Kishore Seendripu - May 29, 2023 Form 4 Insider Report for MAXLINEAR, INC (MXL)

Role
Chairman, President and CEO, Director, 10%+ Owner
Signature
/s/ Steven G. Litchfield, as Attorney-in-Fact
Stock symbol
MXL
Transactions as of
May 29, 2023
Transactions value $
-$463,335
Form type
4
Date filed
5/31/2023, 05:05 PM
Previous filing
May 9, 2023
Next filing
Jul 11, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MXL Common Stock Options Exercise $0 +15.6K +3.01% $0.00 533K May 29, 2023 Direct F1
transaction MXL Common Stock Tax liability -$463K -15.6K -2.92% $29.72 518K May 29, 2023 Direct
holding MXL Common Stock 909K May 29, 2023 See footnote F2
holding MXL Common Stock 104K May 29, 2023 See footnote F3
holding MXL Common Stock 104K May 29, 2023 See footnote F4
holding MXL Common Stock 286K May 29, 2023 See footnote F5
holding MXL Common Stock 286K May 29, 2023 See footnote F6
holding MXL Common Stock 183K May 29, 2023 See footnote F7
holding MXL Common Stock 565K May 29, 2023 See footnote F8
holding MXL Common Stock 565K May 29, 2023 See footnote F9
holding MXL Common Stock 397K May 29, 2023 See footnote F10
holding MXL Common Stock 397K May 29, 2023 See footnote F11
holding MXL Common Stock 18.9K May 29, 2023 See footnote F12

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 -11.4K -34.75% $0.00 21.4K May 29, 2023 Common Stock 11.4K Direct F1, F13
transaction MXL Restricted Stock Units Options Exercise $0 -4.18K -21.03% $0.00 15.7K May 29, 2023 Common Stock 4.18K Direct F1, F14
* 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 2022 Annuity Trust B, a grantor retained annuity trust, for which the Reporting Person serves as trustee.
F6 Shares held by the Rekha S. Seendripu 2022 Annuity Trust B, a grantor retained annuity trust, for which the Reporting Person serves as trustee.
F7 Shares held by The Seendripu Family Fund, a donor advised fund, for which the Reporting Person and the Reporting Person's spouse serve as advisors.
F8 Shares held by the Samira 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.
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 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.
F11 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.
F12 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.
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 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. Reporting Person deferred delivery of shares of Common Stock issuable upon the vesting of RSUs on May 20, 2023. On May 29, 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) is based on the closing price of the Company's Common Stock in trading on NASDAQ on May 26, 2023.
F14 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. Reporting Person deferred delivery of shares of Common Stock issuable upon the vesting of RSUs on May 20, 2023. On May 29, 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) is based on the closing price of the Company's Common Stock in trading on NASDAQ on May 26, 2023.