NetApp (NTAP) 10-K risk factor changes: FY2018 vs FY2017

The [removed: following risk factors and other] information included elsewhere in this Annual Report on Form 10-K should be considered and understood in the context of the following risk factors, which describe circumstances that may materially harm our future business, operating results or financial condition.

However, despite continued data growth, the networked storage hardware market experienced a decline in each of the last [removed: two] [added: three] calendar years due to a combination of customers delaying purchases in the face of technology transitions, increasing adoption of Cloud [removed: environment] [added: environments] built on commodity hardware, increased storage efficiency, and changing economic and business environments.

As a result of these and other factors discussed in the report, our revenue may [removed: grow at a slower rate than in past periods, or may] decline as it did in fiscal years 2015, 2016 and 2017, on a year-over year basis.

Due to the complexity of storage software, subsystems and appliances and the difficulty in gauging the engineering effort required to produce new [removed: products,] [added: products and services,] such products [added: and services] are subject to significant technical and quality control risks.

If we are unable, for technological, customer reluctance or other reasons, to develop, introduce and gain market acceptance for new [removed: products,] [added: products and services,] as and when required by the market and our customers, our business, operating results and financial condition could be materially and adversely affected.

New or additional product introductions, including new [removed: software] [added: hardware] and [removed: flash product] [added: software] offerings, such as [removed: ONTAP Cloud,] [added: NetApp HCI, Cloud Volumes ONTAP, and new] all flash [removed: FAS, AltaVault, and SolidFire,] [added: storage products,] subject us to additional financial and operational risks, including our ability to forecast customer preferences and/or demand, our ability to successfully manage the transition from older products and solutions, our ability to forecast the impact of customers’ demand for new products and solutions or the products being replaced, and our ability to manage production capacity to meet the demand for new products.

We offer customers a full range of consumption models, including the deployment of our software through our subscription and cloud-based [removed: SaaS,] [added: Software as a Service (SaaS),] and utility pricing and managed services offerings for our hardware and software systems.

Additionally, the increasing prevalence of cloud and SaaS delivery models offered by us and our competitors may unfavorably impact the pricing of our on-premise hardware and software offerings and could have a dampening impact on overall demand for our on-premise hardware and software product and service offerings, which could [removed: reduce our revenues]

[added: reduce our revenues] and profitability, at least in the near term.

As customer demand for our consumption model offerings increases, we could experience volatility in our reported revenues and operating results due to [removed: the] differences in [added: the] timing of revenue recognition between our [added: traditional] hardware [removed: arrangements] and software [removed: licenses, (that are] [added: license arrangements, (for which revenue is] generally recognized in full at the time of delivery), relative to our consumption model [removed: offering arrangements, (that are] [added: offerings, (for which revenue is] generally recognized ratably over the [removed: terms] [added: term] of the arrangement).

[removed: In addition, the] [added: The] majority of our sales are made and/or fulfilled indirectly through channel partners, including value-added resellers, systems integrators, distributors, original equipment manufacturers (OEMs) and strategic business [removed: partners.][added: partners, which now include hyperscalers.]

Moreover, our relationships with our indirect channel partners [added: and strategic business partners] are critical to our success.

[removed: The loss of one or more of our key indirect channel partners in a given geographic area or the failure of our channel partners to promote our products could harm our operating results, as qualifying] [added: Qualifying] and developing new indirect channel partners typically require a significant investment of time and resources before acceptable levels of productivity are met.

If we fail to maintain our relationships with our indirect channel [added: partners and strategic] partners, if their financial condition, business or customer relationships were to weaken, if they fail to comply with legal or regulatory requirements, or if we were to cease to do business with them for these or other reasons, our business, operating results and financial condition could be harmed.

Cloud service providers provide customers storage [removed: as an operating expense, rather than as] [added: for their data centers on demand, without requiring] a capital expenditure, [removed: for the customers’ data centers,] which meets rapidly evolving business needs and has changed the competitive landscape.

[removed: The continuing] [added: Continuing] global economic [removed: uncertainty and] [added: uncertainty,] political [added: conditions] and fiscal challenges in the United States (U.S.) and abroad have, among other things, limited our ability to forecast future demand for our products, contributed to increased periodic volatility in the computer, storage and networking industries at large, as well as the information technology (IT) market, and could constrain future access to capital for our suppliers, customers and partners.

