NETSCOUT SYSTEMS INC — Director's Dealing 2012

Jun 13, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETSCOUT SYSTEMS INC (NTCT)
CIK: 0001078075
Period of Report: 2012-06-11

Reporting Person: SINGHAL ANIL K (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-11	Common Stock	M	19056	—	Acquired	32061	Direct
2012-06-11	Common Stock	F	6041	$21.18	Disposed	26020	Direct
2011-12-08	Common Stock	G	24000	—	Disposed	2804058	Indirect
2011-12-08	Common Stock	G	11696	—	Disposed	2792362	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-11	Restricted Stock Unit	$	M	19056	Disposed		Common Stock (19056)	Direct

Footnotes

F1: The shares of Common Stock were acquired upon the vesting of certain Restricted Stock Units previously granted to the reporting person.

F2: Price is N/A.

F3: The shares of Common Stock were withheld by the Company to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock units. The withheld shares were returned to treasury.

F4: Represents the closing price of the Company's Common Stock on June 8, 2012.

F5: The transfer was made without receipt of consideration by the reporting person to a charitable foundation in which the reporting person is a trustee but has no pecuniary interest.

F6: The transfer was made without receipt of consideration by the reporting person to a trust in which the reporting person has no pecuniary interest.

F7: The shares of Common Stock are beneficially owned by various trusts for the benefit of the reporting person and his spouse.

F8: Date is N/A.