8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

January 15, 2016

NETGEAR, INC.

(Exact name of Registrant as specified in its charter)

Delaware	000-50350	77-0419172
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

350 East Plumeria Drive

San Jose, CA 95134

(Address, including zip code, of principal executive offices)

(408) 907-8000

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On January 15, 2016, A. Timothy Godwin informed the Board of Directors (the “Board”) of NETGEAR, Inc. (“NETGEAR”) of his decision not to stand for re-election to the Board at the 2016 Annual Meeting of Stockholders and to retire as a member of the Board at the end of his current term. There are no disagreements between NETGEAR and Mr. Godwin that caused or contributed to his decision not to stand for re-election.

(d) On January 15, 2016, the Board elected Grady Summers to serve as a member of the Board and appointed Mr. Summers as a member of the Audit Committee of the Board, both effective as of January 15, 2016.

Upon joining the Board, Mr. Summers received a grant of eight thousand (8,000) restricted stock units, which will vest one-third (1/3) per year upon each anniversary of his start date. NETGEAR and Mr. Summers also entered into the standard NETGEAR Indemnification Agreement for directors.

On January 20, 2016, NETGEAR issued a press release announcing the appointment of Mr. Summers to the Board. The full text of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit NumberDescription

99.1             Press Release, dated January 20, 2016

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 20, 2016
NETGEAR, INC.
By:	/s/ Andrew W. Kim
	Andrew W. Kim
	Senior Vice President, Corporate Development,
	General Counsel and Secretary

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated January 20, 2016

EX-99.1

NEWS RELEASE

NETGEAR^® Announces Appointment of New Board Member

San Jose, Calif. — January 20, 2016— NETGEAR®, Inc. (NASDAQ: NTGR) (www.netgear.com), a global networking company that delivers innovative products to consumers, businesses and service providers, today announced the appointment of Grady Summers to its board of directors. Mr. Summers brings extensive experience in technology trends, cybersecurity and cloud-based products and services in a variety of highly relevant global technology companies and industries. He fills a newly created seat on NETGEAR’s board of directors and has been appointed as a member of the audit committee of the board as well. Mr. Summers will stand for election at NETGEAR’s next annual stockholder meeting to be held later in 2016, when it is anticipated that the board size will return to nine as a result of the departure of a retiring director.

Patrick Lo, Chairman and CEO of NETGEAR, commented, “We are extremely pleased to welcome Grady to the NETGEAR board of directors. We are excited about the wealth of technology experience, strategic insight and energy that he will contribute to our board, and we are confident that Grady will be an immediately impactful and valuable member.”

Mr. Summers is Senior Vice President and Chief Technology Officer of FireEye, Inc., a leading provider of comprehensive cybersecurity solutions for detecting, preventing and resolving advanced cyber-attacks, where he oversees the global CTO team that supports R&D and product engineering. He joined FireEye through its acquisition of Mandiant in 2014. At Mandiant, Mr. Summers served as the Vice President of Strategic Solutions and led the company’s strategic consulting and customer success divisions. Prior to Mandiant, from 2010 to 2012, Mr. Summers was a principal at Ernst & Young, responsible for the firm's information security program management practice. Before E&Y, from 1999 to 2010, he held various roles at General Electric, most recently as the Chief Information Security Officer overseeing a large global information security organization. Mr. Summers holds an MBA from Columbia University and a B.S. in computer systems from Grove City College in Pennsylvania.

About NETGEAR, Inc.

NETGEAR (NASDAQ: NTGR) is a global networking company that delivers innovative products to consumers, businesses and service providers. The Company's products are built on a variety of proven technologies such as wireless (WiFi and LTE), Ethernet and powerline, with a focus on reliability and ease-of-use. The product line consists of wired and wireless devices that enable networking, broadband access and network connectivity. These products are available in multiple configurations to address the needs of the end-users in each geographic region in which the Company's products are sold. NETGEAR products are sold in approximately 38,000 retail locations around the globe, and through approximately 30,000 value-added resellers, as well as multiple major cable, mobile and wireline service providers around the world. The company's headquarters are in San Jose, Calif., with additional offices in approximately 25 countries. More information is available at http://investor.netgear.com or by calling (408) 907-8000. Connect with NETGEAR at http://twitter.com/NETGEAR and http://www.facebook.com/NETGEAR.

© 2016 NETGEAR, Inc. NETGEAR and the NETGEAR logo are trademarks or registered trademarks of NETGEAR, Inc. and its affiliates in the United States and/or other countries. Other brand and product names are trademarks or registered trademarks of their respective holders. The information contained herein is subject to change without notice. NETGEAR shall not be liable for technical or editorial errors or omissions contained herein. All rights reserved.

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