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MAXLINEAR, INC Director's Dealing 2015

Nov 23, 2015

31984_dirs_2015-11-23_f8a7f3af-611f-41de-807d-5a5a7873f45c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR INC (MXL)
CIK: 0001288469
Period of Report: 2015-11-20

Reporting Person: Torgerson William (Vice President, Global Sales)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-11-20 Class A Common Stock (par value $0.0001) M 2940 $0.00 Acquired 54284 Direct
2015-11-20 Class A Common Stock (par value $0.0001) F 2940 $16.59 Disposed 51344 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-11-20 Restricted Stock Units $ M 1409 Disposed 2016-11-20 Class A Common Stock (par value $0.0001) (1409) Direct
2015-11-20 Restricted Stock Units $ M 498 Disposed 2018-05-20 Class A Common Stock (par value $0.0001) (498) Direct
2015-11-20 Restricted Stock Units $ M 1033 Disposed 2019-05-20 Class A Common Stock (par value $0.0001) (1033) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock (par value $0.0001) 500 Indirect

Footnotes

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

F2: Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, twenty-five percent (25%) of the 60,000 RSUs subject to the award will vest on November 20, 2013, and one-sixteenth (1/16th) of the RSUs subject to the award will vest on each February 20, May 20, August 20 and November 20 thereafter, such that the award will be fully vested on November 20, 2016.

F3: Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the 21,237 RSUs subject to the award shall vest on August 20, 2014, and an additional one-sixteenth of the RSUs subject to the award shall vest on each successive November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on May 20, 2018.

F4: Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the 44,000 RSUs subject to the award shall vest on August 20, 2015, and an additional one-sixteenth of the RSUs subject to the award shall vest on each successive November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on May 20, 2019.