A number of [removed: these] [added: our] strategic partners are industry leaders that offer us expanded access to segments of the storage and data management markets.

Moreover, some of our partners, particularly large, more diversified technology companies, are also competitors, [added: thereby] complicating our relationships.

We generally do not enter into binding purchase commitments with our customers, resellers and distributors for extended periods of time, and thus [added: there is no guarantee] we [removed: may not be able to] [added: will] continue to receive large, recurring orders from these customers, resellers or distributors.

For example, our reseller agreements generally do not require minimum purchases, and our customers, resellers and distributors can stop purchasing and [added: marketing our products at any time.]

Accordingly, our business and our future operating results could be adversely impacted by factors affecting our international operations including, among other things, local political or economic conditions, trade protection and export and import requirements, tariffs, local labor conditions, transportation costs, government spending patterns, acts of terrorism, international conflicts and natural [removed: disasters in areas with limited infrastructure.]

These exposures may change over time as business practices evolve, and they could have a material adverse impact on our financial results [added: and cash flows.]

We utilize forward and option contracts in an attempt to reduce the adverse earnings impact from the effect of exchange rate fluctuations on certain assets and [removed: liabilities as well as certain anticipated foreign currency cash flows on a short-term basis.][added: liabilities.]

Our hedging strategies may not be successful, and currency exchange rate fluctuations could have a material adverse effect on our operating [removed: results.][added: results and cash flows.]

In addition, our foreign currency exposure on [removed: assets and] [added: assets,] liabilities [removed: for which] [added: and cash flows that] we do not hedge could have a material impact on our [removed: operating] [added: financial] results in periods when the U.S. dollar significantly fluctuates in relation to [removed: unhedged non-U.S. currencies in which we transact business.][added: foreign currencies.]

Future changes in domestic or international tax laws and regulations or a change in how we manage our international operations could adversely affect our ability to continue [removed: to realize] [added: realizing] these tax benefits.

For example, in [removed: March 2014,] May 2015, March 2016 and November 2016 we executed restructuring events designed to streamline our business, reduce our cost structure and focus our resources on key strategic opportunities.

We may in the future undertake initiatives that [removed: may] [added: could] include [added: reorganizing our workforce,] restructuring, disposing of, and/or otherwise discontinuing certain products, or a combination of these actions.

Rapid changes in the size, alignment or organization of our workforce, including [added: our new business unit structure and] sales account coverage, could adversely affect our ability to develop, sell and deliver products and services as planned or impair our ability to realize our current or future business and financial objectives.

We store and transmit [added: personal,] sensitive and proprietary data related to our products, our employees, customers, clients and partners (including third-party vendors such as data centers and providers of SaaS, cloud computing, and [removed: Internet] [added: internet] infrastructure and bandwidth), and their respective customers, including intellectual property, books of record and [removed: personally identifiable] [added: personal] information.

It is critical to our business strategy that our [removed: infrastructure remains] [added: infrastructure, products and services remain] secure and [removed: is] [added: are] perceived by customers, clients and partners to be secure.

In addition, a [removed: cybersecurity] [added: security] incident or [removed: other security breach] [added: loss of personal information] could result in other negative consequences, including remediation costs, disruption of internal operations, increased cybersecurity protection costs and lost revenues.

We do not [removed: monitor or] review the information or content that our clients and their customers upload and store, and, therefore, we have no direct control over the substance of the information or content stored within our platforms.

If our employees, or our clients, partners or their respective customers use our platforms for the transmission or storage of [removed: personally identifiable] [added: personal] or other sensitive information and our security measures are breached as a result of third-party action, employee error, malfeasance, stolen or fraudulently obtained log-in credentials or otherwise, our reputation could be damaged, our business may be harmed and we could incur significant liabilities.

Many jurisdictions have enacted or are enacting laws requiring companies to notify [added: regulators or] individuals of data security [removed: breaches] [added: incidents] involving certain types of personal data.

These mandatory disclosures regarding security [removed: breaches] [added: incidents] often lead to widespread negative publicity.

Any security [removed: breach,] [added: incident,] whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our data security measures, negatively impact our ability to attract new customers, cause existing customers to elect not to renew their support [removed: contracts,] [added: contracts] or [added: their SaaS subscriptions, or] subject us to third-party lawsuits, regulatory fines or other action or liability, which could materially and adversely affect our business and operating results.

