technologies, Ltd. This Joint Fili

Mellanox Delivers Record Fourth Quarter and Annual 2018 Results, Exceeded $1 Billion in Annual Revenue in 2018 Achieved Annual Revenue Growth of 26% While Maintaining Flat Operating Expenses Year-Over-Year

PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Greg Cross Zonic Public Relations +1-925-413-5327 [email protected] Investor Contact Shanye Hudson VP, Investor Relations +1-408-916-0041 [email protected] Israel PR Contact Jonathan Wolf JWPR Public Relations and Communications +972-54-22-094-22 [email protected] Israel IR Contact Emanuel Kahana Gelbart Kahana Investor Relations +9

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a201812318-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 30, 2019 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction

MLNX / Mellanox Technologies, Ltd. / DnB Asset Management AS - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 (Title of Class of Securities) M51363 11 3 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

Mellanox Technologies Names Doug Ahrens as Chief Financial Officer

Exhibit 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Greg Cross Zonic Public Relations +1 (925) 413-5327 [email protected] Investor Contact Shanye Hudson VP, Investor Relations +1 (408) 916-0041 [email protected] Israel PR Contact Jonathan Wolf JWPR Public Relations and Communications +972-54-22-094-22 [email protected] Israel IR Contact Gelbart Kahana Investor Relations

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 2, 2019 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commissi

MLNX / Mellanox Technologies, Ltd. 10-Q (Quarterly Report)

10-Q 1 a2018093010-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissi

Mellanox Delivers Five Consecutive Quarters of Record Results Record Quarterly Revenue of $279.2 million, Up 24% Year-Over-Year Ethernet Revenue Up 59% Year-Over-Year as Market Share Gains Continue Quarterly Non-GAAP Operating Margin of 26.2% Year-to

EX-99.1 2 a201809308-kexx991.htm EXHIBIT 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Greg Cross Zonic Public Relations +1-925-413-5327 [email protected] Investor Contact Shanye Hudson VP, Investor Relations +1 (408) 916-0041 [email protected] Israel PR Contact Jonathan Wolf JWPR Public Relations and Communications +972-54-22-094-22 [email protected] Israel IR Contact Ema

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 24, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commiss

Form of Mellanox Technologies, Ltd. Executive Severance Benefits Agreement for U.S. Executives.

EXHIBIT 10.2 AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT This AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into effective as of this [ ˜ ] day of [ ˜ ] (the “Effective Date”), between [ ˜ ] (“Executive”) and MELLANOX TECHNOLOGIES, LTD. (the “Company”). This Agreement is intended to provide Executive with the compensation and benefits desc

MLNX / Mellanox Technologies, Ltd. 10-Q (Quarterly Report)

10-Q 1 a2018063010-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

Form of Mellanox Technologies, Ltd. Executive Severance Benefits Agreement for Israel Executives.

EXHIBIT 10.3 AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT This AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into effective as of this [ ˜ ] day of [ ˜ ], 2018 (the “Effective Date”), between [ ˜ ] (“Executive”) and MELLANOX TECHNOLOGIES, LTD. (the “Company”). This Agreement is intended to provide Executive with the compensation and benefit

Form of Restricted Share Unit Award Grant Notice and Restricted Share Unit Award Agreement For Participants in Israel under the Third Amended and Restated Global Share Incentive Plan (2006).

EXHIBIT 10.5 MELLANOX TECHNOLOGIES, LTD. THIRD AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) RESTRICTED SHARE UNIT AWARD GRANT NOTICE AND RESTRICTED SHARE UNIT AWARD AGREEMENT FOR PARTICIPANTS IN ISRAEL Mellanox Technologies, Ltd., a corporation organized under the laws of the State of Israel (the “Company”), pursuant to its Third Amended and Restated Global Share Incentive Plan (2006) a

Amended and Restated Articles of Association of Mellanox Technologies, Ltd. (as amended on May 24, 2018).

EX-3.1 2 ex31updatedaoa-2018.htm EXHIBIT 3.1 EXHIBIT 3.1 Amended and Restated Articles of Association AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF MELLANOX TECHNOLOGIES, LTD. A COMPANY LIMITED BY SHARES PRELIMINARY 1. COMPANY NAME The name of the company is "Mellanox Technologies Ltd." (the "Company"). 2. INTERPRETATION (a) In these Articles, the following terms shall bear the meanings set fort

Form of Performance Share Unit Award Grant Notice and Performance Share Unit Award Agreement for Participants in Israel under the Third Amended and Restated Global Share Incentive Plan (2006).

EXHIBIT 10.7 MELLANOX TECHNOLOGIES, LTD. THIRD AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) PERFORMANCE SHARE UNIT AWARD GRANT NOTICE AND PERFORMANCE SHARE UNIT AWARD AGREEMENT FOR PARTICIPANTS IN ISRAEL Mellanox Technologies, Ltd., a corporation organized under the laws of the State of Israel (the “Company”), pursuant to its Third Amended and Restated Global Share Incentive Plan (2006)

Form of Restricted Share Unit Award Grant Notice and Restricted Share Unit Award Agreement For All Participants (Other than Participants in Israel) under the Third Amended and Restated Global Share Incentive Plan (2006).

