Kishore Seendripu - May 20, 2024 Form 4 Insider Report for MAXLINEAR, INC (MXL)

Role
Chairman, President and CEO, Director, 10%+ Owner
Signature
/s/ Connie Kwong, as Attorney-in-Fact
Stock symbol
MXL
Transactions as of
May 20, 2024
Transactions value $
-$286,651
Form type
4
Date filed
5/22/2024, 08:57 PM
Previous filing
Feb 28, 2024
Next filing
Jul 30, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MXL Common Stock Options Exercise +14.8K +2.2% 690K May 20, 2024 Direct F1
transaction MXL Common Stock Tax liability -$287K -14.8K -2.15% $19.32 675K May 20, 2024 Direct
holding MXL Common Stock 424K May 20, 2024 See footnote F2
holding MXL Common Stock 300K May 20, 2024 See footnote F3
holding MXL Common Stock 300K May 20, 2024 See footnote F4
holding MXL Common Stock 104K May 20, 2024 See footnote F5
holding MXL Common Stock 104K May 20, 2024 See footnote F6
holding MXL Common Stock 78.4K May 20, 2024 See footnote F7
holding MXL Common Stock 78.4K May 20, 2024 See footnote F8
holding MXL Common Stock 183K May 20, 2024 See footnote F9
holding MXL Common Stock 18.9K May 20, 2024 See footnote F10
holding MXL Common Stock 448K May 20, 2024 See footnote F11
holding MXL Common Stock 448K May 20, 2024 See footnote F12
holding MXL Common Stock 296K May 20, 2024 See footnote F13
holding MXL Common Stock 296K May 20, 2024 See footnote F14
holding MXL Common Stock 296K May 20, 2024 See footnote F15
holding MXL Common Stock 296K May 20, 2024 See footnote F16
holding MXL Common Stock 251K May 20, 2024 See footnote F17
holding MXL Common Stock 251K May 20, 2024 See footnote F18

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 -10.9K -100% $0.00* 0 May 20, 2024 Common Stock 10.9K Direct F1, F19
transaction MXL Restricted Stock Units Options Exercise $0 -3.98K -33.63% $0.00 7.86K May 20, 2024 Common Stock 3.98K Direct F1, F20
* 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 2024 Annuity Trust A, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee. Consists of 300,000 shares transferred from the Seendripu Family Trust dated 10/5/09 on March 13, 2024.
F4 Shares held by the Rekha S. Seendripu 2024 Annuity Trust A, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee. Consists of 300,000 shares transferred from the Seendripu Family Trust dated 10/5/09 on March 13, 2024.
F5 Shares held by the Kishore V. Seendripu 2022 Annuity Trust A, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee.
F6 Shares held by the Rekha S. Seendripu 2022 Annuity Trust A, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee.
F7 Shares held by the Kishore V. Seendripu 2022 Annuity Trust B, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee.
F8 Shares held by the Rekha S. Seendripu 2022 Annuity Trust B, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee.
F9 Shares held by The Seendripu Family Fund, a donor advised fund, for which the Reporting Person serves as an advisor.
F10 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.
F11 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's sibling serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
F12 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's sibling serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
F13 Shares held by the Ishan Krishna Seendripu Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
F14 Shares held by the Samira Seendripu Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
F15 Shares held by the SS Heritage Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
F16 Shares held by the IKS Heritage Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
F17 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.
F18 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.
F19 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.
F20 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.