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MAXLINEAR, INC Director's Dealing 2018

May 24, 2018

31984_dirs_2018-05-23_e8bad71c-2a51-47a3-8d35-2f4e725450e0.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: 2018-05-21

Reporting Person: Kwong Connie H. (Corporate Controller & PAO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-05-21 Common Stock M 816 $0.00 Acquired 8180 Direct
2018-05-21 Common Stock F 816 $18.94 Disposed 7364 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2018-05-21 Restricted Stock Units $ M 239 Disposed Common Stock (239) Direct
2018-05-21 Restricted Stock Units $ M 266 Disposed Common Stock (266) Direct
2018-05-21 Restricted Stock Units $ M 212 Disposed Common Stock (212) Direct
2018-05-21 Restricted Stock Units $ M 99 Disposed Common Stock (99) Direct

Footnotes

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

F2: Includes 650 shares of Common Stock acquired under the Company's 2010 Employee Stock Purchase Plan on May 15, 2018.

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, twenty-five percent (25%) of the 9,000 RSUs subject to the award shall vest on May 20, 2016, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each August 20, November 20, February 20 and May 20 thereafter, such that the award will be fully vested on May 20, 2019.

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 10,000 RSUs subject to the award shall vest on February 20, 2016, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive May 20, August 20, November 20, and February 20 thereafter, such that the award will be fully vested on November 20, 2019.

F5: 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 8,000 RSUs subject to the award shall vest on May 20, 2017, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each August 20, November 20, February 20 and May 20 thereafter, such that the award will be fully vested on February 20, 2021.

F6: 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 3,739 RSUs subject to the award shall vest on May 20, 2017, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each August 20, November 20, February 20 and May 20 thereafter, such that the award will be fully vested on February 20, 2021.