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MAXLINEAR, INC Director's Dealing 2019

May 23, 2019

31984_dirs_2019-05-22_3397833f-ed0c-4cd1-86c0-a357558f0b00.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: 2019-05-20

Reporting Person: LOUGHEED JAMES (See Remarks)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-05-20 Common Stock M 2387 Acquired 34926 Direct
2019-05-20 Common Stock F 2387 $22.21 Disposed 32539 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-05-20 Restricted Stock Units $ A 20261 Acquired Common Stock (20261.0) Direct
2019-05-20 Restricted Stock Units $ M 1806 Disposed Common Stock (1806.0) Direct
2019-05-20 Restricted Stock Units $ M 581 Disposed Common Stock (581.0) Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. 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, ten percent (10%) of the RSUs subject to the award shall vest on May 20, 2020; twenty percent (20%) of the RSUs subject to the award shall vest on May 20, 2021; thirty percent (30%) of the RSUs subject to the award shall vest on May 20, 2022; forty percent (40%) of the RSUs subject to the award shall vest on May 20, 2023, such that the award shall be fully vested on May 20, 2023.

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 83,592 RSUs subject to the award shall vest on November 20, 2018, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive February 20, May 20, August 20 and November 20 thereafter, such that the award shall be fully vested on November 20, 2021.

F4: Subject to the Reporting Person 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 26,939 RSUs subject to the award shall vest on August 20, 2018, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on May 20, 2022.