GODINHO NORMAN 4

4 · NETLOGIC MICROSYSTEMS INC · Filed Feb 17, 2012

Insider Transaction Report

Form 4

Period: 2012-02-17

NETLOGIC MICROSYSTEMS INCNETL

GODINHO NORMAN

Director10% Owner

Transactions

Disposition to Issuer
Stock Option (right to buy)
2012-02-17$36.86/sh−20,000$737,200→ 0 total
Exercise: $13.14Exp: 2016-07-18→ Common Stock (20,000 underlying)
Disposition to Issuer
Common Stock
2012-02-17$50.00/sh−300,000$15,000,000→ 0 total(indirect: See footnotes 3 and 5.)
Disposition to Issuer
Stock Option (right to buy)
2012-02-17$33.45/sh−20,000$669,000→ 0 total
Exercise: $16.55Exp: 2018-07-15→ Common Stock (20,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-02-17$40.64/sh−20,000$812,800→ 0 total
Exercise: $9.36Exp: 2015-07-14→ Common Stock (20,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-02-17$30.33/sh−20,000$606,600→ 0 total
Exercise: $19.67Exp: 2019-07-21→ Common Stock (20,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-02-17$33.04/sh−20,000$660,800→ 0 total
Exercise: $16.96Exp: 2017-07-17→ Common Stock (20,000 underlying)
Disposition to Issuer
Common Stock
2012-02-17$50.00/sh−7,500$375,000→ 7,500 total
Disposition to Issuer
Common Stock
2012-02-17$50.00/sh−105,000$5,250,000→ 0 total(indirect: See footnotes 3 and 4.)
Disposition to Issuer
Common Stock
2012-02-17$50.00/sh−2,733,310$136,665,500→ 0 total(indirect: See footnotes 2 and 3.)
Disposition to Issuer
Common Stock
2012-02-17$50.00/sh−7,500$375,000→ 0 total

Footnotes (12)

[F1]Disposed of pursuant to the merger agreement (the "Merger Agreement") among the issuer, Broadcom Corporation and I&N Acquisition Corp. in exchange for $50.00 cash per share.
[F10]This option provided for vesting in 12 equal monthly installments commencing 8/31/2007.
[F11]This option provided for vesting in 12 equal monthly installments commencing 8/31/2006.
[F12]This option provided for vesting in 12 equal monthly installments commencing 8/31/2005.
[F2]These shares are directly held by The Godinho Family Revocable Living Trust dated April 21, 1995.
[F3]The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The inclusion of theses shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
[F4]These shares are directly held by the The Godinho Children's Trust dated November 7, 1983.
[F5]These shares are directly held by The Godinho Bypass Trust DTD June 12, 1995.
[F6]Pursuant to the Merger Agreement, this restricted stock unit award, which provided for vesting in full on the date of the issuer's 2012 annual stockholder meeting, was cancelled in exchange for a cash payment equal to the product of (a) the number of shares underlying such award, multiplied by (b) $50.00.
[F7]This option provided for vesting in 12 equal monthly installments commencing 8/31/2009.
[F8]Pursuant to the Merger Agreement, this option was cancelled in exchange for a cash payment equal to the product of (a) the number of shares underlying such option, multiplied by (b) the excess of $50.00 over the exercise price of such option.
[F9]This option provided for vesting in 12 equal monthly installments commencing 8/31/2008.

Documents

1 file

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doc1.xmlPrimary
FORM 4