NETGEAR, INC. — Director's Dealing 2021

May 19, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETGEAR, INC. (NTGR)
CIK: 0001122904
Period of Report: 2021-05-17

Reporting Person: WERDANN MICHAEL A (SVP, World Wide Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-17	Common Stock	M	745	$25.37	Acquired	34920	Direct
2021-05-17	Common Stock	S	745	$31.17	Disposed	34175	Direct
2021-05-17	Common Stock	M	1250	$26.61	Acquired	35425	Direct
2021-05-17	Common Stock	S	1250	$37.18	Disposed	34175	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-17	Employee Stock Option (Right to Buy)	$25.37	M	745	Disposed	2027-06-01	Common Stock (745)	Direct
2021-05-17	Employee Stock Option (Right to Buy)	$26.61	M	1250	Disposed	2029-07-19	Common Stock (1250)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$18.58	2025-06-02	Common Stock (16)	16	Direct
Employee Stock Option (Right to Buy)	$23.48	2026-03-24	Common Stock (41)	41	Direct
Employee Stock Option (Right to Buy)	$41.67	2028-01-25	Common Stock (18000)	18000	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 August 29, 2019.

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: 25% of the option grant is exercisable on 6/2/2016, and 1/48 of the option grant is exercisable each month thereafter.

F4: 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.

F5: 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, June 1, 2017, 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.