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NETGEAR, INC. Director's Dealing 2010

Jan 13, 2010

32299_dirs_2010-01-13_92c6b4c7-38df-4d79-98f4-909c29f6d555.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETGEAR, INC (NTGR)
CIK: 0001122904
Period of Report: 2009-05-23

Reporting Person: MERRILL MARK G (Chief Technology Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2009-05-23 Common Stock M 2000 $0.00 Acquired 8424 Direct
2009-05-23 Common Stock F 765 $13.39 Disposed 7659 Direct
2010-01-11 Common Stock M 750 $0.00 Acquired 8409 Direct
2010-01-11 Common Stock F 330 $23.08 Disposed 8079 Direct
2010-01-12 Common Stock M 1750 $0.00 Acquired 9829 Direct
2010-01-12 Common Stock F 770 $22.53 Disposed 9059 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-01-12 Restricted Stock Units $ M 1750 Disposed Common Stock (1750) Direct
2010-01-11 Restricted Stock Units $ M 750 Disposed Common Stock (750) Direct
2009-05-23 Restricted Stock Units $ M 2000 Disposed Common Stock (2000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (Right to Buy) $4.51 2010-04-05 Common Stock (6473) 59233 Direct
Employee Stock Option (Right to Buy) $6.00 2012-10-30 Common Stock (2001) 2001 Direct
Restricted Stock Units $ Common Stock (3000) 3000 Direct

Footnotes

F1: This stock option was granted under the NETGEAR, Inc. 2000 Option Plan on December 9, 2000 and is fully vested and exercisable at this time.

F2: This stock option was granted under the NETGEAR, Inc. 2000 Option Plan on October 30, 2002 and is fully vested and exercisable at this time.

F3: Converts to common stock on a one for one basis.

F4: Stock units will be paid in an equal number of shares of the Issuer's common stock upon vesting of the units. 25% of the units will cliff vest on each anniversary of 5/23/06, the vest start date, so that all of the units will have vested on 5/23/2010.

F5: Not applicable.

F6: Stock units will be paid in an equal number of shares of the Issuer's common stock upon vesting of the units. 25% of the units will cliff vest on each anniversary of 1/12/2007, the vest start date, so that all of the units will have vested on 1/12/2011.

F7: Stock units will be paid in an equal number of shares of the Issuer's common stock upon vesting of the units. 25% of the units will cliff vest on each anniversary of 1/11/2008, the vest start date, so that all of the units will have vested on 1/11/2012.

F8: Stock units will be paid in an equal number of shares of the Issuer's common stock upon vesting of the units. 25% of the units will cliff vest on each anniversary of 1/16/2009, the vesting start date, so that all of the units will have vested on 1/16/2013.

F9: Acquired pursuant to the vesting of restricted stock units which convert to common stock on a one for one basis.