KISHORE SEENDRIPU - 20 May 2022 Form 4 Insider Report for MAXLINEAR INC (MXL)

Role: Chairman, President and CEO, Director, 10%+ Owner
Signature: /s/ Connie Kwong, as Attorney-in-Fact
Issuer symbol: MXL
Transactions as of: 20 May 2022
Net transactions value: -$558,140
Form type: 4
Filing time: 24 May 2022, 21:11:34 UTC
Previous filing: 14 Mar 2022
Next filing: 26 Aug 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MXL	Common Stock	Options Exercise	$0	+14,516	+3.6%	$0.000000	412,731	20 May 2022	Direct	F1
transaction	MXL	Common Stock	Tax liability	$558,140	-14,516	-3.5%	$38.45	398,215	20 May 2022	Direct
holding	MXL	Common Stock						195,494	20 May 2022	See footnote	F2
holding	MXL	Common Stock						500,000	20 May 2022	See footnote	F3
holding	MXL	Common Stock						500,000	20 May 2022	See footnote	F4
holding	MXL	Common Stock						303,445	20 May 2022	See footnote	F5
holding	MXL	Common Stock						303,445	20 May 2022	See footnoe	F6
holding	MXL	Common Stock						396,526	20 May 2022	See footnote	F7
holding	MXL	Common Stock						396,526	20 May 2022	See footnote	F8
holding	MXL	Common Stock						404,430	20 May 2022	See footnote	F9
holding	MXL	Common Stock						404,430	20 May 2022	See footnote	F10
holding	MXL	Common Stock						18,920	20 May 2022	See footnote	F11

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MXL	Restricted Stock Units	Options Exercise	$0	-10,621	-20%	$0.000000	42,844	20 May 2022	Common Stock	10,621		Direct	F1, F12
transaction	MXL	Restricted Stock Units	Options Exercise	$0	-3,895	-14%	$0.000000	23,568	20 May 2022	Common Stock	3,895		Direct	F1, F13

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Common Stock.
F2	Shares held by the Seendripu Family Trust dated 10/5/09, a trust for the benefit of the Reporting Person and the Reporting Person's spouse, for which the Reporting Person and the Reporting Person's spouse serve as trustees.
F3	Shares held by the Kishore V. Seendripu 2022 Annuity Trust A, a grantor retained annuity trust, for which the Reporting Person serves as trustee.
F4	Shares held by the Rekha S. Seendripu 2022 Annuity Trust A, a grantor retained annuity trust, for which the Reporting Person serves as trustee.
F5	Shares held by the Kishore V. Seendripu 2020 Annuity Trust A dated June 1, 2020, a grantor retained annuity trust, for which the Reporting Person serves as trustee.
F6	Shares held by the Rekha S. Seendripu 2020 Annuity Trust A dated June 1, 2020, a grantor retained annuity trust, for which the Reporting Person serves as trustee.
F7	Shares held by the IKS Heritage Trust dated July 13, 2020, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person serves as co-trustee.
F8	Shares held by the SS Heritage Trust dated July 13, 2020, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person serves as co-trustee.
F9	Shares held by the Ishan Krishna Seendripu Trust dtd 10/5/09, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person serves as co-trustee.
F10	Shares held by the Samira Seendripu Trust dtd 10/5/2009, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person serves as co-trustee.
F11	Shares held by the Seendripu Relatives Trust dated 10/5/09, a trust for the benefit of the Reporting Person's parents and siblings, and for which the Reporting Person serves as trustee.
F12	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-fourth (1/4th) of the 85,689 RSUs subject to the award will vest on May 20, 2021, and one fourth (1/4th) of the RSUs subject to the award will vest on each May 20, thereafter, such that the award will be fully vested on May 20, 2024.
F13	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-fourth (1/4th) of the 31,424 RSUs will vest on May 20, 2022, and one-fourth (1/4th) of the RSUs subject to the award will vest on each May 20 thereafter, such that the award will be fully vested on May 20, 2025.