EX-10.4 5 ex104-mellanoxxinternation.htm EXHIBIT 10.4 EXHIBIT 10.4 MELLANOX TECHNOLOGIES, LTD. THIRD AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) RESTRICTED SHARE UNIT AWARD GRANT NOTICE AND RESTRICTED SHARE UNIT AWARD AGREEMENT FOR ALL PARTICIPANTS (OTHER THAN PARTICIPANTS IN ISRAEL) Mellanox Technologies, Ltd., a corporation organized under the laws of the State of Israel (the “Compan

Form of Performance Share Unit Award Grant Notice and Performance Share Unit Award Agreement for Participants in the United States under the Third Amended and Restated Global Share Incentive Plan (2006).

EXHIBIT 10.6 MELLANOX TECHNOLOGIES, LTD. THIRD AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) PERFORMANCE SHARE UNIT AWARD GRANT NOTICE AND PERFORMANCE SHARE UNIT AWARD AGREEMENT FOR PARTICIPANTS IN THE UNITED STATES Mellanox Technologies, Ltd., a corporation organized under the laws of the State of Israel (the “Company”), pursuant to its Third Amended and Restated Global Share Incentive

Mellanox Technologies, Ltd. Amended and Restated Articles of Association (as amended May 24, 2018)

Amended and Restated Articles of Association AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF MELLANOX TECHNOLOGIES, LTD.

MLNX / Mellanox Technologies, Ltd. S-8

As filed with the Securities and Exchange Commission on July 26, 2018 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 25, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission

Mellanox Technologies, Ltd. Third Amended and Restated Global Share Incentive Plan (2006).

MELLANOX TECHNOLOGIES, LTD. THIRD AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) 1. NAME AND PURPOSE. 1.1 This plan shall be known as the Mellanox Technologies, Ltd. Third Amended and Restated Global Share Incentive Plan (2006) (the “Plan”). The Board of Directors adopted the Mellanox Technologies, Ltd. Global Share Incentive Plan (2006) (the “2006 Plan”) on October 26, 2006, and the 2006

Mellanox Achieves Another Record Quarter Record Quarterly Revenue of $268.5 Million, Up 7 Percent Sequentially and 27 Percent Year-Over-Year Ethernet Revenue Up 81 Percent, and Ethernet Switch Revenue Up 114 Percent Year-Over-Year Maintains Best ISS

EX-99.1 2 a201806308-kexx991.htm EXHIBIT 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Derek James McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Erik Bylin +1-510-315-1004 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972-3-613-52-84 [email protected] Israel IR Contact

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 17, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - AMENDMENT NO. 5 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 9, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Co

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

MLNX / Mellanox Technologies, Ltd. DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Mellanox Announces Agreement with Starboard Jack Lazar, Jon Olson and Greg Waters to Join the Board of Directors Starboard Receives a Board Appointment Right for a Direct Representative if Mellanox Misses Certain Operating Performance Thresholds in 2

EX-99.1 3 d207191dex991.htm EX-99.1 Exhibit 99.1 Mellanox Announces Agreement with Starboard Jack Lazar, Jon Olson and Greg Waters to Join the Board of Directors Starboard Receives a Board Appointment Right for a Direct Representative if Mellanox Misses Certain Operating Performance Thresholds in 2018 and 2019 Starboard Agrees to Support All Mellanox Nominees at 2018 Annual Meeting SUNNYVALE, CA.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 19, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (C

Settlement Agreement, dated as of June 19, 2018, among Mellanox Technologies, Ltd. and Starboard Value LP and certain of its affiliates.

EX-10.1 Exhibit 10.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of June 19, 2018 by and among Mellanox Technologies, Ltd., a public company formed under the laws of the State of Israel (the “Company”), and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Agreement,

MLNX / Mellanox Technologies, Ltd. FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 19, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (C

Press Release dated June 19, 2018.

EX-99.1 Exhibit 99.1 Mellanox Announces Agreement with Starboard

Settlement Agreement, dated as of June 19, 2018, among Mellanox Technologies, Ltd. and Starboard Value LP and certain of its affiliates.

