MAXLINEAR, INC — Director's Dealing 2023

Feb 8, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MAXLINEAR, INC (MXL)
CIK: 0001288469
Period of Report: 2023-02-03

Reporting Person: LING CURTIS (Chief Technical Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-03	Common Stock	A	4690	—	Acquired	952675	Direct
2023-02-06	Common Stock	F	2664	$38.87	Disposed	950011	Direct
2023-02-03	Common Stock	A	25064	—	Acquired	975075	Direct
2023-02-03	Common Stock	A	16707	—	Acquired	991782	Direct
2023-02-03	Common Stock	A	407	—	Acquired	992189	Direct
2023-02-03	Common Stock	A	272	—	Acquired	992461	Direct

Footnotes

F1: Represents shares of Common Stock issued to the Reporting Person for the 2022 performance period under the Company's Executive Incentive Bonus Plan (the "Bonus Plan"). All shares were issued pursuant to the Company's 2010 Equity Incentive Plan. Grant amounts were determined based on the award amount earned under the Bonus Plan and the closing price of the Company's Common Stock in trading on The Nasdaq Global Select Market on February 3, 2023.

F2: On February 6, 2023, 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) are based on the closing price of the Company's Common Stock in trading on The Nasdaq Global Select Market on February 6, 2023.

F3: Represents shares of Common Stock issued to the Reporting Person in connection with the achievement of financial performance conditions for the 2022 fiscal year that were approved as part of the 2020 performance-based restricted stock award granted on March 31, 2020. All shares were issued pursuant to the Company's 2010 Equity Incentive Plan. The Reporting Person has deferred settlement of the shares pursuant to a Restricted Stock Unit Election Form entered into by the Reporting Person on December 31, 2021 until the earliest of (i) the date of termination of the executive officer's service to the Company; or (ii) a qualifying change in control.

F4: Represents shares of Common Stock issued to the Reporting Person in connection with the achievement of financial performance conditions for the 2022 fiscal year that were approved as part of the 2022 performance-based restricted stock award granted on January 3, 2022. All shares were issued pursuant to the Company's 2010 Equity Incentive Plan. The Reporting Person has deferred settlement of the shares pursuant to a Restricted Stock Unit Election Form entered into by the Reporting Person on December 31, 2021 until the earliest of (i) the date of termination of the executive officer's service to the Company; or (ii) a qualifying change in control.