[removed: In particular, our SaaS] [added: Our] business could be subject to stricter obligations and greater fines under the [removed: impending] enactment of [removed: the] new [added: data privacy laws, including the] European [added: Union General] Data Protection Regulation [added: enacted] on May 25, 2018.

Because our future success is dependent on our ability to continue to enhance and introduce new products, we are particularly dependent on our ability to hire and retain qualified [removed: engineers.][added: engineers, including in emerging areas of technology such as artificial intelligence and machine learning.]

In addition, as we move operations into lower-cost jurisdictions and outsource certain business processes, we become subject to new regulatory regimes and lose control of certain aspects of our operations and, as a consequence, [added: become more dependent upon the systems and business processes of third-parties.]

We sell to a variety of customers directly and through various channels, with a corresponding variety of sales cycles, and we recently reorganized our sales resources to improve the alignment of those resources with customer and market opportunities.

The reorganization of our sales resources could result in short or long-term disruption of our sales cycles and harm our operating results.

The loss of one or more of our key indirect channel partners in a given geographic area or the failure of our channel or strategic partners to promote our products could harm our operating results.

In particular, strategic partnerships with hyperscalers and cloud service vendors are critical to the success of our cloud-based business.

disasters in areas with limited infrastructure.

In particular, the current trade tensions with China could impact our business and operating results.

Many countries around the world are beginning to implement legislation and other guidance to align their international tax rules with the Organisation for Economic Co-operation’s Base Erosion and Profit Shifting recommendations and related action plans that aim to standardize and modernize global corporate tax policy, including changes to cross-border tax, transfer-pricing documentation rules and nexus-based tax incentive practices.

As a result, many of these changes, if enacted, could increase our worldwide effective tax rate and harm our financial position and results of operations.

The recent U.S. tax law changes enacted through the Tax Cuts and Jobs Act are subject to further interpretations from the U.S. federal and state governments and regulatory organizations, such as the Treasury Department and/or IRS.

Changes to interpretations of the law could change the provisional tax expense or accounting treatment of the $732 million expense we have recorded in relation to the transition tax.

We have elected to pay the transition tax over a period of eight years.

As result, our cash flows from operating activities will be adversely impacted until the additional tax provisions are paid in full.

In fiscal 2018, we created the Storage Systems and Software, Cloud Data Services, and Cloud Infrastructure business units to enable us to develop the organization and systems to successfully execute a multi-product business.

We also reorganized our sales resources to improve the alignment of those resources with customer and market opportunities.

Such quality issues may be due to, for example, our own designs or processes, the designs or processes of our suppliers, and/or flaws in third party software used in our products.

We have also increased the cadence of our product release cycle, which could impact product and service quality.

In addition, a cybersecurity incident or other security breach could result

in other negative consequences, including remediation costs, disruption of internal operations, increased cybersecurity protection costs and lost revenues.

service or refinance our debt, our business, operating results and financial condition will be harmed.

In addition, while we train employees in confidentiality practices and include terms in our employee and consultant agreements to protect our intellectual property, there is persistent risk that some individuals will improperly take our intellectual property after terminating their employment or other engagements with us, which could lead to intellectual property leakage to competitors and a loss of our competitive advantages.

We may be found to infringe on intellectual property rights of others.

We compete in markets in which intellectual property infringement claims arise in the normal course of business.

Third parties have, from time to time, asserted intellectual property-related claims against us, including claims for alleged patent infringement brought by non-practicing entities.

Such claims may be made against our products and services, our customers’ use of our products and services, or a combination of our products and third-party products.

We also may be subject to claims and indemnification obligations from customers and resellers with respect to third-party intellectual property rights pursuant to our agreements with them.

If we refuse to indemnify or defend such claims, even in situations in which the third party’s allegations are meritless, then customers and resellers may refuse to do business with us.

Patent litigation is particularly common in our industry.

We have been, and continue to be, in active patent litigations with non-practicing entities.

While we vigorously defend our ability to compete in the marketplace, there is no guarantee that, in patent or other types of intellectual property litigation, we will prevail at trial or be able to settle at a reasonable cost.

If a judge or jury were to find that our products infringe, we could be required to pay significant monetary damages and be subject to an injunction that could cause product shipment delays, require us to redesign our products, affect our ability to supply or service our customer, and/or require us to enter into compulsory royalty or licensing agreements.

