[Form 4] NETGEAR, Inc. Insider Trading Activity

Rhea-AI Filing Summary

NETGEAR, Inc. (NTGR) Form 4 filing: President & GM, NFB Pramod Badjate reported an automatic share disposition on 07/31/2025.

• Transaction code F – shares were withheld by the issuer to cover taxes due upon vesting of previously granted RSUs, not an open-market sale.
• Shares disposed: 22,611 common shares at a reference price of $23.25.
• Post-transaction beneficial ownership: 166,765 shares held directly.

No derivative transactions were reported. The filing indicates routine tax withholding rather than a change in investment intent, so market impact is typically neutral. However, the updated ownership level confirms continued executive equity alignment.

Positive

• Executive still holds 166,765 shares, demonstrating ongoing equity stake and alignment with shareholders.

Negative

• 22,611 shares were removed from the float via tax withholding, a minor dilution in insider-held shares, though impact is minimal.

Insights

Securities Analyst

TL;DR Officer’s shares withheld for taxes; ownership still sizable—neutral signal.

The F-code disposition merely settles payroll taxes on vested RSUs, a standard administrative event. Badjate retains 166.8k shares, equating to roughly 0.6 % of NTGR’s basic shares outstanding, maintaining incentive alignment. Because no open-market sale occurred, there is no direct supply pressure on the stock. Insider retention at this level is generally viewed as a vote of confidence, but the transaction itself should not materially sway valuation models.

Corporate Governance Expert

TL;DR Routine RSU tax withholding; governance risk unchanged.

Form 4 shows compliance with Section 16 reporting and a transparent Rule 10b5-1 checkbox, reducing litigation risk. The absence of derivative activity or multiple insiders suggests no coordinated selling. Overall governance posture remains steady; investors should focus on NTGR’s upcoming earnings for fundamental catalysts.

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^*

Badjate Pramod

(Last) (First) (Middle)

350 EAST PLUMERIA DRIVE

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NETGEAR, INC. [ NTGR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & GM, NFB

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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 Stock	07/31/2025		F(1)		22,611	D	$23.25	166,765	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

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.

	/s/ Kirsten Daru, Attorney-in-Fact	08/04/2025
	** 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 did NTGR insider Pramod Badjate report on Form 4?

He reported the withholding of 22,611 shares to satisfy tax obligations on vested RSUs.

Was the transaction an open-market sale?

No. Code F indicates shares were withheld by the issuer, not sold on the market.

How many NTGR shares does the officer own after the transaction?

Badjate now directly owns 166,765 common shares.

Does this Form 4 filing signal bullish or bearish sentiment?

It is generally neutral; the disposition is administrative rather than an investment decision.

When was the Form 4 filed and effective?

The transaction took place on 07/31/2025 and was reported on 08/04/2025.