Edgar Filing: Dimitrelis Dimitrios

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Dimitrelis Dimitrios

2. Issuer Name and Ticker or Trading Symbol
NETLOGIC MICROSYSTEMS INC [NETL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Vice President of Engineering

(Last)

(First)

(Middle)

1875 CHARLESTON RD.

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2010

(Street)

MOUNTAIN VIEW, CA 94043

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/13/2010		M		530 ⁽¹⁾	A	$ 9.915 ⁽¹⁾	40,330 ⁽²⁾	D
Common Stock	05/13/2010		M		3,586 ⁽³⁾	A	$ 10.705 ⁽³⁾	43,916	D
Common Stock	05/13/2010		M		6,136 ⁽⁴⁾	A	$ 11.7 ⁽⁴⁾	50,502	D
Common Stock	05/13/2010		M		1,216 ⁽⁵⁾	A	$ 11.97 ⁽⁵⁾	51,268	D
Common Stock	05/13/2010		M		532 ⁽⁶⁾	A	$ 15.145 ⁽⁶⁾	51,800	D
Common Stock	05/13/2010		S⁽⁷⁾		11,000	D	$ 29.5132 ⁽⁸⁾	40,800	D
Common Stock	05/13/2010		S⁽⁷⁾		1,000	D	$ 30.144 ⁽⁹⁾	39,800	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (right to buy)

$ 9.915 ⁽¹⁾

05/13/2010

530 ⁽¹⁾

10/31/2007

10/30/2016

Common Stock ⁽¹⁾

2,124 ⁽¹⁾

$ 0

1,594

Stock Option (right to buy)

$ 10.705 ⁽³⁾

05/13/2010

3,586 ⁽³⁾

09/15/2006

09/14/2015

Common Stock ⁽³⁾

3,586 ⁽³⁾

$ 0

Stock Option (right to buy)

$ 11.7 ⁽⁴⁾

05/13/2010

6,136 ⁽⁴⁾

07/31/2007

08/01/2016

Common Stock ⁽⁴⁾

7,198 ⁽⁴⁾

$ 0

1,062

Stock Option (right to buy)

$ 11.97 ⁽⁵⁾

05/13/2010

1,216 ⁽⁵⁾

01/30/2008

01/29/2017

Common Stock ⁽⁵⁾

7,292 ⁽⁵⁾

$ 0

6,076

Stock Option (right to buy)

$ 15.145 ⁽⁶⁾

05/13/2010

532 ⁽⁶⁾

06/05/2008

06/05/2017

Common Stock ⁽⁶⁾

29,398 ⁽⁶⁾

$ 0

28,866

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Dimitrelis Dimitrios 1875 CHARLESTON RD. MOUNTAIN VIEW, CA 94043			Vice President of Engineering

Signatures

/s/ Roland B. Cortes, by power of attorney		05/17/2010
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On February 16, 2010, NetLogic Microsystems Inc. declared a stock dividend, payable to all holders of record of common stock on March 5, 2010, of one share of common stock for each share of common stock outstanding. As a result, and pursuant to anti-dilution provisions of NetLogic Microsystems' equity incentive plans, this option which was previously reported as an option for 1,062 shares of common stock at an exercise price of $19.83 per share, was adjusted to 2,124 shares of common stock at an exercise price of $9.915 per share.
(2)	On February 16, 2010, NetLogic Microsystems Inc. declared a stock dividend, payable to all holders of record of common stock on March 5, 2010, of one share of common stock for each share of common stock outstanding. As a result, pursuant to anti-dilution provisions of NetLogic Microsystems' equity incentive plans, options for 45,191 shares of common stock held by the reporting person on March 19, 2010 became exercisable for 90,382 shares of common stock upon vesting, and awards of restricted stock units for 19,900 shares of common stock held by the reporting person on March 19, 2010 became issuable for 39,800 shares of common stock upon vesting.
(3)	On February 16, 2010, NetLogic Microsystems Inc. declared a stock dividend, payable to all holders of record of common stock on March 5, 2010, of one share of common stock for each share of common stock outstanding. As a result, and pursuant to anti-dilution provisions of NetLogic Microsystems' equity incentive plans, this option which was previously reported as an option for 1,793 shares of common stock at an exercise price of $21.41 per share, was adjusted to 3,586 shares of common stock at an exercise price of $10.705 per share.
(4)	On February 16, 2010, NetLogic Microsystems Inc. declared a stock dividend, payable to all holders of record of common stock on March 5, 2010, of one share of common stock for each share of common stock outstanding. As a result, and pursuant to anti-dilution provisions of NetLogic Microsystems' equity incentive plans, this option which was previously reported as an option for 3,599 shares of common stock at an exercise price of $23.40 per share, was adjusted to 7,198 shares of common stock at an exercise price of $11.70 per share.
(5)	On February 16, 2010, NetLogic Microsystems Inc. declared a stock dividend, payable to all holders of record of common stock on March 5, 2010, of one share of common stock for each share of common stock outstanding. As a result, and pursuant to anti-dilution provisions of NetLogic Microsystems' equity incentive plans, this option which was previously reported as an option for 3,646 shares of common stock at an exercise price of $23.94 per share, was adjusted to 7,292 shares of common stock at an exercise price of $11.97 per share.
(6)	On February 16, 2010, NetLogic Microsystems Inc. declared a stock dividend, payable to all holders of record of common stock on March 5, 2010, of one share of common stock for each share of common stock outstanding. As a result, and pursuant to anti-dilution provisions of NetLogic Microsystems' equity incentive plans, this option which was previously reported as an option for 14,699 shares of common stock at an exercise price of $30.29 per share, was adjusted to 29,398 shares of common stock at an exercise price of $15.145 per share.
(7)	This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 16, 2009.
(8)	The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $29.045 to $30.04. The number of shares sold at each separate price will be provided upon request by the Securities and Exchange Commission, NetLogic Microsystems, or a security holder of NetLogic Microsystems.
(9)	The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $30.06 to $30.26. The number of shares sold at each separate price will be provided upon request by the Securities and Exchange Commission, NetLogic Microsystems, or a security holder of NetLogic Microsystems.

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