NETGEAR, INC. — Director's Dealing 2016

Sep 29, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETGEAR, INC (NTGR)
CIK: 0001122904
Period of Report: 2016-09-29

Reporting Person: Kim Andrew Wonki (SVP, Legal and Corp. Dev.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-29	Common Stock	M	1875	$31.31	Acquired	21710	Direct
2016-09-29	Common Stock	M	4688	$32.54	Acquired	26398	Direct
2016-09-29	Common Stock	M	4687	$32.52	Acquired	31085	Direct
2016-09-29	Common Stock	M	7812	$31.28	Acquired	38897	Direct
2016-09-29	Common Stock	S	19062	$59.57	Disposed	20500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-09-29	Employee Stock Option (Right to Buy)	$31.31	M	1875	Disposed	2022-06-06	Common Stock (1875.0)	Direct
2016-09-29	Employee Stock Option (Right to Buy)	$32.54	M	4688	Disposed	2023-05-16	Common Stock (4688.0)	Direct
2016-09-29	Employee Stock Option (Right to Buy)	$32.52	M	4687	Disposed	2024-06-03	Common Stock (4687.0)	Direct
2016-09-29	Employee Stock Option (Right to Buy)	$31.28	M	7812	Disposed	2025-06-02	Common Stock (7812.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$39.53	2026-03-24	Common Stock (25000.0)	25000	Direct

Footnotes

F1: 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 July 29, 2016.

F2: Includes 665 shares acquired under the NETGEAR, Inc. Employee Stock Purchase Plan

F3: 25% of the option grant is exerciseable on 6/6/2013, and 1/48 of the option grant is exerciseable each month thereafter.

F4: 25% of the option grant is exerciseable on 5/16/2014, and 1/48 of the option grant is exerciseable each month thereafter.

F5: 25% of the option grant is exercisable on 6/3/2015, and 1/48 of the option grant is exercisable each month thereafter.

F6: This Option shall be exercisable, in whole or in part, in accordance with the following schedule: 25% of the Shares subject to the Option shall vest twelve months after the Vesting Start Date, and 1/48 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.