MaxLinear (MXL) director sells 10,660 shares after RSU vesting under 10b5-1 plan

Rhea-AI Filing Summary

MaxLinear director Ted L. Tewksbury III reported a combination of equity vesting and stock sales in MaxLinear, Inc. common stock. On May 1, 2026, 15,741 restricted stock units (RSUs) fully vested, converting into the same number of common shares.

Between May 1 and May 5, 2026, he executed open-market sales totaling 10,660 shares at prices around $77–$80 per share. These transactions were carried out under a pre-arranged Rule 10b5-1 trading plan. After the reported trades, he directly holds 80,076 common shares of MaxLinear.

Insights

Equity compensation analyst

Pre-planned sales follow RSU vesting, leaving director with a substantial remaining stake.

The filing shows RSU-based equity compensation converting into 15,741 MaxLinear shares, followed by open-market sales of 10,660 shares at prices near $80. The RSUs fully vested on May 1, 2026, indicating completion of a compensation milestone.

The sales were executed under a Rule 10b5-1 trading plan, signaling they were scheduled in advance rather than timed opportunistically. After these trades, the director still directly owns 80,076 shares, so the activity appears as routine liquidity management rather than a large reduction in exposure.

Insider Trade Summary 10b5-1

Net Seller: 10,660 shares ($838,687)

Net Sell 5 txns

Insider Tewksbury Ted L III

Role null

Sold 10,660 shs ($839K)

Type	Security	Shares	Price	Value
Sale	Common Stock	3,935	$80.00	$315K
Sale	Common Stock	3,935	$77.36	$304K
Exercise	Restricted Stock Units	15,741	$0.00	--
Sale	Common Stock	2,790	$78.665	$219K
Exercise	Common Stock	15,741	$0.00	--

Holdings After Transaction: Common Stock — 80,076 shares (Direct, null); Restricted Stock Units — 0 shares (Direct, null)

Footnotes (1)

1. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted on June 2, 2025 by the Reporting Person. Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Common Stock. One hundred percent (100%) of the RSUs subject to the award vested on May 1, 2026.

Key Figures

Total shares sold: 10,660 shares Sale at $80.00: 3,935 shares Sale at $77.36: 3,935 shares +3 more

6 metrics

Total shares sold 10,660 shares Net shares sold across May 1–5, 2026

Sale at $80.00 3,935 shares Open-market sale on May 5, 2026

Sale at $77.36 3,935 shares Open-market sale on May 4, 2026

Sale at $78.665 2,790 shares Open-market sale on May 1, 2026

RSUs vested 15,741 units RSUs converting to common stock on May 1, 2026

Shares held after transactions 80,076 shares Director’s direct ownership following reported trades

Key Terms

Rule 10b5-1 trading plan, Restricted Stock Units, contingent right, vested

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted on June 2, 2025"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Restricted Stock Units financial

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

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

contingent right financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

vested financial

"One hundred percent (100%) of the RSUs subject to the award vested on May 1, 2026."

Form 4 Insider Transactions: What Each Field Means →

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).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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 CALIFORNIA 92008

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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

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

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

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
Common Stock	05/01/2026		S		2,790	D	$78.665	72,205	D
Common Stock	05/01/2026		M		15,741	A	$0	87,946	D
Common Stock	05/04/2026		S(1)		3,935	D	$77.36	84,011	D
Common Stock	05/05/2026		S(1)		3,935	D	$80	80,076	D

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	(2)	05/01/2026		M			15,741	(3)	(3)	Common Stock	15,741	$0	0	D

Explanation of Responses:

1. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted on June 2, 2025 by the Reporting Person.

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

3. One hundred percent (100%) of the RSUs subject to the award vested on May 1, 2026.

Remarks:

	/s/ Connie Kwong, as Attorney-in-Fact	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did MaxLinear (MXL) director Ted L. Tewksbury III report?

He reported RSU vesting and subsequent stock sales. On May 1, 2026, 15,741 restricted stock units converted into common shares, and he sold 10,660 MaxLinear shares in open-market transactions at prices around $77–$80 per share under a pre-arranged trading plan.

How many MaxLinear (MXL) shares did the director sell and at what prices?

He sold a total of 10,660 MaxLinear common shares. The transactions included 2,790 shares at $78.665, 3,935 shares at $77.36, and 3,935 shares at $80.00 per share in open-market sales executed over several days in early May 2026.

How many MaxLinear (MXL) shares does the director hold after these transactions?

Following the reported transactions, Ted L. Tewksbury III directly holds 80,076 shares of MaxLinear common stock. This figure reflects his position after RSUs vested into shares and after the 10,660 shares were sold in open-market trades under his trading plan.

Were the MaxLinear (MXL) insider sales made under a Rule 10b5-1 trading plan?

Yes. A footnote states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on June 2, 2025. Such plans pre-schedule trades, indicating these sales were arranged in advance rather than reacting to short-term market developments or undisclosed information.

What happened to the restricted stock units (RSUs) reported for MaxLinear (MXL)?

The filing shows 15,741 restricted stock units, each representing a contingent right to one MaxLinear share, fully vested on May 1, 2026. Upon vesting, they were converted into an equal number of common shares, and no RSUs from that award remained outstanding afterward.