Madhukar Reddy - Feb 20, 2023 Form 4 Insider Report for MAXLINEAR, INC (MXL)

Role: VP, Central Engineering
Signature: /s/ Connie Kwong, as Attorney-in-Fact
Stock symbol: MXL
Transactions as of: Feb 20, 2023
Transactions value $: -$47,321
Form type: 4
Date filed: 2/21/2023, 05:56 PM
Previous filing: Feb 7, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MXL	Common Stock	Options Exercise	$0	+1.29K	+0.27%	$0.00	487K	Feb 20, 2023	Direct	F1
transaction	MXL	Common Stock	Tax liability	-$47.3K	-1.29K	-0.26%	$36.74	485K	Feb 20, 2023	Direct	F2
holding	MXL	Common Stock						33K	Feb 20, 2023	See footnote	F3
holding	MXL	Common Stock						33K	Feb 20, 2023	See footnote	F4

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	-1.29K	-14.18%	$0.00	7.79K	Feb 20, 2023	Common Stock	1.29K		Direct	F1, F5

* 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	On February 20, 2023, the Reporting Person's RSUs vested. The RSUs were settled on February 21, 2023, the first business day following the vesting date. The closing price of the Issuer's Common Stock on February 17, 2023 was the settlement price used to calculate the shares withheld.
F3	Shares held by Madhukar Reddy Cust Anavi Maram Reddy UTMA, for which the Reporting Person serves as custodian.
F4	Shares held by Madhukar Reddy Cust Arnav Maram Reddy UTMA, for which the Reporting Person serves as custodian.
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, twenty five percent (25%) of the 10,392 RSUs subject to the award will vest on February 20, 2023, and twenty five percent (25%) of the RSUs subject to the award will vest annually on each February 20 thereafter, such that the award will be fully vested on February 20, 2026.