We rely on software from third parties, and a failure to properly manage our use of third-party software could result in increased costs or loss of revenue.

Many of our products are designed to include software licensed from third parties.

Such third-party software includes software licensed from commercial suppliers and software licensed under public open source licenses.

We have internal processes to manage our use of such third-party software.

However, if we fail to adequately manage our use of third party software, then we may be subject to copyright infringement or other third-party claims.

If we are non-compliant with a license for commercial software, then we may be required to pay penalties or undergo costly audits pursuant to the license agreement.

In the case of open-source software licensed under certain “copyleft” licenses, the license itself may require, or a court-imposed remedy for non-compliant use of the open source software may require, that proprietary portions of our own software be publicly-disclosed or licensed.

This could result in a loss of intellectual property rights, increased costs, damage to our reputation and/or a loss of revenue.

conduct business.

We sell to a variety of customers, with a corresponding variety of sales cycles.

marketing our products at any time.

and cash flows.

Except as required under U.S. tax laws, we do not provide for U.S. federal and state income taxes or foreign withholding taxes that may result from future remittances of undistributed earnings of foreign subsidiaries that have not been previously taxed since we intend to invest such undistributed earnings indefinitely outside of the U.S. If our intent changes, or if these funds are needed for our U.S. operations, we would be required to accrue or pay U.S. taxes on some or all of these undistributed earnings, which could have a material impact on our financial results.

A repatriation of cash held by our foreign subsidiaries to fund U.S. operations, strategic opportunities or debt service may subject us to a significant tax liability.

As of April 28, 2017, $4.5 billion of cash, cash equivalents and short-term investments was held by our foreign subsidiaries.

Under current law, repatriation of this cash may trigger significant adverse tax consequences in the U.S. As a result, if the cash generated by our domestic operations is lower than projected and is not sufficient to fund our domestic operations and our broader corporate initiatives, such as stock repurchases, dividends, acquisitions, and other strategic opportunities, and to service our outstanding indebtedness, we may need to raise additional funds through public or private debt or equity financings, or we may need to obtain new credit facilities to the extent we choose not to repatriate our overseas cash.

Such additional financing may not be available on terms favorable to us, or at all, and any new equity financings or offerings would dilute our current stockholders’ ownership.

Furthermore, lenders may not agree to extend us new, additional or continuing credit.

If adequate funds are not available, or are not available on acceptable terms, we may be forced to repatriate our foreign-held cash and incur a significant tax charge.

In any such case, our business, operating results or financial condition could be adversely impacted.

become more dependent upon the systems and business processes of third-parties.

existing and future patents may be challenged.

We are subject to intellectual property infringement claims.

We may, from time to time, receive claims that we are infringing third parties’ intellectual property rights.

Third parties may in the future claim infringement by us with respect to current or future products, patents, trademarks or other proprietary rights.

Changes in financial accounting standards may cause adverse unexpected fluctuations and affect our reported operating results.

A change in accounting standards or practices and varying interpretations of existing accounting pronouncements, the increased use of fair value measures, changes to revenue recognition, lease accounting, financial instruments and other accounting standards could have a significant effect on our reported financial results or the way we conduct our business.

Implementation of accounting regulations and related interpretations and policies, particularly those related to revenue recognition, could cause us to defer recognition of revenue or recognize lower revenue, which may affect our operating results.

Flash plays a key role in customers’ digital transformation efforts as they seek to gain advantage through greater speed, responsiveness and value from key business [removed: applications,] [added: applications - all] while lowering total cost of ownership.

All-flash array technology is the de facto choice for primary application workloads as customers seek performance and economic benefits [removed: by] [added: from] replacing hard disk installations.

Strategic solutions include Clustered ONTAP, branded E-Series, SolidFire, [removed: AltaVault] [added: converged] and [added: hyper-converged infrastructure, and] optional add-on software products.

