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NETGEAR, INC. Director's Dealing 2014

May 20, 2014

32299_dirs_2014-05-20_acd50780-6506-43b0-92fb-2f1cf674ae16.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: 2014-05-16

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-05-16 Common Stock F 658 $33.04 Disposed 17179 Direct
2014-05-16 Common Stock S 554 $32.72 Disposed 16625 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: 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 August 1, 2013