MAXLINEAR, INC — Director's Dealing 2012

Nov 29, 2012

SEC Form 4/A — Form 4/A

Issuer: MAXLINEAR INC (MXL)
CIK: 0001288469
Period of Report: 2012-11-20

Reporting Person: Scarpulla Justin (VP, Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-20	Class A Common Stock (par value $0.0001)	M	6419	—	Acquired	20000	Direct
2012-11-20	Class A Common Stock (par value $0.0001)	F	6419	$5.00	Disposed	13581	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-20	Restricted Stock Units	$	M	6419	Disposed	2015-11-20	Class A Common Stock (par value $0.0001) (6419)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents the contingent right to receive one share of MaxLinear, Inc. Class A Common Stock.

F2: Includes 2,500 shares of Class A Common Stock acquired under the Company's 2010 Employee Stock Purchase Plan on November 15, 2012.

F3: Subject to the Reporting Person's continuing to be a Service Provider through each applicable vesting date, twenty five percent (25%) of the 70,000 RSUs subject to the award shall vest on November 20, 2012, and one sixteenth (1/16th) of the 70,000 RSUs subject to the award shall vest on each February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on November 20, 2015.

F4: This amendment is filed to (i) correct an incorrect transaction date in the original filing and (ii) to properly reflect the disposition of the derivative security (which was previously reflected as an acquisition based on a transposition error in the column placement for box 5 of Table II).