X0306 4 2016-11-21 0 0001288469 MAXLINEAR INC MXL 0001478342 WALSH BRENDAN C/O MAXLINEAR, INC. 5966 LA PLACE COURT, SUITE 100 CARLSBAD CA 92008 0 1 0 0 VP, Product Line Marketing Class A Common Stock (par value $0.0001) 2016-11-21 4 M 0 2570 0.00 A 173324 D Class A Common Stock (par value $0.0001) 2016-11-21 4 F 0 2570 21.99 D 170754 D Restricted Stock Units 2016-11-21 4 M 0 1504 0.00 D Class A Common Stock (par value $0.0001) 1504 32024 D Restricted Stock Units 2016-11-21 4 M 0 469 0.00 D Class A Common Stock (par value $0.0001) 469 12500 D Restricted Stock Units 2016-11-21 4 M 0 597 0.00 D Class A Common Stock (par value $0.0001) 597 19063 D Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Class A Common Stock. 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, twenty-five percent (25%) of the 64,049 RSUs subject to the award shall vest on November 20, 2015, and one-sixteenth (1/16th) of the 64,049 RSUs shall vest on each successive February 20, May 20, August 20, and November 20 thereafter, such that the award will be fully vested on November 20, 2018. 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, one-sixteenth (1/16th) of the 20,000 RSUs subject to the award shall vest on August 20, 2015, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on May 20, 2019. 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, one-sixteenth (1/16th) of the 25,417 RSUs subject to the award shall vest on February 20, 2016, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive May 20, August 20, November 20, and February 20 thereafter, such that the award will be fully vested on November 20, 2019. /s/ Adam Spice, as Attorney-in-Fact 2016-11-22