NETGEAR, INC. — Director's Dealing 2016

Jan 12, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETGEAR, INC (NTGR)
CIK: 0001122904
Period of Report: 2016-01-11

Reporting Person: GODWIN A TIMOTHY (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-11	Common Stock	M	1800	$14.75	Acquired	8193	Direct
2016-01-11	Common Stock	S	1800	$37.14	Disposed	6393	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-11	Director Stock Option (right to buy)	$14.75	M	1800	Disposed	2019-06-02	Common Stock (1800.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	54965	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Director Stock Option (right to buy)	$18.97	2015-05-18	Common Stock (0.0)	0	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 November 12, 2015.

F2: The price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold. Upon request from the Commission staff, the Issuer, or a security holders of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

F3: 100% of this grant option is exercisable on 5/18/2005, the grant date. Shares underlying the option are restricted from transfer, with the restriction lapsing on the date of the Issuer's 2006 Annual Meeting of Stockholders, which was held on May 23, 2006.

F4: This option was granted under the NETGEAR, Inc. 2006 Long-Term Incentive Plan. The option becomes exercisable in full on the date of the Issuer's 2010 Annual Meeting of Stockholders.