Graeme McLindin
NETGEARAbout Graeme McLindin
Graeme McLindin is Vice President, Mobile at NETGEAR (NTGR), appointed to the role in January 2025. He joined NETGEAR in August 2013 and has held progressively senior leadership roles across Service Provider and APAC Sales; he is age 55 and holds a bachelor’s degree in applied science from Swinburne University of Technology and a Post Graduate Diploma in Management from RMIT University (Australia) . Management elevated McLindin to lead a newly created Mobile business unit as part of NETGEAR’s 2025 restructuring; company-wide performance focus emphasizes growing net revenue, expanding gross margins, and materially reducing losses, with reporting planned by business unit (NETGEAR for Business, Mobile, Home Networking) . NETGEAR’s incentive design ties significant pay to performance with a strong pay-for-performance philosophy, clawbacks (including Dodd-Frank recoupment adopted Oct-2023), stock ownership guidelines, and anti-hedging/pledging policies .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NETGEAR | Vice President, Mobile | Jan 2025–present | Leads newly created Mobile BU; transformation of portfolio to broader “good-better-best” lineup with companion app targeted for 2H25 . |
| NETGEAR | VP, Worldwide Service Provider Sales & Mobile Products | Jul 2024–Jan 2025 | Combined global SP sales with Mobile products; commercial alignment across channels . |
| NETGEAR | Worldwide VP, Service Provider & APAC Sales | Oct 2023–Jul 2024 | Oversaw SP and APAC sales execution . |
| NETGEAR | Worldwide VP, Service Provider Business Unit | Oct 2015–Oct 2023 | Led global SP BU; product and go-to-market leadership . |
| NETGEAR | Regional Managing Director, ANZ & SE Asia, SP BU | Aug 2013–Sep 2015 | Built regional SP presence and growth in ANZ & SE Asia . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Telstra | General Manager, Emerging Mobile Devices; General Manager, Wireless Data Products | c. 5+ years (prior to Aug 2013) | Led emerging devices and data products at Australia’s leading telco . |
| SMS (Strategic Management Sciences) Consulting | Various consultancy roles across Telco, Government, Corporate | Pre-NETGEAR | Strategy and operational consulting across sectors . |
Fixed Compensation
Not specifically disclosed for McLindin in the latest proxy. Company’s compensation philosophy for executive officers emphasizes competitive positioning near peer median and significant at-risk pay; perquisites limited to broad-based plans; no tax gross-ups on severance/CIC .
Performance Compensation
NETGEAR’s 2025 PSU design for executive equity awards ties vesting to multi-year relative TSR versus the Nasdaq Telecommunications Index (IXTC), with performance potentially earning up to 200% of target; PSUs vest on the third anniversary of grant subject to continued service. Time-based RSUs vest 1/3 after one year, then quarterly over eight quarters thereafter .
| Metric | Weighting | Target Definition | Actual/Payout | Vesting |
|---|---|---|---|---|
| Relative TSR vs Nasdaq Telecommunications Index (IXTC) | Not disclosed | Multi-year TSR performance measured from Apr 23, 2025 to Dec 31, 2027; payout scale up to 200% for highest level of performance | Not disclosed | Vest at 3rd anniversary of grant; service-based condition applies . |
| Time-based RSUs | N/A | Time-based vesting | N/A | 1/3 at 1-year; 1/12 per quarter for 8 quarters thereafter . |
Notes:
- Management indicates incentive compensation is determined using certain non-GAAP measures to align internal operating performance; however, specific annual bonus metrics/weights for McLindin were not disclosed .
Equity Ownership & Alignment
- Prohibitions: Hedging or pledging of company stock is prohibited under insider trading policy (alignment safeguard) .
- Stock Ownership Guidelines: CEO 6× salary; other executive officers 1–3× salary; 5-year compliance window; unvested RSUs count toward compliance (company policy, not individual status) .
Beneficial Ownership Filings
| Filing Date | Form | Reported Direct Ownership | Notes |
|---|---|---|---|
| Feb 6, 2025 | Form 3 | “No securities are beneficially owned.” | Initial statement upon becoming a Section 16 officer . |
| Apr 23, 2025 | Form 3/A | 46,540 shares (Direct) | Amends initial Form 3 to report holdings . |
| Jul 9, 2025 | Form 3 (Additional) | 17,762 shares (Direct) | Filed to correct inadvertent errors in original Form 3 and Form 3/A, and errors in two June Form 4s . |
Insider Transactions (selling pressure and plan usage)
| Trade Date | Type | Shares | Price | Value | Plan/Reason | Source |
|---|---|---|---|---|---|---|
| Jun 13, 2025 | Sale | 2,377 | $28.38 | $67,459 | Reported on Form 4; also a Form 144 filed same day | |
| Aug 1, 2025 | Sale | 417 | $22.62 | $9,433 | Reported on Form 4; accompanied by Form 144 | |
| Nov 3, 2025 | Sale | 1,205 | $34.26 | $41,283 | Executed under Rule 10b5-1 plan adopted Mar 14, 2025; post-sale direct ownership reported ~30,808 shares |
Form 3 filings show corrections to reported holdings across February–July 2025, indicating initial administrative variability; subsequent Form 4 activity reflects modest periodic sales, with at least one programmatic sale under a Rule 10b5-1 plan (reduces discretionary selling signal) .
Employment Terms
- Severance Structure (Company program terms):
- Non-CIC qualifying termination: Lump-sum 12 months’ salary; up to 12 months COBRA premiums; accelerated vesting of the number of service-based equity awards scheduled to vest over the next 12 months .
- CIC period (double-trigger): Lump-sum 12 months’ salary and 100% target annual bonus; up to 12 months health benefits; accelerated vesting of all unvested time-based equity; performance equity deemed achieved at 100% of target unless award agreement provides otherwise .
- No excise tax gross-ups; “best results” cutback to avoid 280G excise tax if optimal .
- Covenants: Employment agreements include confidentiality and non-solicitation provisions to protect proprietary information; arbitration agreements in standard forms .
- Clawback/Recoupment:
- Legacy clawback for cash and equity upon financial restatement (Compensation Committee discretion) .
- Dodd-Frank compliant mandatory clawback (adopted Oct 2023) for excess incentive-based compensation following restatement, fault not required .
- Stock Ownership Guidelines and Hedging/Pledging: CEO 6× salary; other execs 1–3× salary; 5-year compliance window; hedging and pledging prohibited .
Investment Implications
- Alignment and incentives: Programmatic 10b5-1 sales (Nov 2025) suggest planned liquidity rather than discretionary de-risking; prohibition on hedging/pledging and ownership guidelines support alignment .
- Performance linkage: 2025 PSU design uses relative TSR versus IXTC with up to 200% payout, increasing sensitivity to market-relative performance; non-GAAP metrics guide internal incentive determination, implying focus on margin expansion and operating performance consistency .
- Retention risk: Standard severance and CIC protections (12 months salary/benefits; bonus under CIC; equity acceleration) reduce near-term attrition risk through downside protection; no tax gross-ups and clawbacks mitigate shareholder-unfriendly features .
- Execution track record: Elevation to lead Mobile BU aligns with transformation agenda; mobile portfolio shift to broader price tiers and app experience planned for 2H25 is a tangible execution lever; monitoring Mobile unit profitability disclosures as management begins BU-level reporting will be key to assess value creation under McLindin .