EX-10.1 Exhibit 10.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of June 19, 2018 by and among Mellanox Technologies, Ltd., a public company formed under the laws of the State of Israel (the “Company”), and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Agreement,

[The remainder of this page intentionally left blank]

EX-99.1 2 ex991to13da406297208061918.htm AGREEMENT, DATED JUNE 19, 2018 Exhibit 99.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of June 19, 2018 by and among Mellanox Technologies, Ltd., a public company formed under the laws of the State of Israel (the “Company”), and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”)

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - AMENDMENT NO. 4 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to Ordinary Shares, nominal value NIS 0.0175 per share, of Mellanox Technologies, Ltd. This Joint Filing A

MLNX / Mellanox Technologies, Ltd. PRRN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confid

MLNX / Mellanox Technologies, Ltd. PRER14A

PRER14A 1 d475015dprer14a.htm PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the C

MLNX / Mellanox Technologies, Ltd. SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) Beit Mellanox Yokneam, Israel 2069200 (Address of Principal Executive

Exhibit 1.01 — Conflict Minerals Report as required by Items 1.01 and 1.02 of Form SD.

EXHIBIT 1.01 Conflict Minerals Report of Mellanox Technologies, Ltd. Pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 Mellanox Technologies, Ltd. ("Mellanox") presents this Conflict Minerals report for the reporting period of January 1, 2017 to December 31, 2017 pursuant to Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the "Rule"). The Rule was adopted by the Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confid

* * * * *

O L S H A N 1325 AVENUE OF THE AMERICAS ● NEW YORK, NEW YORK 10019 TELEPHONE: 212.

MLNX / Mellanox Technologies, Ltd. DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 d588743ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

Submission of Matters to a Vote of Security Holders

8-K 1 d593419d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 24, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction

MLNX / Mellanox Technologies, Ltd. PREC14A

PREC14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. CORRESP

CORRESP 140 Scott Drive Menlo Park, California 94025 Tel: +1.650.328.4600 Fax: +1.650.463.2600 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf Rome Frankfurt San Diego Hamburg San Francisco Hong Kong Seoul Houston Shanghai London Silicon Valley Los Angeles Singapore Madrid Tokyo Milan Washington, D.

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 17, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Com

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d783316d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 17, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction

Mellanox Technologies Increases Second Quarter and Full Year 2018 Outlook Updated Outlook Reflects Strength Across All Product Lines, Including InfiniBand and Ethernet

EX-99.1 2 d783316dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Mellanox Technologies Increases Second Quarter and Full Year 2018 Outlook Updated Outlook Reflects Strength Across All Product Lines, Including InfiniBand and Ethernet SUNNYVALE, CA. and YOKNEAM, ISRAEL – May 17, 2018 – Mellanox Technologies, Ltd. (NASDAQ: MLNX), a leading supplier of high-performance, end-to-end smart intercon

MLNX / Mellanox Technologies, Ltd. DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

MLNX / Mellanox Technologies, Ltd. PREC14A

PREC14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

MLNX / Mellanox Technologies, Ltd. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX

MLNX / Mellanox Technologies, Ltd. AMENDMENT NO. 3 TO PRELIMINARY PROXY STATEMENT

Amendment No. 3 to Preliminary Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 3) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use

MLNX / Mellanox Technologies, Ltd. AMENDMENT NO. 2 TO PRELIMINARY PROXY STATEMENT

Amendment No. 2 to Preliminary Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use

MLNX / Mellanox Technologies, Ltd. CORRESP

SEC Response Letter April 24, 2018 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Corporate Update

EX-99.1 Exhibit 99.1 Corporate Update April 23, 2018 1 Disclaimers These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “project”, “intend”, “future”, “potential” or “continued”, and other similar expressions are intended to identify f

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 23, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

MLNX / Mellanox Technologies, Ltd. 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 23, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

Investor Presentation dated April 23, 2018.

EX-99.1 Exhibit 99.1 Corporate Update April 23, 2018 1 Disclaimers These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “project”, “intend”, “future”, “potential” or “continued”, and other similar expressions are intended to identify f

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

MLNX / Mellanox Technologies, Ltd. FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 17, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (

MELLANOX 1Q FY18 PERFORMANCE Record first quarter results and increased guidance driven by long-term strategic investments in innovation and superior technology YEAR-OVER-YEAR GROWTH: REVENUE ETHERNET NON-GAAP NON-GAAP REVENUE OPERATING INCOME DILUTE

EX-99.1 Exhibit 99.1 MELLANOX 1Q FY18 PERFORMANCE Record first quarter results and increased guidance driven by long-term strategic investments in innovation and superior technology YEAR-OVER-YEAR GROWTH: REVENUE ETHERNET NON-GAAP NON-GAAP REVENUE OPERATING INCOME DILUTED EPS +33% +70% +232% +238% $251M $136.9M $52.1M $0.98 Our record first quarter financial performance is the result of the succes

MLNX / Mellanox Technologies, Ltd. 8-K (Current Report)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 16, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

MLNX / Mellanox Technologies, Ltd. 10-K/A (Annual Report)

10-K/A 1 d571819d10ka.htm 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri

Mellanox Achieves Record Quarterly Revenues; Updates 2018 Outlook Quarterly Revenue Record of $251 Million, Up 6 Percent Sequentially and 33 Percent Year Over Year Ethernet Revenues Up 70 Percent Year-Over-Year, InfiniBand Up 6 Percent Year-Over-Year

EX-99.1 2 a201803318-kexx991.htm EXHIBIT 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972-3-613-52-84 [email protected] Isr

Financial Statements and Exhibits, Results of Operations and Financial Condition

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 17, 2018 Mellanox Technologies, Ltd.

