SEENDRIPU KISHORE 4
4 · MAXLINEAR, INC · Filed Feb 23, 2026
Research Summary
AI-generated summary of this filing
MaxLinear (MXL) 10% Owner Kishore Seendripu Receives Award
What Happened
Kishore Seendripu (reported as a 10% owner) received equity awards from MaxLinear totaling 244,003 shares/RSUs across three grant entries. The filing shows: 56,216 shares (02/20), 49,651 shares (02/20), and 138,136 derivative RSUs (02/18). All transactions are reported with an acquisition price of $0.00, reflecting compensation awards (not open-market purchases).
Key Details
- Transaction dates and types:
- 2026-02-20: Award of 56,216 shares (A) — $0.00 per share (footnote F1: issued under the 2025 Executive Incentive Bonus Plan and the 2010 Equity Incentive Plan; amount tied to Feb 20 closing price).
- 2026-02-20: Award of 49,651 shares (A) — $0.00 per share (also tied to bonus/plan per F1).
- 2026-02-18: Award of 138,136 derivative units (A, derivative) — $0.00 per unit (performance-based restricted stock/RSU; see F2, F16).
- Total new equity reported: 244,003 shares/RSUs.
- Reported consideration: $0.00 (these are compensation grants, not cash purchases).
- Shares owned after transaction: Not specified in the provided filing excerpt.
- Notable footnotes:
- F1/F2/F16: Awards issued under the Company’s equity plans; RSUs are contingent rights to receive shares and some awards have deferred settlement or vesting conditions.
- F17: Some RSUs are subject to multi-year vesting (one‑third on May 20, 2027, then annually through May 20, 2029).
- Several footnotes (F9–F15 and others) note shares held in various family/trust vehicles and disclaimers of beneficial ownership for some trusts.
- Filing date: 2026-02-23 (transactions occurred 02/18 and 02/20). The filing date is a few days after the grants; the excerpt does not flag a late filing.
Context
- These entries are awards (A) and derivative RSUs (contingent rights), not open‑market buys or sales. Awards reported at $0 reflect compensation grants, where value is based on the company’s share price and plan formulas (the filing notes amounts were determined using the Feb 20 closing price).
- RSUs and performance-based awards typically vest over time or upon meeting conditions; they do not indicate immediate share sales or cash proceeds unless subsequently exercised/settled and sold.
- As a 10% owner, Seendripu’s filings are subject to Section 16 disclosure rules; some holdings are reported as held in trusts with disclaimers of beneficial ownership.
Insider Transaction Report
Form 4
SEENDRIPU KISHORE
DirectorChairman, President and CEO10% Owner
Transactions
- Award
Common Stock
[F1]2026-02-20+56,216→ 827,000 total - Award
Common Stock
[F2]2026-02-20+49,651→ 876,651 total - Award
Restricted Stock Units
[F16][F17]2026-02-18+138,136→ 138,136 total→ Common Stock (138,136 underlying)
Holdings
- 896,747(indirect: See footnote)
Common Stock
[F3] - 300,000(indirect: See footnote)
Common Stock
[F4] - 300,000(indirect: See footnote)
Common Stock
[F5] - 182,893(indirect: See footnote)
Common Stock
[F6] - 18,920(indirect: See footnote)
Common Stock
[F7] - 448,413(indirect: See footnote)
Common Stock
[F8] - 448,413(indirect: See footnote)
Common Stock
[F9] - 295,727(indirect: See footnote)
Common Stock
[F10] - 295,727(indirect: See footnote)
Common Stock
[F11] - 295,727(indirect: See footnote)
Common Stock
[F12] - 295,727(indirect: See footnote)
Common Stock
[F13] - 250,799(indirect: See footnote)
Common Stock
[F14] - 250,799(indirect: See footnote)
Common Stock
[F15]
Footnotes (17)
- [F1]Represents shares of Common Stock issued to the Reporting Person for the 2025 performance period under the Company's Executive Incentive Bonus Plan (the "Bonus Plan"). All shares were issued pursuant to the Company's Amended and Restated 2010 Equity Incentive Plan. Grant amounts were determined based on the award amount earned under the Bonus Plan and the closing price of the Company's Common Stock in trading on The Nasdaq Global Select Market on February 20, 2026.
- [F10]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.
- [F11]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.
- [F12]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.
- [F13]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.
- [F14]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.
- [F15]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.
- [F16]Each restricted stock unit ("RSU") represents a contingent right to receive one share of MaxLinear, Inc. Common Stock.
- [F17]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 RSUs subject to the award will vest on May 20, 2027, and one-third (1/3rd) of the RSUs subject to the award will vest annually on each May 20 thereafter, such that the award will be fully vested on May 20, 2029.
- [F2]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.
- [F3]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.
- [F4]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.
- [F5]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.
- [F6]Shares held by The Seendripu Family Fund, a donor advised fund, for which the Reporting Person serves an advisor.
- [F7]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.
- [F8]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.
- [F9]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.
Signature
/s/ Connie Kwong, as Attorney-in-Fact|2026-02-23