13D Filing: Viex Capital Advisors, Llc and Maxwell Technologies Inc (NASDAQ:MXWL)

(c)

VSO GP III has not entered into any transactions in the Shares during the past 60 days. The transactions in certain securities on behalf of VSO III during the past 60 days are set forth in Schedule A and are incorporated herein by reference.

G.

VIEX Capital

(a)

VIEX Capital, as the investment manager of Series One, VSO II and VSO III, may be deemed the beneficial owner of the (i) 1,230,936 Shares that may be deemed to be beneficially owned by Series One; (ii) 27,348 Shares that may be deemed to be beneficially owned by VSO II; and (iii) 955,181 Shares that may be deemed to be beneficially owned by VSO III.

Percentage: Approximately
6.9%

(b)

1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,213,465 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,213,465

(c)

VIEX Capital has not entered into any transactions in the Shares during the past 60 days. The transactions in the Shares on behalf of Series One, VSO II and VSO III during the past 60 days are set forth in Schedule A and are incorporated herein by reference.

H.

Eric Singer

(a)

Mr. Singer, as the managing member of VIEX GP, VSO GP III and VIEX Capital, may be deemed the beneficial owner of the (i) 1,230,936 Shares that may be deemed to be beneficially owned by Series One; (ii) 27,348 Shares that may be deemed to be beneficially owned by VSO II; and (iii) 955,181 Shares that may be deemed to be beneficially owned by VSO III.

Percentage: Approximately
6.9%

(b)

1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,213,465 3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 2,213,465

(c)

Mr. Singer has not entered into any transactions in the Shares during the past 60 days. The transactions in the Shares on behalf of Series One, VSO II and VSO III during the past 60 days are set forth in Schedule A and are incorporated herein by reference.

The filing of this
Schedule 13D shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities
Exchange Act of 1934, as amended, the beneficial owners of any of the Shares reported herein. Each Reporting Person disclaims beneficial
ownership of such Shares except to the extent of his or its pecuniary interest therein.