MLNX / Mellanox Technologies, Ltd. AMENDMENT NO. 1 TO PRELIMINARY PROXY STATEMENT

PRER14A 1 d546905dprer14a.htm AMENDMENT NO. 1 TO PRELIMINARY PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Sta

MLNX / Mellanox Technologies, Ltd. CORRESP

RESPONSE LETTER April 11, 2018 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

MLNX / Mellanox Technologies, Ltd. DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 15, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (C

FIRM / AFFILIATE OFFICES

EX-99.1 2 d544572dex991.htm EX-99.1 Exhibit 99.1 140 Scott Drive Menlo Park, California 94025 Tel: +1.650.328.4600 Fax: +1.650.463.2600 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf Rome March 15, 2018 Frankfurt San Diego Hamburg San Francisco Hong Kong Seoul Houston Shanghai Olshan Frome Wolosky

MLNX / Mellanox Technologies, Ltd. FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 15, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (

A LETTER TO THE SHAREHOLDERS OF MELLANOX TECHNOLOGIES, LTD.

Exhibit 99.1 A LETTER TO THE SHAREHOLDERS OF MELLANOX TECHNOLOGIES, LTD. March 12, 2018 Dear Fellow Shareholders, Mellanox is looking to wrongfully delay the 2018 annual meeting of shareholders (the "2018 Annual Meeting") by three months. This is a transparent attempt to delay the right of shareholders to vote on the election of directors. Instead of holding the 2018 Annual Meeting in a timely man

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number

LETTER TO GENERAL COUNSEL OF THE ISSUER, DATED MARCH 12, 2018

Mellanox Sends Letter to Shareholders Emphasizing Importance of EGM Proposals to Maximize Shareholder Choice Highlights Successful Execution of Long-Term Growth Strategy and Focus on Operating Margin Improvement Company Strongly Positioned to Continu

EX-99.1 Exhibit 99.1 Mellanox Sends Letter to Shareholders Emphasizing Importance of EGM Proposals to Maximize Shareholder Choice Highlights Successful Execution of Long-Term Growth Strategy and Focus on Operating Margin Improvement Company Strongly Positioned to Continue Realizing Benefits of Prior Investments to Fuel Innovation and Growth SUNNYVALE, Calif. and YOKNEAM, Israel – March 12, 2018 –

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 12, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

MLNX / Mellanox Technologies, Ltd. 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 12, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commi

Press Release, dated March 12, 2018, including a Letter to Shareholders of Mellanox Technologies, Ltd.

EX-99.1 2 d548054dex991.htm EX-99.1 Exhibit 99.1 Mellanox Sends Letter to Shareholders Emphasizing Importance of EGM Proposals to Maximize Shareholder Choice Highlights Successful Execution of Long-Term Growth Strategy and Focus on Operating Margin Improvement Company Strongly Positioned to Continue Realizing Benefits of Prior Investments to Fuel Innovation and Growth SUNNYVALE, Calif. and YOKNEAM

MLNX / Mellanox Technologies, Ltd. DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

MLNX / Mellanox Technologies, Ltd. DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

MLNX / Mellanox Technologies, Ltd. EXHIBIT 1 - LETTER TO SHAREHOLDERS

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Mellanox to Hold Extraordinary General Meeting of Shareholders Shareholders to Vote on Proposals Designed to Enhance Shareholder Choice in Contested Elections

EX-99.1 Exhibit 99.1 For Immediate Release Mellanox to Hold Extraordinary General Meeting of Shareholders Shareholders to Vote on Proposals Designed to Enhance Shareholder Choice in Contested Elections SUNNYVALE, CA. and YOKNEAM, ISRAEL – March 7, 2018 – Mellanox Technologies, Ltd. (NASDAQ: MLNX), a leading supplier of high-performance, end-to-end smart interconnect solutions for data center serve

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 7, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commis

MLNX / Mellanox Technologies, Ltd. 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 7, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commis

Press Release dated March 7, 2018.

