MXL Form 4/A: Carolyn Beaver awarded 15,741 RSUs with May 2026 vesting

Rhea-AI Filing Summary

MaxLinear, Inc. director Carolyn Beaver amended her Form 4 to report the grant of 15,741 restricted stock units (RSUs) on 05/20/2025. Each RSU converts into one share of common stock and the award was reported with an exercise/price of $0, indicating a time‑based compensation award rather than a purchase. The amendment corrects the previously reported RSU count from the Form 4 filed 05/22/2025. Vesting is contingent on continued service as a director: 100% of the RSUs vest on the earlier of 05/01/2026 or the day before the next annual meeting of stockholders.

Positive

• 15,741 RSUs granted to a director indicates continued alignment of management and shareholders
• 100% vesting tied to service through 05/01/2026 or annual meeting provides clear retention terms

Negative

• Grant reported at $0 implies dilution when RSUs convert to shares
• Amendment filed to correct previously reported RSU count may prompt investors to check prior disclosure accuracy

Insights

Corporate Governance Analyst

Director award of 15,741 RSUs is a standard retention grant tied to continued service.

The grant of 15,741 RSUs to a director reflects routine equity compensation for board service; each unit converts into one share on vesting and the reported $0 price shows these are service‑based units rather than purchases.

Major dependencies include the Reporting Person remaining a director through the vesting trigger and the timing of the next annual meeting; 100% vests by 05/01/2026 or immediately before the next annual meeting. Watch the company’s subsequent proxy or filings for aggregate director compensation and any additional amendments within the next 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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

BEAVER CAROLYN

(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 MaxLinear (MXL) report on Form 4/A for Carolyn Beaver?

The amended Form 4/A reports a grant of 15,741 restricted stock units (RSUs) to director Carolyn Beaver dated 05/20/2025.

When do the RSUs granted to the director vest?

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/A show a purchase price for the RSUs?

The reported price is $0, indicating these are service‑based restricted stock units rather than a purchased security.

Why was this Form 4 amended?

The amendment corrects the number of RSUs reported in the Form 4 filed on 05/22/2025.

How many shares will the RSUs convert into upon vesting?

Each RSU represents a contingent right to receive one share of MaxLinear common stock, so 15,741 RSUs would convert into 15,741 shares upon vesting.