NETGEAR, INC. — Director's Dealing 2013

Jan 22, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETGEAR, INC (NTGR)
CIK: 0001122904
Period of Report: 2013-01-18

Reporting Person: FALCON MICHAEL F (SVP, WW Ops and Support)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-18	Common Stock	S	1206	$39.42	Disposed	12638	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$21.10	2020-02-02	Common Stock (5417)	5417	Direct
Employee Stock Option (Right to Buy)	$20.80	2020-06-13	Common Stock (6375)	6375	Direct
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
Employee Stock Option (Right to Buy)	$31.31	2022-06-06	Common Stock (20000)	20000	Direct

Footnotes

F1: 25% of the option grant is exercisable on 2/2/2011, and 1/48 of the option grant is exercisable each month thereafter.

F2: 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.

F3: 25% of the option grant is exercisable on 2/3/2012, and 1/48 of the option grant is exercisable each month thereafter.

F4: 25% of the option grant is exercisable on 4/26/2012, and 1/48 of the option grant is exercisable each month thereafter.

F5: 25% of the option grant is exercisable on 6/6/2013, and 1/48 of the option grant is exercisable each month thereafter.

F6: 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 February 10, 2012.