[Form 4] NetApp, Inc Insider Trading Activity

Rhea-AI Filing Summary

Cesar Cernuda, President of NetApp, Inc. (NTAP), reported insider transactions dated 08/15/2025. The filing shows acquisition of 4,919 common shares (code M) and a sale of 2,311 common shares at $108.79 per share (code F), leaving 52,114 shares beneficially owned following the reported transactions. The acquisition reflects conversion of restricted stock units into common stock on a one‑for‑one basis.

The filing also details vested restricted stock unit activity: conversions of 1,964, 1,756, and 1,199 restricted stock units into the same number of common shares, and notes 347 shares purchased under the NetApp Employee Stock Purchase Plan on May 30, 2025 at $61.166 per share. Transactions were signed by an attorney‑in‑fact on 08/19/2025.

Positive

• Transparency maintained through timely Form 4 disclosing all acquisitions, dispositions, and RSU conversions
• Participation in ESPP with 347 shares purchased at $61.166 on May 30, 2025
• RSU conversions provide retention alignment: 1,964; 1,756; and 1,199 restricted stock units converted into common shares

Negative

• Open‑market sale of 2,311 shares at $108.79 reduced beneficial ownership to 52,114 shares
• Net holdings decreased from 54,425 to 52,114 following the reported transactions

Insights

Securities Analyst

TL;DR: Insider reported modest net sale after RSU conversions; activity is routine compensation-related disposition, not a clear material signal.

The Form 4 shows customary equity compensation mechanics: restricted stock units vesting and converting into common shares, an ESPP purchase, and a single open-market sale of 2,311 shares at $108.79. The net effect is a reduction from 54,425 to 52,114 shares after the reported sale and acquisitions. This pattern aligns with routine diversification or tax/withholding-related sales tied to vesting events rather than an extraordinary corporate action. Impact on shareholders is limited given the scale relative to public float; information is primarily governance and insider‑holding transparency.

Corporate Governance Expert

TL;DR: Transactions reflect standard executive compensation vesting and planned ESPP participation, with a small subsequent sale.

The report documents three separate restricted stock unit conversions and an ESPP purchase, indicating scheduled vesting from grants dated July 1, 2022; July 13, 2023; and July 1, 2024 per the explanations. The sale of 2,311 shares at $108.79 appears alongside these vesting events and conversions; filings were executed by an attorney‑in‑fact. From a governance standpoint, disclosures are complete and consistent with Rule 16b obligations. The filing does not present governance concerns absent additional context.

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
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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)
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		4,919	A	(1)	54,425(2)	D
Common Shares	08/15/2025		F		2,311	D	$108.79	52,114	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			1,964	(3)	(3)	Common Shares	1,964	(1)	5,892	D
Restricted Stock Unit	(1)	08/15/2025		M			1,756	(4)	(4)	Common Shares	1,756	(1)	12,295	D
Restricted Stock Unit	(1)	08/15/2025		M			1,199	(5)	(5)	Common Shares	1,199	(1)	13,196	D

Explanation of Responses:

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

2. Includes 347 shares purchased at $61.166 per share under the NetApp Employee Stock Purchase Plan on May 30, 2025.

3. 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.

4. 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.

5. 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/ Bryan Tham, Attorney-in-Fact for Cesar Cernuda	08/19/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did NTAP President Cesar Cernuda report on Form 4?

The Form 4 reports acquisition of 4,919 common shares (conversion of RSUs) and a sale of 2,311 common shares at $108.79, leaving 52,114 shares owned.

Did Cesar Cernuda receive restricted stock units (RSUs) that vested?

Yes. The filing shows conversions of RSUs into 1,964, 1,756, and 1,199 common shares from prior grants.

Was there any Employee Stock Purchase Plan (ESPP) activity reported for NTAP?

Yes. The report includes 347 shares purchased under the NetApp ESPP on May 30, 2025 at $61.166 per share.

Who signed the Form 4 for Cesar Cernuda?

The Form 4 was signed by Bryan Tham, Attorney‑in‑Fact for Cesar Cernuda on 08/19/2025.

What is the reporting person’s role at NetApp?

The filing identifies Cesar Cernuda as President and an officer of NetApp, Inc.