NetApp (NTAP) President logs RSU conversions and tax-withholding share disposal

Rhea-AI Filing Summary

NetApp, Inc. President Cesar Cernuda reported multiple stock transactions linked to restricted stock unit (RSU) vesting and tax withholding. On February 15, 2026, RSUs converted into common stock in several tranches: 1,964, 1,756, and 1,199 RSUs, each on a one-for-one basis into common shares. An additional 4,919 common shares were acquired through derivative exercise or conversion on the same date, bringing direct common share holdings to 59,642 before tax withholding.

To cover tax obligations, 1,182 common shares were disposed of at $98.22 per share in a tax-withholding transaction, leaving Cernuda with 58,460 directly owned common shares after these transactions. The RSU grants referenced vest over time, with specified portions vesting initially and the remainder vesting quarterly over three years, subject to continued service.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

CERNUDA CESAR

(Last) (First) (Middle)

3060 OLSEN DRIVE

(Street)

SAN JOSE CA 95128

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NetApp, Inc. [ NTAP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	02/15/2026		M		4,919	A	(1)	59,642	D
Common Shares	02/15/2026		F		1,182	D	$98.22	58,460	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	02/15/2026		M			1,964	(2)	(2)	Common Shares	1,964	(1)	1,964	D
Restricted Stock Unit	(1)	02/15/2026		M			1,756	(3)	(3)	Common Shares	1,756	(1)	8,782	D
Restricted Stock Unit	(1)	02/15/2026		M			1,199	(4)	(4)	Common Shares	1,199	(1)	10,797	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. On July 1, 2022, the reporting person was granted 31,422 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares May 15, 2023 and 1/16th (6.25%) of the shares quarterly thereafter for the next three years, subject to continued service on each applicable vesting date.

3. On July 13, 2023, the reporting person was granted 28,101 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares May 15, 2024 and 1/16th (6.25%) of the shares quarterly thereafter for the next three years, subject to continued service on each applicable vesting date.

4. On July 1, 2024, the reporting person was granted 19,193 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares May 15, 2025 and 1/16th (6.25%) of the shares quarterly thereafter for the next three years, subject to continued service on each applicable vesting date.

	/s/ Dena Acevedo, Attorney-in-Fact for Cesar Cernuda	02/18/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did NetApp (NTAP) President Cesar Cernuda report?

Cesar Cernuda reported RSU conversions into common stock and a related tax-withholding share disposition. Several restricted stock unit tranches converted on a one-for-one basis, and 1,182 common shares were withheld at $98.22 per share to satisfy tax liabilities.

How many NetApp (NTAP) common shares does Cesar Cernuda hold after these transactions?

After the reported RSU conversions and tax-withholding disposition, Cesar Cernuda directly owns 58,460 NetApp common shares. This reflects 4,919 common shares acquired through derivative conversion and 1,182 shares disposed of to cover associated tax obligations.

Were Cesar Cernuda’s NetApp (NTAP) transactions open-market buys or sells?

The reported transactions were not open-market buys or sells. They primarily reflect RSU conversions into common stock and a tax-withholding disposition, where 1,182 shares were delivered at $98.22 per share to satisfy tax liabilities linked to equity compensation.

What are the key terms of Cesar Cernuda’s NetApp (NTAP) RSU grants?

The RSU grants convert into common stock on a one-for-one basis. Each grant vests 25% on a specified May 15 date, with the remaining 75% vesting in 1/16th (6.25%) quarterly installments over three years, subject to continued service.

On what date did Cesar Cernuda’s NetApp (NTAP) RSU conversions and tax withholding occur?

All reported RSU conversions and the related tax-withholding disposition occurred on February 15, 2026. On that date, multiple RSU tranches converted into common stock and 1,182 shares were disposed of at $98.22 to cover associated tax obligations.