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NETSCOUT SYSTEMS INC Director's Dealing 2013

Jun 11, 2013

31747_dirs_2013-06-11_7afbd186-5a0b-4eef-a8cc-80c3fa76dc17.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETSCOUT SYSTEMS INC (NTCT)
CIK: 0001078075
Period of Report: 2013-06-08

Reporting Person: DOWNING JOHN (SVP, WorldwideSalesOperations)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-06-08 Common Stock M 8501 Acquired 74519 Direct
2013-06-08 Common Stock F 2772 $24.35 Disposed 71747 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-06-08 Restricted Stock Unit $ M 8501 Disposed Common Stock (8501) 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 to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock units.

F4: Represents the closing price of the Company's Common Stock on June 7, 2013.

F5: Includes 2,035 shares of Common Stock acquired under the Company's Amended and Restated 2011 Employee Stock Purchase Plan.

F6: Date is N/A.