Brendan Walsh - May 20, 2022 Form 4 Insider Report for MAXLINEAR INC (MXL)

Role: VP, Product Line Marketing
Signature: /s/ Connie Kwong, as Attorney-in-Fact
Stock symbol: MXL
Transactions as of: May 20, 2022
Transactions value $: -$388,691
Form type: 4
Date filed: 5/24/2022, 09:13 PM
Previous filing: Feb 23, 2022
Next filing: Aug 22, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MXL	Common Stock	Options Exercise	$0	+10.1K	+6.17%	$0.00	174K	May 20, 2022	Direct	F1
transaction	MXL	Common Stock	Tax liability	-$389K	-10.1K	-5.81%	$38.45	164K	May 20, 2022	Direct

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	-751	-100%	$0.00^*	0	May 20, 2022	Common Stock	751		Direct	F1, F2
transaction	MXL	Restricted Stock Units	Options Exercise	$0	-3.01K	-27.1%	$0.00	8.11K	May 20, 2022	Common Stock	3.01K		Direct	F1, F3
transaction	MXL	Restricted Stock Units	Options Exercise	$0	-3.35K	-27.1%	$0.00	9.01K	May 20, 2022	Common Stock	3.35K		Direct	F1, F4
transaction	MXL	Restricted Stock Units	Options Exercise	$0	-2.55K	-12.4%	$0.00	18K	May 20, 2022	Common Stock	2.55K		Direct	F1, F5
transaction	MXL	Restricted Stock Units	Options Exercise	$0	-449	-5.21%	$0.00	8.17K	May 20, 2022	Common Stock	449		Direct	F1, F6

* 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	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 24,245 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.
F3	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, ten percent (10%) of the 20,261 RSUs subject to the award will vest on May 20, 2020; twenty percent (20%) of the RSUs subject to the award will vest on May 20, 2021; thirty percent (30%) of the RSUs subject to the award will vest on May 20, 2022; forty percent (40%) of the RSUs subject to the award will vest on May 20, 2023, such that the award will be fully vested on May 20, 2023.
F4	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, ten percent (10%) of the 22,512 RSUs subject to the award will vest on May 20, 2020; twenty percent (20%) of the RSUs subject to the award will vest on May 20, 2021; thirty percent (30%) of the RSUs subject to the award will vest on May 20, 2022; forty percent (40%) of the RSUs subject to the award will vest on May 20, 2023, such that the award shall be fully vested on May 20, 2023.
F5	Subject to the Reporting Person continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, ten percent (10%) of the 25,706 RSUs subject to the award will vest on May 20, 2021; twenty percent (20%) of the RSUs subject to the award will vest on May 20, 2022; thirty percent (30%) of the RSUs subject to the award will vest on May 20, 2023; and forty percent (40%) of the RSUs subject to the award will vest on May 20, 2024, such that all the RSUs subject to the award will then be fully vested.
F6	Subject to the Reporting Person continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, ten percent (10%) of the 9,078 RSUs subject to the award will vest on May 20, 2022; twenty percent (20%) of the RSUs subject to the award will vest on May 20, 2023; thirty percent (30%) of the RSUs subject to the award will vest on May 20, 2024; and forty percent (40%) of the RSUs subject to the award will vest on May 20, 2025, such that all the RSUs subject to the award will then be fully vested.