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[Form 4/A] MAXLINEAR, INC Amended Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

MaxLinear, Inc. director Ted L. Tewksbury III amended his earlier Form 4 to report an award of 15,741 restricted stock units (RSUs). Each RSU converts to one share of common stock and the amendment corrects the previously reported RSU count. The RSUs were granted on 05/20/2025 and are subject to a single vesting event: 100% vesting on the earlier of 05/01/2026 or the day before the next annual shareholders meeting, provided the reporting person remains a director. Following the reported transaction the reporting person beneficially owns 15,741 shares directly. The filing is an amendment to the Form 4 filed on 05/22/2025 and was signed by an attorney-in-fact on 10/10/2025.

Positive

  • Amendment corrects prior filing, improving disclosure accuracy
  • Full RSU vesting schedule disclosed (100% on earlier of 05/01/2026 or pre-annual meeting)
  • Clear post-transaction ownership of 15,741 shares directly beneficially owned

Negative

  • No immediate cash value disclosed for the award (exercise/settlement value not specified)
  • Vesting conditioned on continued directorship, so award is contingent on future service

Insights

TL;DR: Director received a corrected award of 15,741 RSUs that vest fully by 05/01/2026.

The award is structured as restricted stock units where each RSU converts to one share of common stock; the report corrects the originally filed quantity. A single vesting event for 100% of the award simplifies future dilution timing and aligns the grant with continued board service.

Key dependencies include continued service through 05/01/2026 (or the annual meeting) and the company’s share issuance mechanics. Investors monitoring share count changes should note the timing of vesting as the most direct near-term dilution event.

TL;DR: Amendment corrects the RSU quantity, improving transparency on insider holdings.

The filing shows the reporting person directly beneficially owns 15,741 shares post-transaction and indicates the company uses time-based RSUs tied to board service. Correcting a prior Form 4 reduces reporting ambiguity and clarifies outstanding equity obligations.

Watch the vesting date 05/01/2026 for potential share issuance and any subsequent forms reporting actual share deliveries. The amendment itself is a routine compliance update rather than a trading event.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Tewksbury Ted L III

(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 Ted L. Tewksbury III report in the amended Form 4 for MXL?

The amendment reports an award of 15,741 RSUs granted on 05/20/2025, correcting the previously reported amount; the reporting person now beneficially owns 15,741 shares.

When do the RSUs vest for the reported award (MXL)?

The RSUs vest 100% on the earlier of 05/01/2026 or the date immediately preceding the next annual meeting of stockholders, subject to continued service as a director.

Does the Form 4 amendment change ownership immediately?

The filing corrects reported ownership to show 15,741 shares beneficially owned following the reported transaction; actual share issuance occurs when RSUs convert at vesting.

Why was this Form 4 amended?

The explanation states the amendment was filed to correct the number of RSUs reported in the Form 4 filed on 05/22/2025.

Who signed the Form 4 amendment for the reporting person?

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

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