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NETGEAR, INC. Director's Dealing 2014

Jun 5, 2014

32299_dirs_2014-06-05_4362a94b-d4a3-4243-bef3-76077578ecde.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: 2014-06-03

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-06-03 Common Stock A 7000 Acquired 23625 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-06-03 Employee Stock Option (Right to Buy) $32.52 A 25000 Acquired 2024-06-03 Common Stock (25000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (Right to Buy) $21.10 2020-02-02 Common Stock (1459) 1459 Direct
Employee Stock Option (Right to Buy) $20.80 2020-06-13 Common Stock (2303) 2303 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
Employee Stock Option (Right to Buy) $32.54 2023-05-16 Common Stock (25000) 25000 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: 25% of the option grant is exercisable on 5/16/2014, and 1/48 of the option grant is exercisable each month thereafter.

F7: Shares represented by restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. 25% of the units will cliff vest on each anniversary of 6/3/2014, the vesting start date, so that all of the units will have vested on 6/3/2018.

F8: 25% of the options will be exercisable on 6/03/2015, and 1/48 of the option grant is exercisable each month thereafter.