NetApp, Inc. — Director's Dealing 2013

Jun 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NetApp, Inc. (NTAP)
CIK: 0001002047
Period of Report: 2013-06-01

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-06-01	Common Stock	M	1700	—	Acquired	7441	Direct
2013-06-01	Common Stock	M	3950	—	Acquired	11391	Direct
2013-06-01	Common Stock	F	631	$37.53	Disposed	10760	Direct
2013-06-01	Common Stock	F	1484	—	Disposed	9276	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-06-03	Non-Qualified Stock Option (right to buy)	$37.64	A	75000	Acquired	2020-06-02	Common Stock (75000)	Direct
2013-06-01	Restricted Stock Unit	$0	M	1700	Disposed		Common Stock (1700)	Direct
2013-06-01	Restricted Stock Unit	$0	M	3950	Disposed		Common Stock (3950)	Direct
2013-06-03	Restricted Stock Unit	$0	A	25000	Acquired		Common Stock (25000)	Direct

Footnotes

F1: Non-Derivative Securities Beneficially Owned includes shares acquired under NetApp Employee Stock Purchase Plan on May 31, 2013.

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.