SEC Form 4 · accession 0001209191-16-123025
MAXLINEAR, INC · MXL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Madhukar Reddy
Officer — VP, Central Engineering
Period of report
May 20, 2016
Accepted (ET)
May 24, 2016 · 6:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001288469
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock (par value $0.0001)F1,F2 | May 20, 2016 | M | 9,584 | $0.00 | A | 137,055 | D | |
| Class A Common Stock (par value $0.0001) | May 20, 2016 | F | 9,584 | $19.37 | D | 127,471 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3 | — | May 20, 2016 | M | 3,758 | D | — | — | Class A Common Stock (par value $0.0001) | 3,758 | 0 | D |
| Restricted Stock UnitsF1,F4 | — | May 20, 2016 | M | 2,630 | D | — | — | Class A Common Stock (par value $0.0001) | 2,630 | 7,000 | D |
| Restricted Stock UnitsF1,F5 | — | May 20, 2016 | M | 665 | D | — | — | Class A Common Stock (par value $0.0001) | 665 | 14,158 | D |
| Restricted Stock UnitsF1,F6 | — | May 20, 2016 | M | 1,338 | D | — | — | Class A Common Stock (par value $0.0001) | 1,338 | 42,750 | D |
| Restricted Stock UnitsF1,F7 | — | May 20, 2016 | M | 1,193 | D | — | — | Class A Common Stock (par value $0.0001) | 1,193 | 44,481 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Class A Common Stock.
- F2Includes 1,040 shares of Class A Common Stock acquired under the Company's 2010 Employee Stock Purchase Plan on May 16, 2016.
- F3Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, twenty five percent (25%) of the 40,000 RSUs subject to the award shall vest on May 20, 2013, and an additional twenty five percent (25%) of the RSUs subject to the award shall vest on each successive anniversary thereafter, such that the award shall be fully vested on May 20, 2016.
- F4Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, twenty five percent (25%) of the 28,000 RSUs subject to the award shall vest on May 20, 2014, and an additional twenty five percent (25%) of the RSUs subject to the award shall vest on each successive anniversary thereafter, such that the award shall be fully vested on May 20, 2017.
- F5Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the 28,316 RSUs subject to the award shall vest on August 20, 2014, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on May 20, 2018.
- F6Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the 57,000 RSUs subject to the award shall vest on August 20, 2015, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive November 20, February 20, May 20, and August 20 thereafter, such that the award shall be fully vested on May 20, 2019.
- F7Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2010 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the 50,835 RSUs subject to the award shall vest on February 20, 2016, and an additional one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each successive May 20, August 20, November 20, and February 20 thereafter, such that the award will be fully vested on November 20, 2019.