MAXLINEAR, INC — Director's Dealing 2021

Feb 23, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR INC (MXL)
CIK: 0001288469
Period of Report: 2021-02-20

Reporting Person: REDDY MADHUKAR (VP, Central Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-20	Common Stock	M	768	—	Acquired	385013	Direct
2021-02-20	Common Stock	F	768	$38.33	Disposed	384245	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-20	Restricted Stock Units	$	M	768	Disposed		Common Stock (768.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	31639	Indirect
Common Stock	31639	Indirect

Footnotes

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

F2: On February 20, 2021, the Reporting Person's RSUs vested. The RSUs were settled on February 22, 2021, the first business day following the vesting date. The closing price of the issuer's common stock on February 19, 2021 was the settlement price used to calculate the shares withheld.

F3: Shares held by Madhukar Reddy Cust Anavi Maram Reddy UTMA, for which the Reporting Person serves as custodian.

F4: Shares held by Madhukar Reddy Cust Arnav Maram Reddy UTMA, for which the Reporting Person serves as custodian.

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 29,917 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 successive August 20, November 20, February 20 and May 20 thereafter, such that the award will be fully vested on February 20, 2021.