MAXLINEAR, INC — Director's Dealing 2011

Jan 7, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR INC (MXL)
CIK: 0001288469
Period of Report: 2010-12-28

Reporting Person: IMURA KIMIHIKO (VP, Semiconductor Tech & Ops)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-28	Class B Common Stock (convertible into Class A Common Stock)	$	G	229625	Disposed		Class A Common Stock ($0.0001 par value) (229625)	Direct
2010-12-28	Class B Common Stock (convertible into Class A Common Stock)	$	G	229625	Acquired		Class A Common Stock ($0.0001 par value) (229625)	Indirect

Footnotes

F1: Each share of Class B Common Stock is convertible into one share of Class A Common Stock, which is the publicly traded stock, upon certain transfers and at the option of the holder. On the seventh anniversary of the closing of the Registrant's initial public offering (March 29, 2017), the Class B Common Stock and the Class A Common Stock will automatically convert into a single class of Common Stock.

F2: Represents a transfer of shares for no consideration from the Reporting Person to the Kimihiko Imura and Yoshiko Imura Trust UA 09/23/2010, for which the Reporting Person and the Reporting Person's spouse serve as trustees.

F3: Shares held by the Kimihiko Imura and Yoshiko Imura Trust UA 09/23/2010, for which the Reporting Person and the Reporting Person's spouse serve as trustees.