Notice to Holders of Company Stock-Based Awards Sample Contracts

MINDSPEED TECHNOLOGIES, INC. Notice to Holders of Company Stock-Based Awards (“Notice”) December 10, 2013
Notice to Holders of Company Stock-Based Awards • December 11th, 2013 • Mindspeed Technologies, Inc • Semiconductors & related devices

On November 5, 2013, Mindspeed Technologies, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with M/A-COM Technology Solutions Holdings, Inc. (“Parent”) and Micro Merger Sub, Inc. (the “Purchaser”). In accordance with the terms of the Merger Agreement, on November 19, 2013, the Purchaser launched a cash tender offer (the “Offer”) to purchase all of the Company’s issued and outstanding common stock. Following the expiration of the Offer, the Purchaser will merge with and into the Company, which, if completed, will result in the Company becoming a wholly-owned subsidiary of Parent (the “Merger”).