EX-99.1 Exhibit 99.1 For Immediate Release Mellanox to Hold Extraordinary General Meeting of Shareholders Shareholders to Vote on Proposals Designed to Enhance Shareholder Choice in Contested Elections SUNNYVALE, CA. and YOKNEAM, ISRAEL – March 7, 2018 – Mellanox Technologies, Ltd. (NASDAQ: MLNX), a leading supplier of high-performance, end-to-end smart interconnect solutions for data center serve

MLNX / Mellanox Technologies, Ltd. PRELIMINARY PROXY STATEMENT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

MLNX / Mellanox Technologies, Ltd. PREC14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confide

MLNX / Mellanox Technologies, Ltd. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 20, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation)

Mellanox Appoints Steve Sanghi and Umesh Padval to Board of Directors New Independent Directors Bring Significant Industry, Operations and Leadership Experience Appointments Further Enhance the Board’s Depth and Expertise as Mellanox Continues Drivin

EX-99.2 3 d533746dex992.htm EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE Mellanox Appoints Steve Sanghi and Umesh Padval to Board of Directors New Independent Directors Bring Significant Industry, Operations and Leadership Experience Appointments Further Enhance the Board’s Depth and Expertise as Mellanox Continues Driving Profitable Growth and Shareholder Value Creation SUNNYVALE, CA. and YOKNEAM,

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d533746d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 20, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction

Mellanox Technologies Updates First Quarter Outlook Revised Outlook Reflects Accelerated Customer Transition from 10 Gigabit Ethernet Adapters to Mellanox’s 25 Gigabit and Above Ethernet in Data Centers Announces CFO Transition

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Mellanox Technologies Updates First Quarter Outlook Revised Outlook Reflects Accelerated Customer Transition from 10 Gigabit Ethernet Adapters to Mellanox?s 25 Gigabit and Above Ethernet in Data Centers Announces CFO Transition SUNNYVALE, CA. and YOKNEAM, ISRAEL ? February 21, 2018 ? Mellanox Technologies, Ltd. (NASDAQ: MLNX), a leading supplier of high-p

Form of Indemnification Undertaking made by and between Mellanox Technologies, Ltd. and each of its directors and executive officers.

EX-10.21 3 a2017123110-kexx1021indemni.htm EXHIBIT 10.21 INDEMNIFICATION UNDERTAKING dated as of May 9, 2016 from Mellanox Technologies Ltd. to (the “Office Holder”) In respect of your service as a director or office holder of Mellanox Technologies, Ltd. (the “Company”), including your service, at the request of the Company, as a director or office holder of a company controlled by the Company ("c

Power of Attorney (previously filed).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX TECHNOLOGIES, LT

Office Space Lease dated December 29, 2017 by and between Oakmead Parkway Properties Partnership, a California general partnership, as landlord, and Mellanox Technologies, Inc., as tenant.

EX-10.20 2 a2017123110-kexx1020oakmea.htm EXHIBIT 10.20 EXHIBIT 10.20 OFFICE SPACE LEASE by and between OAKMEAD PARKWAY PROPERTIES PARTNERSHIP, a California general partnership, as Landlord and MELLANOX TECHNOLOGIES, INC., a California corporation, as Tenant Dated as of December 29, 2017 TABLE OF CONTENTS ARTICLE I. BASIC LEASE PROVISIONS 1 1.1 DATE OF LEASE 1 1.2 LANDLORD 1 1.3 TENANT 1 1.4 BUILD

List of Company Subsidiaries.

Exhibit 21.1 List of Company Subsidiaries Mellanox Technologies, Inc., incorporated on March 5, 1999, is a wholly owned subsidiary of Mellanox Technologies, Ltd. Mellanox Technologies TLV Ltd. (formerly known as Voltaire, Ltd.), incorporated on April 9, 1997, is a wholly owned subsidiary of Mellanox Technologies, Ltd. Mellanox Technologies Distribution, Ltd., incorporated on March 3, 2011, is a wh

MLNX / Mellanox Technologies, Ltd. / DnB Asset Management AS - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 (Title of Class of Securities) M51363 11 3 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

MLNX / Mellanox Technologies, Ltd. EXHIBIT 1 - LETTER TO THE CHAIRMAN

February 5, 2018 Mellanox Technologies, Ltd. Beit Mellanox Yokneam, Israel 20692 Attn: Irwin Federman, Chairman cc: Glenda Dorchak, Chair of Nominating and Corporate Governance Committee Amal Johnson, Chair of Compensation Committee Eyal Waldman, President and Chief Executive Officer Board of Directors Dear Irwin, As you know, Starboard Value LP (together with its affiliates, “Starboard”) currentl

MLNX / Mellanox Technologies, Ltd. 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 23, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Com

Disclaimers These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “project”, “intend”,

EX-99.1 January 2018 Executing a Balanced Plan for Profitable Growth with Exceptional Shareholder Value Exhibit 99.1 Disclaimers These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “project”, “intend”, “future”, “potential” or “contin

MLNX / Mellanox Technologies, Ltd. 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 23, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Com

Investor Presentation dated January 23, 2018.

