MAXLINEAR, INC — Director's Dealing 2022

Feb 23, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR INC (MXL)
CIK: 0001288469
Period of Report: 2022-02-21

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-21	Common Stock	M	478	—	Acquired	25079	Direct
2022-02-21	Common Stock	F	478	$60.83	Disposed	24601	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-21	Restricted Stock Units	$	M	478	Disposed		Common Stock (478.0)	Direct

Footnotes

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

F2: On February 20, 2022, the Reporting Person's RSUs vested. The Reporting Person deferred delivery of the shares of Common Stock until February 21, 2022. The RSUs were settled on February 22, 2022, the first business day following February 21, 2022. The closing price of the Issuer's Common Stock on February 18, 2022 was the settlement price used to calculate the shares withheld.

F3: 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 16,163 RSUs subject to the award will vest on August 20, 2018, and an additional one-sixteenth (1/16th) of the RSUs subject to the award will vest on each November 20, February 20, May 20, and August 20 thereafter, such that the award will be fully vested on May 20, 2022. Reporting Person deferred delivery of shares of Common Stock issuable upon the vesting of RSUs on February 20, 2022. On February 21, 2022, the deferred shares of Common Stock were delivered to the Reporting Person. Shares withheld by the Company to satisfy tax withholding obligations (and the net issuance) is based on the closing price of the Company's Common Stock on February 18, 2022.