NETGEAR (NASDAQ: NTGR) CFO covers taxes with 17,652 withheld shares

Rhea-AI Filing Summary

NETGEAR, INC. Chief Financial Officer Bryan Murray reported a Form 4 showing that 17,652 shares of common stock were withheld by the company at $25.27 per share to cover his tax withholding obligations tied to the vesting and settlement of previously reported restricted stock units.

After this tax-withholding disposition, Murray directly holds 224,891 NETGEAR shares, which include 1,014 shares purchased through the employee stock purchase plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Murray Bryan

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	17,652	$25.27	$446K

Holdings After Transaction: Common Stock — 224,891 shares (Direct, null)

Footnotes (1)

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. This includes 1,014 ESPP shares purchased.

Key Figures

Tax-withheld shares: 17,652 shares Tax-withholding price: $25.27 per share Post-transaction holdings: 224,891 shares +1 more

4 metrics

Tax-withheld shares 17,652 shares Shares withheld to satisfy tax obligations on RSU vesting

Tax-withholding price $25.27 per share Reported price for withheld shares

Post-transaction holdings 224,891 shares Common shares directly held by CFO after transaction

ESPP shares included 1,014 shares Employee Stock Purchase Plan shares within total holdings

Key Terms

restricted stock units, tax withholding obligations, employee stock purchase plan, tax-withholding disposition

4 terms

restricted stock units financial

"in connection with the 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 with the vesting"

employee stock purchase plan financial

"This includes 1,014 ESPP shares purchased."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

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^*

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/30/2026		F(1)		17,652	D	$25.27	224,891(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)
				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.

2. This includes 1,014 ESPP shares purchased.

	/s/ Kirsten Daru, Attorney-in-Fact	05/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did NETGEAR (NTGR) report for CFO Bryan Murray?

NETGEAR reported that CFO Bryan Murray had 17,652 common shares withheld by the company to cover tax obligations arising from the vesting of previously reported restricted stock units, rather than executing an open-market sale of shares.

Was NETGEAR CFO Bryan Murray’s Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition. NETGEAR withheld 17,652 shares to satisfy Murray’s tax obligations from vesting restricted stock units, meaning the shares were delivered back to the issuer instead of being sold on the open market.

How many NETGEAR shares does CFO Bryan Murray hold after this transaction?

Following the tax-withholding disposition, Bryan Murray directly holds 224,891 NETGEAR common shares. This total explicitly includes 1,014 shares acquired through the company’s employee stock purchase plan as referenced in the Form 4 footnotes.

At what price were NETGEAR shares withheld for CFO Bryan Murray’s taxes?

The shares withheld for Bryan Murray’s tax obligations were valued at $25.27 per share. This price is used in the Form 4 to report the 17,652-share tax-withholding disposition related to the vesting of restricted stock units.

What triggered the share withholding for NETGEAR CFO Bryan Murray?

The withholding was triggered by the vesting and settlement of previously reported restricted stock units. To cover the resulting tax withholding obligations, NETGEAR withheld 17,652 shares from Murray instead of requiring a separate cash payment.