| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Bryan Murray | Chief Financial Officer | 350 E. PLUMERIA DR., SAN JOSE | /s/ Kirsten Daru | 02 May 2025 | 0001746894 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NTGR | Common Stock | Award | $0 | +6.67K | +3.46% | $0.00 | 200K | 29 Jan 2025 | Direct | F1 |
| transaction | NTGR | Common Stock | Tax liability | -$81.7K | -3.39K | -1.7% | $24.12 | 196K | 30 Apr 2025 | Direct | F2 |
| transaction | NTGR | Common Stock | Tax liability | -$355K | -14.7K | -7.49% | $24.12 | 182K | 30 Apr 2025 | Direct | F3 |
| transaction | NTGR | Common Stock | Sale | -$26.8K | -975 | -0.54% | $27.52 | 181K | 02 May 2025 | Direct | F4, F5 |
| transaction | NTGR | Common Stock | Sale | -$48.2K | -1.7K | -0.94% | $28.42 | 179K | 02 May 2025 | Direct | F4, F6 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | Reflects the number of Performance-Based Restricted Stock Units ("PRSUs"), each representing a contingent right to receive one share of the Issuer's common stock, granted under the Company's 2016 Equity Incentive Plan and earned upon the certification of achievement of certain performance criteria by the Issuer's compensation committee, which vested in full on April 30, 2025. |
| F2 | Represents the number of shares of common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting and settlement of PRSUs granted under the Company's 2016 Equity Plan. |
| F3 | Represents the number of shares of common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting and settlement of restricted stock units granted under the Company's 2016 Equity Incentive Plan. |
| F4 | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person on December 13, 2024 to cover expected tax liability associated with the vesting of Issuer equity awards. |
| F5 | The price reported in Column 4 of Table I represents the weighted average price. These shares were sold in multiple transactions at prices ranging from $27.14 to $28.09, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (5) to this Form 4. |
| F6 | The price reported in Column 4 of Table I represents the weighted average price. These shares were sold in multiple transactions at prices ranging from $28.285 to $28.62, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (6) to this Form 4. |