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NETGEAR (NTGR) CFO granted 37,861 performance RSUs, boosting holdings to 241,529 shares

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

Rhea-AI Filing Summary

Murray Bryan reported acquisition or exercise transactions in this Form 4 filing.

NETGEAR, INC. Chief Financial Officer Bryan Murray received new equity awards in the form of restricted and performance-based stock units. On April 2, 2026, he was granted 37,861 Performance Restricted Stock Units tied to an equal number of shares of common stock, bringing his direct common stock holdings to 241,529 shares.

The performance units can vest based on achieving specified performance criteria during the period from April 2, 2026 through December 31, 2028, with any eligible units vesting on the three-year anniversary of the grant date if he remains a service provider. A separate time-based restricted stock unit award vests one-third on April 30, 2027 and then in equal quarterly installments thereafter.

Positive

  • None.

Negative

  • None.
Insider Murray Bryan
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Performance Restricted Stock Units 37,861 $0.00 --
Grant/Award Common Stock 37,861 $0.00 --
Holdings After Transaction: Performance Restricted Stock Units — 37,861 shares (Direct); Common Stock — 241,529 shares (Direct)
Footnotes (1)
  1. One-third (1/3rd) of the restricted stock units will vest on April 30, 2027, and one-twelfth (1/12th) of the restricted stock units will vest in equal quarterly installments thereafter, provided that Participant (as defined in the 2025 Equity Incentive Plan, or the Plan) continues to be a Service Provider (as defined in the Plan) through such date. Shares owned reflects the transfer of 111 shares of common stock pursuant to a domestic relations order. Performance restricted stock units will become eligible to vest based upon the level of achievement of certain performance-based vesting criteria during the performance period beginning on April 2, 2026 and ending on December 31, 2028. 100% of the eligible performance restricted stock units (if any) will vest on the three-year anniversary of the grant date provided that Participant continues to be a Service Provider through the such date.
Performance RSU grant 37,861 units Performance Restricted Stock Units granted on April 2, 2026
Common shares from grant 37,861 shares Underlying common stock tied to performance RSU grant
Post-transaction holdings 241,529 shares CFO direct NETGEAR common stock after April 2, 2026 grant
Time-based RSU cliff vest 1/3 vests One-third of restricted stock units vest on April 30, 2027
Performance period April 2, 2026–December 31, 2028 Period for performance-based vesting criteria on performance RSUs
Performance RSU vest date 3-year anniversary 100% of eligible performance RSUs vest three years after grant
Domestic relations transfer 111 shares Common stock transferred under a domestic relations order
Performance Restricted Stock Units financial
"Performance restricted stock units will become eligible to vest based"
Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.
restricted stock units financial
"One-third (1/3rd) of the restricted stock units will vest"
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.
domestic relations order financial
"transfer of 111 shares of common stock pursuant to a domestic relations order"
Service Provider financial
"continues to be a Service Provider (as defined in the Plan)"
2025 Equity Incentive Plan financial
"Participant (as defined in the 2025 Equity Incentive Plan, or the Plan)"
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).
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*
Murray Bryan

(Last)(First)(Middle)
3553 N. FIRST STREET

(Street)
SAN JOSE CALIFORNIA 95134

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NETGEAR, INC. [ NTGR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026
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 Stock04/02/2026A37,861(1)A$0241,529(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Restricted Stock Units(3)04/02/2026A37,861 (3) (3)Common Stock37,861$037,861D
Explanation of Responses:
1. One-third (1/3rd) of the restricted stock units will vest on April 30, 2027, and one-twelfth (1/12th) of the restricted stock units will vest in equal quarterly installments thereafter, provided that Participant (as defined in the 2025 Equity Incentive Plan, or the Plan) continues to be a Service Provider (as defined in the Plan) through such date.
2. Shares owned reflects the transfer of 111 shares of common stock pursuant to a domestic relations order.
3. Performance restricted stock units will become eligible to vest based upon the level of achievement of certain performance-based vesting criteria during the performance period beginning on April 2, 2026 and ending on December 31, 2028. 100% of the eligible performance restricted stock units (if any) will vest on the three-year anniversary of the grant date provided that Participant continues to be a Service Provider through the such date.
/s/ Kirsten Daru, Attorney-in-Fact04/06/2026
** 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 insider transaction did NETGEAR (NTGR) report for its CFO?

NETGEAR reported that CFO Bryan Murray received equity awards, including 37,861 Performance Restricted Stock Units on April 2, 2026. These awards are compensation grants at no cash cost per share and increased his direct common stock holdings to 241,529 shares following the transaction.

How many NETGEAR (NTGR) shares does CFO Bryan Murray hold after this Form 4?

After the reported grant, CFO Bryan Murray directly holds 241,529 shares of NETGEAR common stock. This figure reflects the addition of 37,861 shares tied to the April 2, 2026 grant and includes an adjustment for a prior transfer of 111 shares under a domestic relations order.

When do Bryan Murray’s performance stock units in NETGEAR (NTGR) vest?

The performance restricted stock units become eligible to vest based on performance from April 2, 2026 through December 31, 2028. One hundred percent of any eligible performance units then vest on the three-year anniversary of the grant date, if he continues as a service provider through that date.

What are the performance conditions for NETGEAR (NTGR) CFO’s Performance Restricted Stock Units?

The Performance Restricted Stock Units vest based on achieving certain performance-based vesting criteria during a period starting April 2, 2026 and ending December 31, 2028. Only the units deemed eligible under these criteria can vest, and all eligible units vest together on the three-year grant anniversary.

How do Bryan Murray’s time-based NETGEAR (NTGR) restricted stock units vest?

One-third of the time-based restricted stock units vest on April 30, 2027. The remaining two-thirds vest in equal quarterly installments thereafter, as long as the participant continues to be a service provider under the 2025 Equity Incentive Plan on each applicable vesting date.

Did the NETGEAR (NTGR) CFO buy or sell shares on the market in this Form 4?

No open-market purchases or sales were reported. The Form 4 reflects grant or award acquisitions of restricted and performance-based stock units at a transaction price of $0.00 per share, indicating compensation-related equity awards rather than discretionary market trading activity.