NetApp, Inc. — Director's Dealing 2013

Jan 7, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NetApp, Inc. (NTAP)
CIK: 0001002047
Period of Report: 2013-01-03

Reporting Person: WARMENHOVEN DANIEL J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-03	Common Stock	M	78727	$15.711	Acquired	136479	Direct
2013-01-03	Common Stock	S	78727	$34.1438	Disposed	57752	Direct
2013-01-03	Common Stock	M	3617	$6.91	Acquired	61369	Direct
2013-01-03	Common Stock	S	3617	$34.1438	Disposed	57752	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-03	Non-Qualified Stock Option (right to buy)	$6.91	M	3617	Disposed	2014-01-01	Common Stock (3617)	Direct
2013-01-03	Non-Qualified Stock Option (right to buy)	$15.711	M	78727	Disposed	2013-05-08	Common Stock (78727)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	170000	Indirect
Common Stock	2007231	Indirect
Common Stock	38032	Indirect

Footnotes

F1: The transaction(s) reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F2: Shares held by Warmenhoven Ventures LP, a limited partnership of which the Warmenhoven Management Trust is the general partner, of which the reporting person and his wife are the trustees. Reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F3: Shares held in trust by Daniel J. Warmenhoven & Charmaine A. Warmenhoven, trustees to The Warmenhoven 1987 Revocable Trust UTA dated 12/16/87, as amended.

F4: Shares held in trust by Richard A. Andre, trustee to The Daniel J. Warmenhoven 1991 Children's Trust. Reporting person disclaims beneficial ownership of such shares.

F5: This option was granted under the Network Appliance, Inc. Salary Investment Option Program of the Company's 1995 Stock Incentive Plan, pursuant to which the reporting person has elected, by irrevocable election, to apply a portion of his base salary for calendar year 2004 to the acquisition of a below-market option grant.

F6: Option vests with respect to 1/12 of the option shares on January 31, 2004 and the balance in a series of equal month installments over the next 11 months of service thereafter.

F7: Option vests in a series of equal monthly installments over 48 months of service beginning with the one-month annniversary of the grant date.