EX-99.1 January 2018 Executing a Balanced Plan for Profitable Growth with Exceptional Shareholder Value Exhibit 99.1 Disclaimers These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “project”, “intend”, “future”, “potential” or “contin

MLNX / Mellanox Technologies, Ltd. / ORACLE CORP - SCHEDULE 13D AMENDMENT NO. 2 Activist Investment

SCHEDULE 13D AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)1 MELLANOX TECHNOLOGIES, LTD. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number) Dorian Daley, Esq. Executive Vice President and General Counsel Oracle C

Mellanox Achieves Record Quarterly and Annual Revenues; Forecasts Strong 2018 Quarterly Revenue Record of $238 Million, Up 5 Percent Sequentially and 7 Percent Year Over Year 2017 Ethernet Revenues Up 26 Percent and 25/50/100 Gigabit Revenues Up 156

EX-99.1 2 a201712318-kexx991.htm EXHIBIT 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972-3-613-52-84 [email protected] Isr

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 18, 2018 Mellanox Technologies, Ltd.

Mellanox Confirms Receipt of Director Nominations from Starboard Value

EX-99.1 Exhibit 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Media Contact Joele Frank, Wilkinson Brimmer Katcher Eric Brielmann, Jed Repko, Jeff Kauth +1-415-869-3950 / +1-212-355-4449 Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 3-613-52-84 [email protected] Israel IR Contact Emanuel Kahana

MLNX / Mellanox Technologies, Ltd. FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 17, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation)

JOINT FILING AND SOLICITATION AGREEMENT

Exhibit 99.2 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are shareholders, direct or beneficial, of Mellanox Technologies, Ltd., a public company formed under the laws of Israel (the “Company”); WHEREAS, Starboard Value and Opportunity Master Fund Ltd, a Cayman Islands exempted company (“Starboard V&O Fund”), Starboard Value and Opportunity S LLC, a Delaware limited

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [] Filed by a Party other than the Registrant [X] Check the appropriate box: [] Preliminary Proxy Statement [] Co

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - LETTER TO SHAREHOLDERS OF THE ISSUER Activist Investment

begin 644 ex991to13da206297208011818.pdf M)5!$1BTQ+C4-"B6UM;6U#0HQ(# @;V)J#0H\/"]4>7!E+T-A=&%L;V7!E+U!A9V5S+T-O=6YT(#@O2VED7!E+U!A9V4O4&%R96YT(#(@,"!2+U)E7!E+T=R;W5P+U,O5')A;G-P87)E M;F-Y+T-3+T1E=FEC95)'0CX^+U1A8G,O4R]3=')U8W1087)E;G1S(# ^/@T* M96YD;V)J#0HT(# @;V)J#0H\/"]&:6QT97(O1FQA=&5$96-O9&4O3&5N9W1H M(#@R-S4^/@T*<%I,6*/GT[%R P8#OV M)(-D,COQ[BR0F0=*HJR#2*1&).W)O]ZJ@)TWU4S>(,K#A*=57?SE>7KJY^ M\

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017

EX-99.4 5 ex994to13da206297208011818.htm FORM OF COMPENSATION LETTER AGREEMENT Exhibit 99.4 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017 January , 2018 Dear : This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of in

POWER OF ATTORNEY

Exhibit 99.5 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Jeffrey C. Smith, Mark R. Mitchell and Peter A. Feld, or any of them, the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a group with respect to, securities of Mellanox Techno

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017

EX-99.3 4 ex993to13da206297208011818.htm FORM OF INDEMNIFICATION LETTER AGREEMENT Exhibit 99.3 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017 January , 2018 Re: Mellanox Technologies, Ltd. Dear : Thank you for agreeing to serve as a nominee for election to the Board of Directors of Mellanox Technologies, Ltd. (the “Compa

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No.

Mellanox Discontinuing 1550nm Silicon Photonics Development Activities

EX-99.1 2 d521588dex991.htm EX-99.1 Exhibit 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 (0) 3-613-52-84 [email protected] Mellanox Discontinuing 1550nm Silicon Photonics Development Activities

MLNX / Mellanox Technologies, Ltd. 8-K (Current Report)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 9, 2018 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Comm

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number

Safe Harbor Statement These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “project”,

EX-99.1 December 7, 2017 Corporate Update Exhibit 99.1 Safe Harbor Statement These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as ?may?, ?might?, ?will?, ?should?, ?expect?, ?plan?, ?anticipate?, ?believe?, ?estimate?, ?project?, ?intend?, ?future?, ?potential? or ?continued?, and other similar expressions are intended to

MLNX / Mellanox Technologies, Ltd. FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 7, 2017 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation)

MLNX / Mellanox Technologies, Ltd. / Starboard Value LP - THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Mellanox Technologies, Ltd. (Name of Issuer) Ordinary Shares, nominal value NIS 0.0175 per share (Title of Class of Securities) M51363113 (CUSIP Number)

POWER OF ATTORNEY

Exhibit 99.2 POWER OF ATTORNEY The undersigned hereby appoints Jeffrey C. Smith, Mark R. Mitchell, Peter A. Feld and Kenneth R. Marlin, or any of them, his true and lawful attorney-in fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13D, Schedule 13G, Form 3, Form 4, Form 5, any settlement agreement, any amendments to any of the foregoing and any related

