NetApp Insider Filing: 2,750 RSUs Convert; 1,373 Shares Sold at $108.79

Rhea-AI Filing Summary

NetApp, Inc. (NTAP) executive Elizabeth M. O'Callahan reported Section 16 transactions on 08/15/2025. The filing shows conversion of restricted stock units into common shares and a concurrent open-market sale. Specifically, 2,750 common shares were acquired (conversion), and 1,373 common shares were sold at $108.79 per share. After these transactions the reporting person’s direct beneficial ownership of common shares is shown as 24,628 shares.

The filing also lists three related restricted stock unit entries converting or adjusting on 08/15/2025: 1,047, 1,004, and 699 RSUs, with reported beneficial ownership counts of 3,143, 7,026, and 7,698 respectively. All information is limited to the transactions and vesting schedule details disclosed in the form.

Positive

• Conversion of RSUs into 2,750 common shares reflects vesting and increased actual share ownership
• Form 4 is complete and signed, including transaction codes and sale price, meeting disclosure requirements

Negative

• Sale of 1,373 shares at $108.79 reduced direct beneficial ownership from 26,001 to 24,628 shares
• Filing lacks broader context such as total insider holdings as a percent of outstanding shares, limiting assessment of materiality

Insights

Securities Analyst

TL;DR: Insider converted RSUs into shares and sold a modest parcel, net ownership fell slightly; transactions appear routine.

The report documents routine compensation-related activity: vesting-related conversions of restricted stock units (code M) into 2,750 common shares and a contemporaneous sale of 1,373 shares at $108.79. The conversion and sale are consistent with executive equity vesting and partial monetization rather than a major change in control or compensation policy. Holdings decreased from 26,001 to 24,628 shares on a direct basis, while multiple RSU balances are shown for outstanding awards. Impact on investors is limited absent larger context on total outstanding shares or additional insider activity.

Corporate Governance Specialist

TL;DR: Disclosures follow standard Section 16 reporting for vested equity and sale; no governance red flags evident in the form.

The Form 4 is properly executed and signed by an attorney-in-fact, lists relationship as EVP and Chief Administrative Officer, and details vesting schedules tied to grants from 2022–2024. The transactions are documented with appropriate codes and price disclosure for the sale. The filing contains no indications of unusual related-party transactions, plan amendments, or departures from expected vesting terms.

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

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).

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^*

O'Callahan Elizabeth M

(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)
	EVP, Chief Admin. Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		M		2,750	A	(1)	26,001	D
Common Shares	08/15/2025		F		1,373	D	$108.79	24,628	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)	08/15/2025		M			1,047	(2)	(2)	Common Shares	1,047	(1)	3,143	D
Restricted Stock Unit	(1)	08/15/2025		M			1,004	(3)	(3)	Common Shares	1,004	(1)	7,026	D
Restricted Stock Unit	(1)	08/15/2025		M			699	(4)	(4)	Common Shares	699	(1)	7,698	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 16,758 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 16,058 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 11,195 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/ Bryan Tham, Attorney-in-Fact for Elizabeth M O'Callahan	08/19/2025
	** Signature of Reporting Person	Date
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.

FAQ

What transactions did NTAP insider Elizabeth O'Callahan report on Form 4?

The filing reports conversion of 2,750 RSU-derived common shares and a sale of 1,373 common shares at $108.79 on 08/15/2025.

How did these transactions change Elizabeth O'Callahan's share ownership in NTAP?

The report shows direct beneficial ownership of common shares moved to 24,628 shares following the transactions.

Were the share dispositions disclosed with a price on the Form 4?

Yes. The sale of 1,373 shares is reported at a price of $108.79 per share.

Do the transactions reflect vested compensation awards?

Yes. The filing identifies restricted stock unit grants from 2022–2024 with vesting schedules, and conversions are reported under code M (vesting-related).

Who signed the Form 4 for Elizabeth O'Callahan?

The form is signed by Bryan Tham, Attorney-in-Fact for Elizabeth M. O'Callahan on 08/19/2025.