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NETGEAR (NASDAQ: NTGR) CEO covers taxes with 4,598 withheld shares

(High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NETGEAR, INC. Chief Executive Officer Charles J. Prober had 4,598 shares of common stock withheld by the company on July 31, 2026 at $24.16 per share to satisfy tax withholding obligations on vesting restricted stock units. After this tax withholding, he holds 426,294 shares directly, plus additional indirect holdings through the Prober 2025 and 2026 NTGR GRATs.

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Insider Prober Charles J.
Role Chief Executive Officer
Type Security Shares Price Value
Tax Withholding Common Stock F1 4,598 $24.16 $111K
holding Common Stock F2 -- -- --
holding Common Stock F3 -- -- --
Holdings After Transaction: Common Stock — 426,294 shares (Direct); Common Stock — 287,333 shares (Indirect, See footnote)
Footnotes (3)
  1. F1. Represents the withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of previously reported restricted stock units.
  2. F2. The shares are held by the Prober 2026 NTGR GRAT.
  3. F3. The shares are held by the Prober 2025 NTGR GRAT.
Shares withheld for taxes 4,598 shares Common stock withheld on July 31, 2026 to satisfy tax withholding obligations
Per-share value for tax withholding $24.16 per share Value applied to 4,598 shares withheld for tax obligations
Direct holdings after transaction 426,294 shares Common shares held directly by Charles J. Prober following the tax-withholding disposition
restricted stock units financial
"vesting and settlement of previously reported restricted stock units"
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 obligations financial
"to satisfy the Reporting Person's tax withholding obligations in connection"
GRAT financial
"The shares are held by the Prober 2026 NTGR GRAT."

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What insider equity event did NETGEAR (NTGR) report for CEO Charles Prober?

NETGEAR reported that 4,598 shares of common stock were withheld from CEO Charles Prober at $24.16 per share to cover tax obligations on vesting restricted stock units, leaving him with 426,294 shares held directly.

How many NETGEAR (NTGR) shares does CEO Charles Prober hold directly after this event?

Following the tax withholding of 4,598 shares, Charles Prober directly holds 426,294 NETGEAR common shares. He also has indirect interests in additional shares held through the Prober 2025 NTGR GRAT and Prober 2026 NTGR GRAT.

At what price were NETGEAR (NTGR) shares valued for the CEO’s tax withholding?

The 4,598 NETGEAR common shares withheld for CEO Charles Prober’s tax obligations were valued at $24.16 per share on July 31, 2026, according to the reported transaction price per share.

Which entities hold indirect NETGEAR (NTGR) shares associated with CEO Charles Prober?

Indirect NETGEAR share holdings are reported through the Prober 2026 NTGR GRAT and the Prober 2025 NTGR GRAT. These grantor retained annuity trusts hold shares attributed indirectly to Charles Prober.
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*
Prober Charles J.

(Last)(First)(Middle)
C/O NETGEAR, INC.
3553 N FIRST ST.

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026
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 Stock07/31/2026F(1)4,598D$24.16426,294D
Common Stock124,792ISee footnote(2)
Common Stock162,541ISee footnote(3)
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
Explanation of Responses:
1. Represents the withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of previously reported restricted stock units.
2. The shares are held by the Prober 2026 NTGR GRAT.
3. The shares are held by the Prober 2025 NTGR GRAT.
/s/ Kirsten Daru, Attorney-in-Fact08/04/2026
** 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)