SEC Form 4 · accession 0001122904-18-000287

NETGEAR, INC. · NTGR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Patrick Cs Lo

Officer — Chairman and CEO · Director

Period of report

Dec 3, 2018

Accepted (ET)

Dec 6, 2018 · 2:37 pm EST

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	Dec 3, 2018	M	3,333	$33.15	A	206,612	D
Common Stock	Dec 3, 2018	M	8,333	$35.32	A	214,945	D
Common Stock^F4	Dec 3, 2018	S	3,333	$55.27	D	211,612	D
Common Stock^F4	Dec 3, 2018	S	8,333	$55.26	D	203,279	D
Common Stock^F1	holding	—	—		—	120,048	I	See footnote
Common Stock^F2	holding	—	—		—	147,668	I	See footnote

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)^F5	$35.32	Dec 3, 2018	M	8,333	D	—	Feb 3, 2021	Common Stock	8,333	91,667	D
Employee Stock Option (Right to Buy)^F6	$33.15	Dec 3, 2018	M	3,333	D	—	Apr 26, 2021	Common Stock	3,333	36,667	D
Employee Stock Option (Right to Buy)^F7	$31.31	holding	—	—	—	—	Jun 6, 2022	Common Stock	100,000	100,000	D
Employee Stock Option (Right to Buy)^F8	$32.54	holding	—	—	—	—	May 16, 2023	Common Stock	108,510	108,510	D
Employee Stock Option (Right to Buy)^F9	$32.52	holding	—	—	—	—	Jun 3, 2024	Common Stock	100,000	100,000	D
Employee Stock Option (Right to Buy)^F10	$31.28	holding	—	—	—	—	Jun 2, 2025	Common Stock	100,000	100,000	D
Employee Stock Option (Right to Buy)^F10	$39.53	holding	—	—	—	—	Mar 24, 2026	Common Stock	115,000	115,000	D
Employee Stock Option (Right to Buy)^F11	$42.70	holding	—	—	—	—	Jun 1, 2027	Common Stock	115,000	115,000	D
Common Stock^F10	$70.15	holding	—	—	—	—	Jan 25, 2028	Common Stock	115,000	115,000	D

Explanation of responses

F1The shares are held by the Patrick and Emily Lo Revocable Trust dated 4-7-99.
F10This 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.
F11This 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.
F2The shares are held by the education trusts of Mr. Lo's children. Mr. Lo is a co-trustee of each such trust.
F3The 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 14, 2018.
F4The 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.
F525% of the option grant is exercisable on 2/3/2012, and 1/48 of the option grant is exercisable each month thereafter.
F625% of the option grant is exercisable on 4/26/2012, and 1/48 of the option grant is exercisable each month thereafter.
F725% of the option grant is exercisable on 6/6/2013, and 1/48 of the option grant is exercisable each month thereafter.
F825% of the option grant is exercisable on 5/16/2014, and 1/48 of the option grant is exercisable each month thereafter.
F925% of the options will be exercisable on 6/03/2015, and 1/48 of the option grant is exercisable each month thereafter.