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to Ordinary Shares, nominal value NIS 0.0175 per share, of Mellanox Technologies, Ltd. This Joint Filing A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLA

Mellanox Achieves Record Quarterly Revenue in the Third Quarter 2017 Quarterly Revenues of $225.7 Million; Up 6.5 Percent Sequentially Ethernet Revenues Up 27 Percent Sequentially; 25/50/100 Gigabit Revenues Up 29 Percent Sequentially Driving Revenue

Exhibit PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 (0) 3-613-52-84 [email protected] Mellanox Achieves Record Quarterly Re

Mellanox Technologies 8-K ITEM 2.02 (Current Report/Significant Event)

Document PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 25, 2017 Mellanox Technologies, Ltd.

MLNX / Mellanox Technologies, Ltd. ESP

Document October 10, 2017 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Global Security Risk 100 F Street, N.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX T

Mellanox Reports Second Quarter 2017 Results InfiniBand Revenues Up 12 Percent Sequentially; EDR Up 50 Percent Sequentially InfiniBand Has 2.5X More New Systems in June Top500 Supercomputer List Compared to OmniPath Ethernet Revenues Up 8 Percent Seq

Exhibit PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 (0) 3-613-52-48 [email protected] Mellanox Reports Second Quarter 2017

Mellanox Technologies 8-K (Current Report/Significant Event)

Document PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 26, 2017 Mellanox Technologies, Ltd.

Mellanox Technologies SD

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) Beit Mellanox Yokneam, Israel 2069200 (Address of Principal E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX

Lease Agreement, dated April 9, 2017, by and between the Company, as tenant, and Rubinstein Buildings Ltd., as landlord (as translated from Hebrew).

EXHIBIT 10.1 Lease Agreement Entered into and executed in Yokneam on the 9th day of April, 2017 Between: Rubinstein Buildings Ltd., Company No. 511341794 37 Menachem Begin Ave., Tel Aviv (hereinafter: the “Lessor”) Of the first part and: Mellanox Technologies TLV Company No. 512471962 13 Zrachin St, Ra’anana By the parties authorized to sign on its behalf Mr. Ronnen Lovinger (hereinafter: the “Les

Mellanox Technologies, Ltd. Second Amended and Restated Global Share Incentive Plan (2006).

EX-3.2 2 exhibit32.htm EXHIBIT 3.2 SECOND AMENDEMENT TO THE GLOBAL PLAN Exhibit 3.2 MELLANOX TECHNOLOGIES, LTD. SECOND AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) 1. NAME AND PURPOSE. 1.1 This plan shall be known as the Mellanox Technologies, Ltd. Second Amended and Restated Global Share Incentive Plan (2006) (the “Plan”). The Board of Directors adopted the Mellanox Technologies, Ltd.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 25, 2017 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation) (Commissio

Mellanox Technologies 8-K (Current Report/Significant Event)

Document PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 26, 2017 Mellanox Technologies, Ltd.

Mellanox Reports First Quarter 2017 Results Delays in HPC Deployments Due to CPU Transition Expect Deployments to Grow Thru the Remainder of 2017 Ethernet Revenues up 17 Percent Year-over-Year; Strong growth in 25, 50, and 100 Gigabit Ethernet

EX-99.1 2 a201703318-kexx991.htm EXHIBIT 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 (0) 3-613-52-48 [email protected]

Mellanox Technologies FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on April 25, 2017 Registration No.

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2017 MELLANOX TECHNOLOGIES, LTD. (Exact name of registrant as specified in its charter) Israel (State or other jurisdiction of incorporation) 001-33299 (Commission File Numbe

Mellanox Technologies DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Mellanox Technologies PRE 14A

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Mellanox Technologies FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 18, 2017 Mellanox Technologies, Ltd. (Exact name of Registrant as Specified in its Charter) Israel 001-33299 98-0233400 (State or other jurisdiction of incorporation

MELLANOX TECHNOLOGIES, LTD. ITEM 9A – CONTROLS AND PROCEDURES DISCLOSURE FROM ITS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015, AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 26, 2016 [Mellanox Technologies

EX-16.2 Exhibit 16.2 MELLANOX TECHNOLOGIES, LTD. ITEM 9A ? CONTROLS AND PROCEDURES DISCLOSURE FROM ITS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015, AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 26, 2016 [Mellanox Technologies, Ltd. is referred to herein by terms ?we? and ?our?] ITEM 9A?CONTROLS AND PROCEDURES Disclosure Controls and Procedures We maint

February 24, 2017

EX-16.1 Exhibit 16.1 February 24, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington D.C. 20549-7561 Commissioners: We have read the statements made by Mellanox Technologies, Ltd. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of Mellanox Technologies, Ltd. dated February

List of Company Subsidiaries

Exhibit 21.1 List of Company Subsidiaries Mellanox Technologies, Inc., incorporated on March 5, 1999, is a wholly owned subsidiary of Mellanox Technologies, Ltd. Mellanox Technologies TLV Ltd. (formerly known as Voltaire, Ltd.), incorporated on April 9, 1997, is a wholly owned subsidiary of Mellanox Technologies, Ltd. Mellanox Technologies Distribution, Ltd., incorporated on March 3, 2011, is a wh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX TECHNOL

Mellanox Technologies 8-K (Current Report/Significant Event)

Document PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 1, 2017 Mellanox Technologies, Ltd.

