NetApp, Inc. — Director's Dealing 2014

Apr 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NetApp, Inc. (NTAP)
CIK: 0001002047
Period of Report: 2014-03-20

Reporting Person: WARMENHOVEN DANIEL J (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-01	Common Stock	M	18425.0	$19.22	Acquired	83484	Direct
2014-04-01	Common Stock	S	18425.0	$36.9607	Disposed	65059	Direct
2014-04-01	Common Stock	M	23333.0	$30.74	Acquired	88392	Direct
2014-04-01	Common Stock	S	23333.0	$36.9633	Disposed	65059	Direct
2014-03-20	Common Stock	G	30000.0	$0.0	Disposed	2061031	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-01	Non-Qualified Stock Option (right to buy)	$19.22	M	18425.0	Disposed	2014-06-16	Common Stock (18425)	Direct
2014-04-01	Non-Qualified Stock Option (right to buy)	$30.74	M	23333.0	Disposed	2014-05-31	Common Stock (23333)	Direct

Holdings (Non-Derivative)

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

F3: Option vests with respect to 25% of the option shares on the first anniversary of the grant date and the balance in a series of equal monthly installments over the next 36 months of service thereafter.

F4: Option vests in a series of equal monthly installments over 48 months of service beginning with the one-month annniversary of the grant date.