MAXLINEAR, INC — Director's Dealing 2020

May 22, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR INC (MXL)
CIK: 0001288469
Period of Report: 2020-05-20

Reporting Person: Bollesen Michael (Vice President of Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-20	Common Stock	M	1738	—	Acquired	29140	Direct
2020-05-20	Common Stock	F	1738	$17.37	Disposed	27402	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-20	Restricted Stock Units	$	M	1272	Disposed		Common Stock (1272.0)	Direct
2020-05-20	Restricted Stock Units	$	M	466	Disposed		Common Stock (466.0)	Direct

Footnotes

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

F2: Includes 1,247 shares of Common Stock acquired under the Company's 2010 Employee Stock Purchase Plan on May 15, 2020.

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 58,900 RSUs shall vest on August 20, 2019, and an additional one-sixteenth (1/16th) of the RSUs shall vest on each November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on August 20, 2022.

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, ten percent (10%) of the 13,507 RSUs subject to the award will vest on May 20, 2020; twenty percent (20%) of the RSUs subject to the award will vest on May 20, 2021; thirty percent (30%) of the RSUs subject to the award will vest on May 20, 2022; forty percent (40%) of the RSUs subject to the award will vest on May 20, 2023, such that the award shall be fully vested on May 20, 2023.