MAXLINEAR, INC — Director's Dealing 2023

May 23, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR, INC (MXL)
CIK: 0001288469
Period of Report: 2023-05-20

Reporting Person: Sayer Michelle Marie (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-20	Common Stock	M	2902	—	Acquired	11893	Direct
2023-05-20	Common Stock	F	2902	$28.56	Disposed	8991	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-05-20	Restricted Stock Units	$	M	2902	Disposed		Common Stock (2902)	Direct

Footnotes

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

F2: Includes 676 shares of Common Stock acquired under the Company's 2010 Employee Stock Purchase Plan on May 15, 2023.

F3: On May 20, 2023, the Reporting Person's RSUs vested. The RSUs were settled on May 22, 2023, the first business day following the vesting date. The closing price of the Issuer's Common Stock on May 19, 2023 was the settlement price used to calculate the shares withheld.

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, twenty five percent (25%) of the 33,572 RSUs subject to the award will vest on May 20, 2023, and twenty five percent (25%) of the RSUs subject to the award will vest annually on each May 20 thereafter, such that the award will be fully vested on May 20, 2026.