MAXLINEAR, INC — Director's Dealing 2011

Jan 5, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: REDDY MADHUKAR (VP, ICs and RF Systems Enginee)

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	2300	Disposed		Class A Common Stock ($0.0001 par value) (2300)	Direct
2010-12-28	Class B Common Stock (convertible into Class A Common Stock)	$	G	2300	Acquired		Class A Common Stock ($0.0001 par value) (2300)	Indirect
2010-12-28	Class B Common Stock (convertible into Class A Common Stock)	$	G	2300	Disposed		Class A Common Stock ($0.0001 par value) (2300)	Direct
2010-12-28	Class B Common Stock (convertible into Class A Common Stock)	$	G	2300	Acquired		Class A Common Stock ($0.0001 par value) (2300)	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 Madhukar Reddy Cust Anavi Reddy UTMA CA DG07188DD, for which the Reporting Person serves as custodian.

F3: Shares held by Madhukar Reddy Cust Anavi Reddy UTMA CA DG07188DD, for which the Reporting Person serves as custodian.

F4: Represents a transfer of shares for no consideration from the Reporting Person to Madhukar Reddy Cust Arnav Reddy UTMA CA DG07187DD, for which the Reporting Person serves as custodian.

F5: Shares held by Madhukar Reddy Cust Arnav Reddy UTMA CA DG07187DD, for which the Reporting Person serves as custodian.