MaxLinear (MXL) CEO logs major RSU vesting and tax-withholding share disposals
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
MaxLinear, Inc. Chairman, President and CEO Kishore Seendripu reported a set of equity compensation transactions dated March 2, 2026. He acquired Common Stock through the vesting and settlement of restricted stock units (RSUs), including 13,543 and 76,883 RSUs, and 90,426 shares from derivative exercises at a stated price of $0.00 per share.
To cover tax withholding obligations on these awards, 31,048, 27,421 and 90,426 shares of Common Stock were disposed of at $17.99 per share, characterized as tax-withholding dispositions rather than open-market sales. Footnotes describe multiple family and estate-planning trusts that hold additional shares, some of which the reporting person disclaims as beneficially owned except for any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
90,426 shares exercised/converted
Mixed
19 txns
Insider
SEENDRIPU KISHORE
Role
Chairman, President and CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 13,543 | $0.00 | -- |
| Exercise | Restricted Stock Units | 76,883 | $0.00 | -- |
| Tax Withholding | Common Stock | 31,048 | $17.99 | $559K |
| Tax Withholding | Common Stock | 27,421 | $17.99 | $493K |
| Exercise | Common Stock | 90,426 | $0.00 | -- |
| Tax Withholding | Common Stock | 90,426 | $17.99 | $1.63M |
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Holdings After Transaction:
Restricted Stock Units — 49,115 shares (Direct);
Common Stock — 845,603 shares (Direct);
Common Stock — 896,747 shares (Indirect, See footnote)
Footnotes (1)
- The Reporting Person deferred delivery of shares of the Company's Common Stock awarded for the 2025 performance period under the Company's Executive Incentive Bonus Plan reported in the Form 4 filed February 23, 2026. On March 2, 2026, the deferred shares were settled and shares withheld by the Company to satisfy tax withholding obligations (and the net issuance) are based on the closing price of the Company's Common Stock in trading on the Nasdaq Global Select Market on March 2, 2026. Represents shares of Common Stock issued to the Reporting Person in connection with the achievement of financial performance conditions for the 2025 fiscal year that were approved as part of the 2025 performance-based restricted stock award granted on August 4, 2025. All shares were issued pursuant to the Company's Amended and Restated 2010 Equity Incentive Plan. The Reporting Person has deferred settlement of the shares pursuant to a Restricted Stock Unit Election Form entered into by the Reporting Person on December 31, 2025 until the earliest of (i) the date of termination of the executive officer's service to the Company; or (ii) a qualifying change in control. Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Common Stock. Shares held by the Seendripu Family Trust dated 10/5/09, a trust for the benefit of the Reporting Person and the Reporting Person's spouse, for which the Reporting Person and the Reporting Person's spouse serve as trustees. Shares held by the Kishore V. Seendripu 2024 Annuity Trust A, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee. Shares held by the Rekha S. Seendripu 2024 Annuity Trust A, a grantor retained annuity trust for the benefit of the Reporting Person, for which the Reporting Person serves as trustee. Shares held by The Seendripu Family Fund, a donor advised fund, for which the Reporting Person serves an advisor. Shares held by the Seendripu Relatives Trust dated 10/5/09, a trust for the benefit of the Reporting Person's parents and siblings, and for which the Reporting Person serves as trustee. Shares held by the Samira Seendripu Trust dtd 10/5/2009, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person's sibling serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by the Ishan Krishna Seendripu Trust dtd 10/5/09, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person's sibling serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by the Ishan Krishna Seendripu Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by the Samira Seendripu Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by the IKS Heritage Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by the SS Heritage Trust #2 dtd 07/14/2023, a trust for the benefit of the Reporting Person's child, and of which the trustee is an independent entity. The Reporting Person disclaims Section 16 beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by the SS Heritage Trust dated July 13, 2020, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person serves as co-trustee. Shares held by the IKS Heritage Trust dated July 13, 2020, a trust for the benefit of the Reporting Person's child, and for which the Reporting Person serves as co-trustee. Subject to the Reporting Person's continuous status as a Service Provider (as defined in the 2010 Equity Incentive Plan) on each applicable vesting date, twenty five percent (25%) of the 98,231 RSUs subject to the award vested on February 20, 2025, and twenty five percent (25%) of the RSUs subject to the award vest annually on each February 20 thereafter, such that the award will be fully vested on February 20, 2028. The Reporting Person deferred delivery of shares of Common Stock issuable upon the vesting of RSUs on February 20, 2026. On March 2, 2026, the deferred shares of Common Stock were delivered to the Reporting Person. Shares withheld by the Company to satisfy tax withholding obligations (and the net issuance) is based on the closing price of the Company's Common Stock in trading on the Nasdaq Global Select Market on March 2, 2026. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Company's Amended and Restated 2010 Equity Incentive Plan) through each applicable vesting date, one-third (1/3rd) of the 417,754 RSUs subject to the award vested on February 20, 2025, and one-third (1/3rd) of the RSUs subject to the award will vest annually on each February 20 thereafter, such that the award will be fully vested on February 20, 2027. The Reporting Person deferred delivery of shares of Common Stock issuable upon the vesting of RSUs on February 20, 2026. On March 2, 2026, the deferred shares of Common Stock were delivered to the Reporting Person. Shares withheld by the Company to satisfy tax withholding obligations (and the net issuance) is based on the closing price of the Company's Common Stock in trading on the Nasdaq Global Select Market on March 2, 2026.
FAQ
What insider transactions did MaxLinear (MXL) report for Kishore Seendripu on March 2, 2026?
On March 2, 2026, MaxLinear CEO Kishore Seendripu reported RSU vesting and related share deliveries, plus tax-withholding share dispositions. Shares were issued from performance-based and time-based RSU awards, then a portion was surrendered to satisfy tax obligations using the company’s Nasdaq closing price that day.
How many MaxLinear (MXL) RSUs vested or were settled for the CEO in this Form 4?
The filing shows 13,543 and 76,883 restricted stock units settling into shares, plus 90,426 shares acquired from derivative exercises. These RSUs stem from prior equity awards tied to 2025 performance and multi‑year vesting schedules under MaxLinear’s Amended and Restated 2010 Equity Incentive Plan.
What vesting schedules apply to the MaxLinear (MXL) RSU awards in this Form 4?
One 98,231-RSU award vests 25% on each February 20 from 2025 to 2028, while a 417,754-RSU award vests one‑third on each February 20 from 2025 to 2027. Continued service as a “Service Provider” is required on each applicable vesting date.
What indirect ownership structures are disclosed for MaxLinear (MXL) in this Form 4?
The filing lists several family and estate-planning vehicles, including family trusts, grantor retained annuity trusts, donor-advised funds, and children’s trusts. Some trusts note that an independent trustee serves, and the reporting person disclaims Section 16 beneficial ownership except for any pecuniary interest in those holdings.