SEC Form 4 · accession 0001122904-18-000106
NETGEAR, INC. · NTGR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael A Werdann
Officer — SVP of Worldwide Sales
Period of report
Mar 31, 2018
Accepted (ET)
Apr 3, 2018 · 7:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001122904
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 31, 2018 | F | 429 | $57.20 | D | 34,571 | D | |
| Common StockF2 | Apr 3, 2018 | S | 821 | $56.44 | D | 33,750 | D | |
| Common Stock | Apr 3, 2018 | M | 750 | $32.52 | A | 34,500 | D | |
| Common Stock | Apr 3, 2018 | M | 750 | $31.28 | A | 35,250 | D | |
| Common StockF2 | Apr 3, 2018 | S | 1,500 | $56.46 | D | 33,750 | D | |
| Common Stock | Apr 3, 2018 | M | 750 | $39.53 | A | 34,500 | D | |
| Common StockF2,F3 | Apr 3, 2018 | S | 750 | $56.41 | D | 34,297 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $32.52 | Apr 3, 2018 | M | 750 | D | Jun 3, 2014 | Jun 3, 2024 | Common Stock | 750 | 750 | D |
| Employee Stock Option (Right to Buy)F5 | $31.28 | Apr 3, 2018 | M | 750 | D | Jun 2, 2015 | Jun 2, 2025 | Common Stock | 750 | 5,250 | D |
| Employee Stock Option (Right to Buy)F6 | $39.53 | Apr 3, 2018 | M | 750 | D | Mar 24, 2016 | Mar 24, 2026 | Common Stock | 750 | 9,000 | D |
| Director Stock Option (right to buy)F7 | $42.70 | holding | — | — | — | — | Jun 1, 2027 | Common Stock | 18,000 | 18,000 | D |
| Common StockF6 | $70.15 | holding | — | — | — | — | Jan 25, 2028 | Common Stock | 18,000 | 18,000 | D |
Explanation of responses
- F1The exercise and sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 27, 2017.
- F2The 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.
- F3Includes 547 shares acquired under the NETGEAR, Inc. Employee Stock Purchase Plan
- F425% of the option grant is exercisable on 6/3/2015, and 1/48 of the option grant is exercisable each month thereafter.
- F525% of the option grant is exercisable on 6/2/2016, and 1/48 of the option grant is exercisable each month thereafter.
- F6This 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.
- F7This 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.