NETGEAR, INC. — Director's Dealing 2012

Jan 18, 2012

SEC Form 4/A — Form 4/A

Issuer: NETGEAR, INC (NTGR)
CIK: 0001122904
Period of Report: 2012-01-16

Reporting Person: OLSON CHARLES T (SVP, Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-16	Common Stock	M	2125	—	Acquired	10736	Direct
2012-01-16	Common Stock	F	804	$37.53	Disposed	9932	Direct
2012-01-17	Common Stock	M	667	$28.79	Acquired	10599	Direct
2012-01-17	Common Stock	M	666	$11.41	Acquired	11265	Direct
2012-01-17	Common Stock	M	250	$20.80	Acquired	11515	Direct
2012-01-17	Common Stock	M	250	$21.10	Acquired	11765	Direct
2012-01-17	Common Stock	S	1833	$37.69	Disposed	9932	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-17	Employee Stock Option (Right to Buy)	$28.79	M	667	Disposed	2018-01-11	Common Stock (667)	Direct
2012-01-17	Employee Stock Option (Right to Buy)	$11.41	M	666	Disposed	2019-01-16	Common Stock (666)	Direct
2012-01-16	Restricted Stock Units	$	M	2125	Disposed		Common Stock (2125)	Direct
2012-01-17	Employee Stock Option (Right to Buy)	$21.10	M	250	Disposed	2020-02-02	Common Stock (250)	Direct
2012-01-17	Employee Stock Option (Right to Buy)	$20.80	M	250	Disposed	2020-06-13	Common Stock (250)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$35.32	2021-02-03	Common Stock (6000)	6000	Direct
Employee Stock Option (Right to Buy)	$33.15	2021-04-26	Common Stock (1200)	1200	Direct

Footnotes

F1: Converts to common stock on a one for one basis.

F2: Not applicable.

F3: 25% of the option grant is exercisable on 1/11/2009, and 1/48 of the option grant is exercisable each month thereafter.

F4: 25% of the option grant is exercisable on 1/16/2010, and 1/48 of the option grant is exercisable each month thereafter.

F5: 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.

F6: 25% of the option grant is exercisable on 2/2/2011, and 1/48 of the option grant is exercisable each month thereafter.

F7: 25% of the shares subject to the option shall vest on 6/13/2011, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the optionee continuing to be a service provider on such dates.

F8: 25% of the option grant is exercisable on 2/3/2012, and 1/48 of the option grant is exercisable each month thereafter.

F9: 25% of the option grant is exercisable on 4/26/2012, and 1/48 of the option grant is exercisable each month thereafter.

F10: Acquired pursuant to the vesting of restricted stock units which convert to common stock on a one for one basis.

F11: 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 1, 2011.

F12: Form 4 Amendment filed to correct Transaction Code

F13: Form 4 Amendment filed to correct to Securities Acquired (A)