MaxLinear director receives 15,741 RSUs; Form 4 amended

Rhea-AI Filing Summary

MaxLinear, Inc. director Daniel A. Artusi amended a Form 4 to report receipt of 15,741 restricted stock units (RSUs) granted on 05/20/2025. Each RSU converts to one share of common stock on vesting. The amendment corrects the originally reported RSU count from the Form 4 filed 05/22/2025. The award vests 100% on the earlier of 05/01/2026 or immediately before the next annual meeting, but only if the reporting person remains a director through that date. Following the grant, Mr. Artusi beneficially owns 15,741 shares represented by these RSUs, held directly and reported at a price of $0 per unit (no cash purchase). The filing is dated and signed by an attorney-in-fact on 10/10/2025.

Positive

• Equity alignment: Grant of 15,741 RSUs ties director compensation to shareholder outcomes
• Corrected disclosure: Amendment fixes the originally reported RSU count, improving transparency

Negative

• Vesting contingent on service: 100% vesting requires continued directorship through 05/01/2026, posing forfeiture risk if service ends early

Insights

Corporate Governance Analyst

TL;DR: Director received 15,741 RSUs that fully vest on continued service by 05/01/2026.

The award aligns director compensation with shareholder interests by delivering equity rather than cash; each RSU equals one share and the reported holding is 15,741 shares. The correction reduces disclosure risk by matching reported holdings to the actual grant amount.

Primary dependency is continued service through the vesting condition; if the director leaves before 05/01/2026 the RSUs may forfeit. Investors can monitor director ownership levels at the next proxy or subsequent Section 16 filings within the following 12 months.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ARTUSI DANIEL A

(Last) (First) (Middle)

C/O MAXLINEAR, INC.

5966 LA PLACE COURT, SUITE 100

(Street)

CARLSBAD CA 92008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MAXLINEAR, INC [ MXL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
05/22/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	05/20/2025		A		15,741(2)		(3)	(3)	Common Stock	15,741	$0	15,741	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Common Stock.

2. This amendment is being filed to correct the number of RSUs reported in the Form 4 filed May 22, 2025.

3. Subject to the Reporting Person's continuing as a Director (as defined in the 2010 Equity Incentive Plan) through such date, one hundred percent (100%) of the RSUs subject to the award will vest on the earlier to occur of May 1, 2026 or the date immediately preceding the next annual meeting of stockholders.

Remarks:

	/s/ Connie Kwong, as Attorney-in-Fact	10/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Daniel A. Artusi report in the amended Form 4 for MXL?

He reported an amended grant of 15,741 restricted stock units (RSUs) awarded on 05/20/2025, each converting to one share on vesting.

When do the RSUs vest and are there conditions?

The RSUs vest 100% on the earlier of 05/01/2026 or immediately before the next annual meeting, contingent on the reporting person remaining a director.

Did the Form 4 amendment change the economic terms of the award?

No. The amendment corrects the number of RSUs reported; the units are reported at a price of $0 and retain the same vesting condition.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction, the filing shows beneficial ownership of 15,741 shares represented by the RSUs.

Who signed the amended Form 4 and when was it filed?

The form is signed by an attorney-in-fact, Connie Kwong, on 10/10/2025.