Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
REDDY MADHUKAR
   2. Issuer Name and Ticker or Trading Symbol
MAXLINEAR INC [MXL] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, ICs and RF Systems Enginee
(Last)
(First)
(Middle)
2051 PALOMAR AIRPORT ROAD, SUITE 100		 3. Date of Earliest Transaction (Month/Day/Year)
03/29/2010
(Street)

CARLSBAD, CA 92011		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 ($0.0001 par value) (1) (2) 03/29/2010   J(1)   77,430 D (1) (2) 0 D  
Common Stock ($0.0001 par value) (1) (2) 03/29/2010   J(1)   3,969 D (1) (2) 0 I See footnote (3)
Common Stock ($0.0001 par value) (1) (2) 03/29/2010   J(1)   3,969 D (1) (2) 0 I See footnote (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Class B Common Stock (convertible into Class A Common Stock) (1) (2) (2) 03/29/2010   J(1)   77,430     (2)   (2) Class A Common Stock ($0.0001 par value) 77,430 $ 0 77,430 D  
Class B Common Stock (convertible into Class A Common Stock) (1) (2) (2) 03/29/2010   J(1)   3,969     (2)   (2) Class A Common Stock ($0.0001 par value) 3,969 $ 0 3,969 I See footnote (3)
Class B Common Stock (convertible into Class A Common Stock) (1) (2) (2) 03/29/2010   J(1)   3,969     (2)   (2) Class A Common Stock ($0.0001 par value) 3,969 $ 0 3,969 I See footnote (4)
Employee Stock Option (right to buy) $ 0.2322 03/29/2010   J(5)     39,826   (6) 10/28/2015 Common Stock 39,826 $ 0 0 D  
Employee Stock Option (right to buy) $ 0.3483 03/29/2010   J(5)     43,054   (7) 07/06/2016 Common Stock 43,054 $ 0 0 D  
Employee Stock Option (right to buy) $ 1.1613 03/29/2010   J(5)     154,998   (8) 08/07/2017 Common Stock 154,998 $ 0 0 D  
Employee Stock Option (right to buy) $ 4.2581 03/29/2010   J(5)     21,527   (9) 07/28/2019 Common Stock 21,527 $ 0 0 D  
Employee Stock Option (right to buy) $ 7.4478 03/29/2010   J(5)     80,728   (10) 10/27/2019 Common Stock 80,728 $ 0 0 D  
Employee Stock Option (right to buy) $ 0.2322 03/29/2010   J(5)   39,826     (6) 10/28/2015 Class B Common Stock 39,826 $ 0 39,826 D  
Employee Stock Option (right to buy) $ 0.3483 03/29/2010   J(5)   43,054     (7) 07/06/2016 Class B Common Stock 43,054 $ 0 43,054 D  
Employee Stock Option (right to buy) $ 1.1613 03/29/2010   J(5)   154,998     (8) 08/07/2017 Class B Common Stock 154,998 $ 0 154,998 D  
Employee Stock Option (right to buy) $ 4.2581 03/29/2010   J(5)   21,527     (9) 07/28/2019 Class B Common Stock 21,527 $ 0 21,527 D  
Employee Stock Option (right to buy) $ 7.4478 03/29/2010   J(5)   80,728     (10) 10/27/2019 Class B Common Stock 80,728 $ 0 80,728 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
REDDY MADHUKAR
2051 PALOMAR AIRPORT ROAD
SUITE 100
CARLSBAD, CA 92011		       VP, ICs and RF Systems Enginee  

Signatures

 /s/ Patrick E. McCready, by power of attorney   03/29/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock ($0.0001 par value) automatically converted into one share of Class B Common Stock ($0.0001 par value) immediately prior to the closing of the Registrant's initial public offering on March 29, 2010.
(2) Each share of Class B Common Stock is convertible into one share of Class A Common Stock, which is the publicly traded stock, upon certain transfers and at the option of the holder. On the seventh anniversary of the closing of the Registrant's initial public offering (March 29, 2017), the Class B Common Stock and the Class A Common Stock will automatically convert into a single class of Common Stock.
(3) Shares held directly by Anavi Reddy UTMA of CA DG 07188-DD, a trust for the benefit of the Reporting Person's children, for which the Reporting Person serves as custodian. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
(4) Shares held directly by Arnav Reddy UTMA of CA DG 07187-DD, a trust for the benefit of the Reporting Person's children, for which the Reporting Person serves as custodian. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
(5) Pursuant to a reclassification exempt under Rule 16b-7, each employee stock option to purchase one share of Common Stock ($0.0001 par value) automatically converted into an option to purchase one share of Class B Common Stock ($0.0001 par value) immediately prior to the closing of the Registrant's initial public offering on March 29, 2010.
(6) Shares subject to the option are fully vested and immediately exercisable.
(7) This stock option was granted on July 6, 2006 and vests over four years. Subject to the optionee's continuing to provide services, 2.08% of the shares vest at the end of each monthly period after July 1, 2006.
(8) This stock option was granted on August 7, 2007 and vests over four years. Subject to the optionee's continuing to provide services, 25% of the shares subject to the option vest and became immediately exercisable one year after grant, and 2.08% of the shares vest and become exercisable at the end of each monthly period thereafter.
(9) This stock option was granted on July 28, 2009 and vests over four years. Subject to the optionee's continuing to provide services, 25% of the shares subject to the option vest and become exercisable one year after May 8, 2009, and 2.08% of the shares vest and become exercisable at the end of each monthly period thereafter.
(10) This stock option was granted on October 27, 2009 and vests over four years. Subject to optionee's continuing to provide services, 10% of the shares subject to the stock option vest and become exercisable one year after the grant date, 20% of the shares subject to the stock option vest and become exercisable on the second anniversary of the grant date, 30% of the shares subject to the stock option vest and become exercisable on the third anniversary of the grant date, and 40% of the shares subject to the shares subject to the stock option vest and become exercisable on the fourth anniversary of the grant date.

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