NetApp, Inc. — Director's Dealing 2012

Jun 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NetApp, Inc. (NTAP)
CIK: 0001002047
Period of Report: 2012-06-01

Reporting Person: FAWCETT MATTHEW K (Senior VP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-01	Common Stock	M	1700	—	Acquired	3048	Direct
2012-06-01	Common Stock	F	623	$29.44	Disposed	2425	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-01	Non-Qualified Stock Option (right to buy)	$29.44	A	25000	Acquired	2019-05-31	Common Stock (25000)	Direct
2012-06-01	Restricted Stock Unit	$0	A	15800	Acquired		Common Stock (15800)	Direct
2012-06-01	Restricted Stock Unit	$0	M	1700	Disposed		Common Stock (1700)	Direct

Footnotes

F1: Option vests in a series of equal monthly installments over 48 months of service beginning with the one-month annniversary of the grant date.

F2: 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.