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NetApp (NTAP) VP Daniel De Lorenzo reports RSU vesting and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NetApp, Inc. VP, Controller & CAO Daniel De Lorenzo reported routine equity compensation activity. On May 15, 2026, restricted stock units converted into 2,116 common shares. Of these, 751 shares were withheld at $119.93 per share to cover tax obligations, leaving 1,365 common shares held directly after the transactions.

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Insider De Lorenzo Daniel
Role VP, Controller & CAO
Type Security Shares Price Value
Exercise Restricted Stock Unit 108 $0.00 --
Exercise Restricted Stock Unit 146 $0.00 --
Exercise Restricted Stock Unit 175 $0.00 --
Exercise Restricted Stock Unit 1,687 $0.00 --
Exercise Common Shares 2,116 $0.00 --
Tax Withholding Common Shares 751 $119.93 $90K
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Shares — 2,116 shares (Direct, null)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. On July 1, 2022, the reporting person was granted 1,720 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares on 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. On July 13, 2023, the reporting person was granted 2,341 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares on 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. On July 1, 2024, the reporting person was granted 2,798 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares on 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. On July 1, 2025, the reporting person was granted 6,749 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares May 15, 2026 and 1/16th (6.25%) of the shares quarterly thereafter for the next three years, subject to continued service on each applicable vesting date.
Shares acquired from RSU conversion 2,116 shares Common shares received on May 15, 2026
Shares withheld for taxes 751 shares Tax-withholding disposition on May 15, 2026
Tax-withholding price $119.93 per share Value used for 751-share tax disposition
Direct holdings after transaction 1,365 shares Common shares directly held following Form 4 activity
Derivative exercises 2,116 shares Exercise or conversion of derivative securities per summary
Tax-withholding share count 751 shares TaxWithholdingShares in transaction summary
Restricted stock units financial
"Restricted stock units convert into common stock on a one-for-one basis."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vesting date financial
"Subject to continued service on each applicable vesting date."
restricted stock unit awards financial
"Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares..."
Restricted stock unit awards are company promises to deliver a specific number of shares to employees or service providers in the future once conditions—such as staying with the company for a set time or meeting performance targets—are met. They matter to investors because when the promises convert into actual shares they increase the total share count and can reduce earnings per share, while also aligning recipients’ interests with stock performance much like deferred pay that turns into ownership if goals are met.
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
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*
De Lorenzo Daniel

(Last)(First)(Middle)
3060 OLSEN DR

(Street)
SAN JOSE CALIFORNIA 95128

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NetApp, Inc. [ NTAP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP, Controller & CAO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Shares05/15/2026M2,116A(1)2,116D
Common Shares05/15/2026F751D$119.931,365D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)05/15/2026M108 (2) (2)Common Shares108(1)0D
Restricted Stock Unit(1)05/15/2026M146 (3) (3)Common Shares146(1)586D
Restricted Stock Unit(1)05/15/2026M175 (4) (4)Common Shares175(1)1,400D
Restricted Stock Unit(1)05/15/2026M1,687 (5) (5)Common Shares1,687(1)5,062D
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 1,720 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares on 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 2,341 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares on 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 2,798 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares on 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.
5. On July 1, 2025, the reporting person was granted 6,749 restricted stock units. Restricted stock unit awards shall vest as to twenty-five percent (25%) of the shares May 15, 2026 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 Daniel De Lorenzo05/19/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did NetApp (NTAP) VP Daniel De Lorenzo report in this Form 4?

Daniel De Lorenzo reported routine equity compensation activity. Restricted stock units converted into 2,116 NetApp common shares, and part of these shares was withheld to satisfy tax obligations, resulting in 1,365 common shares held directly after the transactions.

How many NetApp (NTAP) shares did Daniel De Lorenzo acquire from RSU vesting?

He acquired 2,116 NetApp common shares through the conversion of restricted stock units. These RSUs convert into common stock on a one-for-one basis, reflecting scheduled vesting under prior equity awards rather than an open-market purchase of additional shares.

How many NetApp (NTAP) shares were withheld for taxes in this Form 4?

A total of 751 NetApp common shares were withheld to cover tax liabilities. The shares were valued at $119.93 per share for this tax-withholding disposition, which is a non-open-market mechanism commonly used when stock-based awards vest.

What is Daniel De Lorenzo’s NetApp (NTAP) direct shareholding after these transactions?

Following the reported transactions, Daniel De Lorenzo directly holds 1,365 NetApp common shares. This figure reflects the net position after 2,116 shares were received from restricted stock unit conversion and 751 shares were withheld to meet associated tax obligations.

Were Daniel De Lorenzo’s NetApp (NTAP) transactions open-market buys or sells?

The transactions were not open-market trades. They involved the conversion of restricted stock units into common shares and a tax-withholding disposition, where 751 shares were delivered back at $119.93 per share to satisfy tax liabilities tied to the vesting event.

What do the restricted stock unit footnotes for NetApp (NTAP) indicate?

The footnotes explain that restricted stock units convert one-for-one into NetApp common stock and detail grant and vesting schedules from 2022 through 2025. Vesting occurs initially at 25% on specific May 15 dates, then at 6.25% quarterly, subject to continued service.