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NETGEAR, INC. Director's Dealing 2011

Jun 20, 2011

32299_dirs_2011-06-20_33b5006d-0a88-4ac2-8c69-68da11d7ee08.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: 2011-06-16

Reporting Person: Clegg Michael (SVP and GM, SPBU)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-06-16 Common Stock M 625 $28.79 Acquired 12027 Direct
2011-06-16 Common Stock M 625 $11.41 Acquired 12652 Direct
2011-06-16 Common Stock M 312 $21.10 Acquired 12964 Direct
2011-06-16 Common Stock M 2000 $20.80 Acquired 14964 Direct
2011-06-16 Common Stock S 3562 $39.91 Disposed 11402 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-06-16 Employee Stock Option (Right to Buy) $28.79 M 625 Disposed 2018-01-11 Common Stock (625) Direct
2011-06-16 Employee Stock Option (Right to Buy) $11.41 M 625 Disposed 2019-01-16 Common Stock (625) Direct
2011-06-16 Employee Stock Option (Right to Buy) $21.10 M 312 Disposed 2020-02-02 Common Stock (312) Direct
2011-06-16 Employee Stock Option (Right to Buy) $20.80 M 2000 Disposed 2020-06-13 Common Stock (2000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (Right to Buy) $35.32 2021-02-03 Common Stock (20000) 20000 Direct
Employee Stock Option (Right to Buy) $33.15 2021-04-26 Common Stock (3400) 3400 Direct

Footnotes

F1: 312.5 options are exercisable on the 11th day of each month, such that all options are exercisable by 1/11/2012.

F2: 312.5 options are exercisable on the 16th day of each month, such that all options are exercisable by 1/16/2013.

F3: 312.5 options are exercisable on the 2nd day of each month, such that all options are exercisable by 2/2/2014.

F4: 25% of the options will be exercisable on 6/13/2011, and 1/48 of the options is exercisable each month thereafter.

F5: 25% of the options will be exercisable on 2/3/2012, and 1/48 of the options is exercisable each month thereafter.

F6: 25% of the options will be exercisable on 4/26/2012, and 1/48 of the options is exercisable each month thereafter.

F7: The exercises and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 10, 2011.