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Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________
Form 10-K
Commission file number 000-50350
_______________
NETGEAR, Inc.
(Exact name of registrant as specified in its charter)
Registrant's telephone number, including area code
(408) 907-8000
Securities registered pursuant to Section 12(b) of the Act:
Securities registered pursuant to 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes 1 No 3
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes 3 No 1
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes 1 No 3
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-
T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes 1 No 3
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-
K is not contained herein, and will not be contained, to the best of Registrant's
knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 1
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See definitions of
large
accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.) Yes 3 No 1
The aggregate market value of the voting and non-voting common equity held by non-
affiliates of the Registrant as of June 30, 2013 was approximately $791.0 million. Such aggregate
market value was computed by reference to the closing price of the common stock as reported on the Nasdaq Global Select Market on June 28, 2013 (the last business day of the Registrant's
most recently completed fiscal second quarter). Shares of
common stock held by each executive officer and director and each entity that owns 5% or more of the outstanding common stock
have been excluded in that such persons may be deemed to be affiliates. The determination of affiliate status is not necessarily a conclusive determination for other purposes.
The number of outstanding shares of the registrant's Common Stock, $0.001 par value, was 36,459,944 shares as of February 18, 2014.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the Registrant's 2013 Annual Meeting of Stockholders are incorporated by reference in Part III of this Form 10-K.
1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 2013
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to
Delaware 77-0419172
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
350 East Plumeria Drive, 95134
San Jose, California
(Zip Code)
(Address of principal executive offices)
Title of each class
Name of each exchange on which registered
Common Stock, par value $0.001
The NASDAQ Stock Market LLC
(NASDAQ Global Select Market)
Large Accelerated filer
1
Accelerated filer
3
Non-Accelerated filer
3
Smaller reporting company
3