MAXLINEAR INC

Forward-Looking Statements

The information in this Annual Report on Form 10-K for the fiscal year ended December 31, 2024, or this Form 10-K, contains forward-looking statements and information within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, which are subject to the “safe harbor” created by those sections and involve substantial risks and uncertainties. These forward-looking statements include, but are not limited to, statements concerning our strategy, future operations, future financial position, future revenues, projected costs, prospects and plans and objectives of management. The words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Moreover, we operate in a very competitive and rapidly changing environment, and new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, we may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that we make.

These forward-looking statements include, but are not limited to, statements concerning the following:

•statements relating to the terminated Merger Agreement with Silicon Motion and related legal proceedings or if we are required to or agree to pay any damages in connection with legal proceedings related to the termination of the Merger Agreement, including for any alleged breaches of the Merger Agreement, will have on our business, operating results, and financial condition;

•the effects of intense and increasing competition in our market and our ability to compete effectively;

•the effect global economic conditions including factors such as high inflation or a potential recession, may have on our business and industry;

•the effects of the cyclical nature of the semiconductor industry on our results of operations;

•our ability to sustain our current level of revenue, which has declined, and/or manage future revenue growth effectively, and our future financial performance, including our expectations regarding our revenue, gross profit or gross margin, operating expenses, excess inventory and customer demand;

•the effects of military, geopolitical and economic conflicts and tensions among countries in which we conduct business, including between the United States and China;

•the impacts from export control and technology export restrictions;

•the effects of increased tariffs imposed by the U.S. on goods from other countries and tariffs imposed by other countries on U.S. goods, export controls, or the imposition of additional trade barriers on customer demand, our revenues and operating results;

•our potential ability to retain and increase sales to existing customers and attract new customers, including potential effects of a loss or reduction in orders from customers;

•costs associated with defending intellectual property infringement and other claims and the potential outcomes of such disputes, such as any claims discussed in “Legal Proceedings”;

•the potential information technology failures and offensives, including security breaches and vulnerabilities, cyber-attacks and system failures and our ability to respond to such incidents;

•the effects of any erosion of our average selling prices on our revenues and gross margins;

•the effects of potential delays in the development of the broadband markets including international macroeconomic headwinds and consolidation trends among Pay-TV and broadband operators;

•our ability to make the substantial and productive research and development investments required to remain competitive;

•the effects of the complexity of our products, including unforeseen delays or expenses and undetected defects or bugs;

•the factors that could contribute to fluctuation of our operating results;

•the effects our inability to attract and retain customers, including reduced operating results and impaired competitive position;

•the development of our target end markets and demand for our solutions, products and services we offer;

•our future performance;

•statements regarding our business plans;

•the sufficiency of our present cash and cash equivalents balances and cash flows;

•future trading prices of our common stock and the factors impacting such stock prices;

•the efficacy of our internal controls, policies and procedures;

•the accuracy of the assumptions underlying our critical accounting estimates;

•expectations regarding our ability to expand our product portfolio or enhance existing products;

•our ability to predict our future revenue and appropriately budget our expenses;

•the capabilities of our technology;

•expectations relating to market share and market opportunity;

•the financial and legal impact of certain laws and regulations;

•our ability to attract, train and retain qualified personnel and senior management, including the effects of our inability to do so;

•our ability to service our interest and debt obligations

•the ability of our customers and distributors to obtain financing and the impact on customer demand for our products;

•our ability to comply with governmental laws, regulations and other legal obligations related to privacy, data protection, and cybersecurity;

•our ability to conform to, and comply with, continually evolving industry standards and achieve crucial design wins;

•our ability to identify, complete and realize the benefits of future acquisitions or investments;

•our expectations concerning relationships with third parties;

•our ability to attract and retain key personnel;

•our ability to maintain, protect and enhance our brand and intellectual property, including with respect to our use of open source software;

•the effects of disruptions in our supply of products or materials;

•our ability to manage our relationships with, or negative impacts from, third parties that market, sell, distribute, or supply our products, or provide services and technology;

•estimates and estimate methodologies used in preparing our financial statements;

•the factors that could affect our stock price and trading volume;

•the effects of changes in tax rates, provisions, liabilities or other related obligations;

•our belief that we have adequately reserved for loss contingencies that are probable; and

•the effect certain factors may have on our tax liability, including but not limited to global and domestic tax reform;

These forward-looking statements involve risks, uncertainties and assumptions that could cause our actual results to differ materially from those in the forward-looking statements, including, without limitation, the risks set forth in Part I, Item 1A, “Risk Factors” in this Form 10-K.

The forward-looking statements made in this Form 10-K relate only to events as of the date on which the statements are made. We do not assume any obligation to update any forward-looking statements made in this Form 10-K to reflect events or circumstances after the date of this Form 10-K or to reflect new information or the occurrence of unanticipated events, except as required by law.

These forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may make.