NetApp, Inc. — Director's Dealing 2011

Jun 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NetApp, Inc. (NTAP)
CIK: 0001002047
Period of Report: 2011-06-01

Reporting Person: GEORGENS THOMAS (CEO and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-01	Common Stock	M	8334	—	Acquired	16461	Direct
2011-06-01	Common Stock	F	3890	$53.22	Disposed	12571	Direct
2011-06-01	Common Stock	M	20833	—	Acquired	33404	Direct
2011-06-01	Common Stock	F	9724	$53.22	Disposed	23680	Direct
2011-06-02	Common Stock	S	15553	$53.5132	Disposed	8127	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-01	Non-Qualified Stock Option (right to buy)	$53.22	A	275000	Acquired	2018-05-31	Common Stock (275000)	Direct
2011-06-01	Restricted Stock Unit	$0	M	8334	Disposed		Common Stock (8334)	Direct
2011-06-01	Restricted Stock Unit	$0	M	20833	Disposed		Common Stock (20833)	Direct
2011-06-01	Restricted Stock Unit	$0	A	25000	Acquired		Common Stock (25000)	Direct

Footnotes

F1: The price in Column 4 is a weighted average price. The prices actually received ranged from $53.47 to $53.56. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F2: Option vests in a series of equal monthly installments over 48 months of service beginning with the one-month annniversary of the grant date.

F3: The restricted stock unit shares vest as to 25% of the shares on the one-year anniversary of the grant date, and 25% of the shares on each annual anniversary thereafter for the next 3 years.