NETGEAR, INC. — Director's Dealing 2011

May 16, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETGEAR, INC (NTGR)
CIK: 0001122904
Period of Report: 2011-05-12

Reporting Person: Buckley Shane (SVP and GM, CBU)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-12	Common Stock	M	6250	$18.07	Acquired	13050	Direct
2011-05-12	Common Stock	S	6250	$40.08	Disposed	6800	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-12	Employee Stock Option (Right to Buy)	$18.07	M	6250	Disposed	2019-10-20	Common Stock (6250)	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: 2,083.3 options are exercisable on the 12th of each month, such that all options are exercisable by 10/12/2013.

F2: 25% of the options will be exercisable on 2/3/2012, and 1/48 of the options is exercisable each month thereafter.

F3: 25% of the options will be exercisable on 4/26/2012, and 1/48 of the options is exercisable each month thereafter.

F4: The exercise and sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 29, 2010.

F5: 6,800 shares are represented by restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. 1,700 units will vest on each of 4/26/2012, 4/26/2013, 4/26/2014 and 4/26/2015.