Form 8-K NETGEAR, INC. For: Aug 03

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):

August 3, 2026

NETGEAR, INC.

(Exact name of Registrant as specified in its charter)

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:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 6, 2026, NETGEAR, Inc. (“NETGEAR” or the “Company”) issued a press release announcing its financial results for its second fiscal quarter ended June 28, 2026, the text of which is furnished herewith as Exhibit 99.1.

The information furnished pursuant to this Item 2.02 and the exhibit to this Current Report are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section. The information furnished pursuant to this Item 2.02 and the exhibit to this Current Report shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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

(d) On August 3, 2026, the Board of Directors (the “Board”) of NETGEAR elected Douglas Murray to serve as a member of the Board, effective immediately. The Board has not yet determined Mr. Murray’s committee assignment. There are no arrangements or understandings between Mr. Murray and any other person pursuant to which Mr. Murray was selected as a director. There are no transactions involving Mr. Murray that would be required to be reported under Item 404(a) of Regulation S-K.

Mr. Murray will be compensated as a member of the Board under the terms of the Company’s Non-Employee Director Compensation Policy substantially as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 16, 2026. NETGEAR and Mr. Murray also entered into NETGEAR’s standard Indemnification Agreement for directors.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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: August 6, 2026

NETGEAR, INC.