Longtime NETGEAR (NTGR) director to step down at 2026 Annual Meeting

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

NETGEAR, Inc. reported that director Bradley L. Maiorino has decided not to stand for re-election at the 2026 Annual Meeting of Stockholders. The company states his decision is solely due to increased demands from his new full-time executive role and not due to any disagreement with NETGEAR’s operations, policies, or practices.

Maiorino will continue serving on the Board, as Chair of the Cybersecurity Committee, and as a member of the Audit Committee until the Annual Meeting. The Board plans to appoint directors to replace his committee roles and post those changes on the company’s Committee Governance website before the meeting. NETGEAR highlighted his 8 years of service and expressed appreciation for his contributions.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Service length: 8 years Decision date: April 12, 2026 Signature date: April 16, 2026

3 metrics

Service length 8 years Board service duration noted by NETGEAR

Decision date April 12, 2026 Date Maiorino informed NETGEAR he will not stand for re-election

Signature date April 16, 2026 Date Chief Financial Officer Bryan D. Murray signed the report

Key Terms

Annual Meeting of Stockholders, Cybersecurity Committee, Audit Committee, Board of Directors, +1 more

5 terms

Annual Meeting of Stockholders financial

"he will not stand for re-election at the upcoming 2026 Annual Meeting of Stockholders"

Cybersecurity Committee financial

"Chair of the Company’s Cybersecurity Committee (the “Cybersecurity Committee”)"

Audit Committee financial

"member of the Company’s Audit Committee (the “Audit Committee”)"

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

Board of Directors financial

"a member of the Board of Directors (the “Board”) of NETGEAR, Inc."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Compensatory Arrangements of Certain Officers financial

"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers"

Understanding 8-K Material Events →

04/16/2026 - 05:08 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

April 12, 2026

NETGEAR, INC.

(Exact name of Registrant as specified in its charter)

     Delaware

     000-50350

     77-0419172

     (State or other jurisdiction
of incorporation)

     (Commission File Number)

     (I.R.S. Employer
Identification Number)


3553 North First Street
San Jose,	CA	95134
(Address, including zip code, of principal executive offices)


(408)	907-8000
(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s):	Name of each exchange on which registered
Common Stock, $0.001 par value	NTGR	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On April 12, 2026, Bradley L. Maiorino, a member of the Board of Directors (the “Board”) of NETGEAR, Inc. (the “Company”), informed the Company that he will not stand for re-election at the upcoming 2026 Annual Meeting of Stockholders (Annual Meeting).

Mr. Maiorino’s decision was made solely due to increased demands from his new full-time executive role and is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Mr. Maiorino will continue to serve as a director, Chair of the Company’s Cybersecurity Committee (the “Cybersecurity Committee”), and member of the Company’s Audit Committee (the “Audit Committee”) until the Annual Meeting. The Board will appoint Directors to replace his Committee seats and post them on the Company’s Committee Governance website before the date of the Annual Meeting.

The Company thanks Mr. Maiorino for his 8 years of service and dedication to the Company and its stockholders.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NETGEAR, INC.


By:		/s/Bryan D. Murray
		Bryan D. Murray
		Chief Financial Officer

Dated: April 16, 2026

Source: View Original Filing on SEC EDGAR

FAQ

Why is NETGEAR (NTGR) director Bradley L. Maiorino not standing for re-election?

Bradley L. Maiorino chose not to stand for re-election due to increased demands from his new full-time executive role. NETGEAR states his decision is not related to any disagreement with the company’s operations, policies, or practices, indicating a personal, workload-driven choice.

When will Bradley L. Maiorino leave the NETGEAR (NTGR) Board of Directors?

Bradley L. Maiorino will continue to serve as a NETGEAR director until the 2026 Annual Meeting of Stockholders. Until that meeting, he will also remain Chair of the Cybersecurity Committee and a member of the Audit Committee, ensuring continuity during the transition period.

What NETGEAR (NTGR) board committees does Bradley L. Maiorino currently serve on?

Bradley L. Maiorino serves as Chair of NETGEAR’s Cybersecurity Committee and as a member of its Audit Committee. According to the disclosure, he will hold these roles until the 2026 Annual Meeting of Stockholders, after which other directors will be appointed to these committee seats.

How will NETGEAR (NTGR) handle committee changes after Bradley L. Maiorino steps down?

NETGEAR’s Board plans to appoint directors to replace Bradley L. Maiorino’s committee seats on the Cybersecurity and Audit Committees. The company will post these updated committee assignments on its Committee Governance website before the 2026 Annual Meeting of Stockholders for investor transparency.

Did Bradley L. Maiorino have any disagreement with NETGEAR (NTGR) before deciding not to seek re-election?

NETGEAR states that Bradley L. Maiorino’s decision is not the result of any disagreement with the company. The filing specifies there is no dispute regarding operations, policies, or practices, emphasizing that his choice is driven solely by demands of his new executive role.

How long has Bradley L. Maiorino served on the NETGEAR (NTGR) Board of Directors?

NETGEAR notes that Bradley L. Maiorino has provided 8 years of service on its Board of Directors. The company thanks him for his dedication to NETGEAR and its stockholders, underscoring the length and significance of his board tenure as he prepares to step down.

Filing Exhibits & Attachments

1 document