Mellanox Reports Continued Growth and Record Revenues for Full-Year 2016 2016 Growth of 30% equaled record of $857.5 Million Fourth Quarter InfiniBand Revenues Grew 10% Sequentially, EDR up 59% Sequentially Strong Adoption of 25/50/100 Gigabit Ethern

EX-99.1 2 a201612318-kexx991.htm EXHIBIT 99.1 PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 (0) 3-613-52-48 [email protected]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLA

Mellanox Achieves Record Quarterly Revenue in the Third Quarter 2016 Quarterly Revenue Growth of 31 Percent Year-over-Year to $224.2 Million 25/50/100 Gigabit Ethernet Revenues Grew 72 Percent Sequentially InfiniBand Revenues Grew 9 Percent Sequentia

Exhibit PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Jonathan Wolf Galai Communications Public Relations +972 (0) 3-613-52-48 [email protected] Mellanox Achieves Record Quarterly Re

Mellanox Technologies 8-K (Current Report/Significant Event)

Document PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 27, 2016 Mellanox Technologies, Ltd.

MLNX / Mellanox Technologies, Ltd. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Mellanox Technologies, Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) M51363113 (CUSIP Number) September 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

MELLANOX TECHNOLOGIES, LTD. AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006)

EX-4.2 4 amendedandrestatedglobalsh.htm EXHIBIT 4.2 AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) MELLANOX TECHNOLOGIES, LTD. AMENDED AND RESTATED GLOBAL SHARE INCENTIVE PLAN (2006) 1.Name and Purpose. 1.1 This plan shall be known as the Mellanox Technologies, Ltd. Amended and Restated Global Share Incentive Plan (2006) (the “Plan”). The Board of Directors adopted the Mellanox Technologi

First Amendment to the Mellanox Technologies, Ltd. Amended and Restated Employee Share Purchase Plan.

EX-4.1 3 firstamendmenttothecompany.htm EXHIBIT 4.1 FIRST AMENDMENT TO AMENDED AND RESTATED ARTICLES OF ASSOCIATION FIRST AMENDMENT TO THE MELLANOX TECHNOLOGIES, LTD. AMENDED AND RESTATED EMPLOYEE SHARE PURCHASE PLAN (effective as of February 23, 2016) This First Amendment (this "Amendment") to the Mellanox Technologies, Ltd. Amended and Restated Employee Share Purchase Plan (as amended and restat

Addendum to Unprotected Lease Agreement Dated March 1, 2011

Addendum to Unprotected Lease Agreement Dated March 1, 2011 Made and executed in Yokneam, Israel on the 3rd day of the month of May, 2016 Between: Shaar Yokneam Limited Registered Partnership (Partnership No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33299 MELLANOX T

Amended and Restated Articles of Association of Mellanox Technologies, Ltd. (as amended on May 9, 2016)

EX-3.1 2 amendedandrestatedarticles.htm EXHIBIT 3.1 AMENDED AND RESTATED ARTICLES OF ASSOCIATION (MAY 9 2016) Amended and Restated Articles of Association AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF MELLANOX TECHNOLOGIES, LTD. A COMPANY LIMITED BY SHARES 1. COMPANY NAME The name of the company is "Mellanox Technologies Ltd." (the "Company"). 2. INTERPRETATION (a) In these Articles, the followi

Mellanox Achieves Record Quarterly Revenue in the Second Quarter 2016 Quarterly revenue growth of 32 percent, year-over-year to $214.8 million, sets new record Second Quarter Ethernet revenues grew 28 percent sequentially, including EZchip Transition

Exhibit PRESS RELEASE Mellanox Technologies, Ltd. Press/Media Contact Allyson Scott McGrath/Power Public Relations and Communications +1-408-727-0351 [email protected] Investor Contact Jeffrey Schreiner +1-408-916-0012 [email protected] Israel PR Contact Sharon Levin Gelbart Kahana Investor Relations +972-3-6070567 [email protected] Mellanox Achieves Record Quarterly Revenue in

Mellanox Technologies 8-K (Current Report/Significant Event)

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Conflict Minerals Report of Mellanox Technologies, Ltd. For the Year Ended December 31, 2015 Pursuant to Rule 13p-1 under the Securities Exchange Act of 1934

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