[removed: In addition to our products,] [added: Additionally,] we provide a variety of services including software maintenance, hardware maintenance and other services including professional services, global support solutions, and customer education and training to help customers most effectively manage their data.

| | | April [removed: 28, 2017] [added: 27, 2018] | | | | April [removed: 29, 2016] [added: 28, 2017] | | | | April [removed: 24, 2015] [added: 29, 2016] | | |

| Net revenues | | $ | [removed: 5,519] [added: 5,911] | | | $ | [removed: 5,546] [added: 5,519] | | | $ | [removed: 6,123] [added: 5,546] | |

| Gross profit | | $ | [removed: 3,390] [added: 3,699] | | | $ | [removed: 3,373] [added: 3,390] | | | $ | [removed: 3,833] [added: 3,373] | |

| Gross profit margin percentage | | | [removed: 61] [added: 63] | % | | | 61 | % | | | [removed: 63] [added: 61] | % |

| Income from operations | | $ | [removed: 665] [added: 1,125] | | | $ | [removed: 348] [added: 665] | | | $ | [removed: 716] [added: 348] | |

| Income from operations as a percentage of net revenues | | | [removed: 12] [added: 19] | % | | | [removed: 6] [added: 12] | % | | | [removed: 12] [added: 6] | % |

| Net income | | $ | [removed: 509] [added: 76] | | | $ | [removed: 229] [added: 509] | | | $ | [removed: 560] [added: 229] | |

| Diluted net income per share | | $ | [removed: 1.81] [added: 0.28] | | | $ | [removed: 0.77] [added: 1.81] | | | $ | [removed: 1.75] [added: 0.77] | |

| Operating cash flows | | $ | [removed: 986] [added: 1,478] | | | $ | [removed: 974] [added: 986] | | | $ | [removed: 1,268] [added: 974] | |

| [added: (In days)] | | April [added: 27, 2018 | | | | April] 28, 2017 | | | | April 29, 2016 | | |

| Deferred revenue and financed unearned services revenue | | $ | [removed: 3,342] [added: 3,477] | | | $ | [removed: 3,385] [added: 3,342] | |

| Cash conversion cycle | | | [removed: 15] [added: (15] | [added: )] | | | [removed: 28] [added: 15] | |

| | • | Net revenues: Our net revenues [removed: were relatively flat] [added: increased 7%] in fiscal [removed: 2017] [added: 2018] compared to fiscal [removed: 2016.] [added: 2017.] This was primarily due to an increase of [removed: 1%] [added: 15%] in product revenues, partially offset by a [removed: 2%] [added: 3%] decrease in software and hardware maintenance and other services revenues. |

| | • | Gross profit margin percentage: Our gross profit margin as a percentage of net revenues [removed: was relatively flat] [added: increased by one percentage point] in fiscal [removed: 2017] [added: 2018] compared to fiscal [removed: 2016] [added: 2017,] reflecting [removed: a decrease] [added: an increase] in gross profit margin on product revenues, [removed: mostly offset by] [added: and, to a lesser extent,] an increase in gross profit margin on hardware maintenance and other services revenues. |

| | • | Income from operations as a percentage of net revenues: Our income from operations as a percentage of net revenues increased in fiscal [removed: 2017] [added: 2018] compared to fiscal [removed: 2016] [added: 2017] primarily due to [added: higher product gross margin and] lower operating expenses [removed: resulting from] [added: as a result of a gain on sale of certain of] our [removed: cost reduction initiatives.] [added: properties.] |

| | • | Net income and Diluted income per share: The [removed: 122% and 135% increases] [added: 85% decrease] in [added: both] net income and diluted net income per [removed: share, respectively,] [added: share] in fiscal [removed: 2017] [added: 2018] compared to fiscal [removed: 2016] [added: 2017] reflect the factors discussed [removed: above, as well as a decrease in our effective tax rate of 10 percentage points.] [added: above.] Diluted net income per share was favorably impacted by a [removed: 5%] [added: 2%] decrease in the annual weighted average number of dilutive shares, primarily due to share repurchases. |

| | • | Operating cash flows: Operating cash flows [removed: were relatively flat] [added: increased by 50%] in fiscal [removed: 2017] [added: 2018] compared to fiscal [removed: 2016,] [added: 2017,] reflecting [removed: higher net income, mostly offset by] changes in operating assets and [removed: liabilities.] [added: liabilities, partially offset by lower net income.] |

| | • | Deferred revenue and financed unearned services revenue: Total deferred revenue and financed unearned services revenue [removed: decreased $43] [added: increased $135] million, or [removed: 1%,] [added: 4%,] as of fiscal [removed: 2017] [added: 2018] year end compared to fiscal [removed: 2016] [added: 2017] year end primarily due to [removed: lower pricing on] [added: increases in the installed base and aggregate contract values under software and hardware] maintenance contracts. |

| | • | Cash Conversion Cycle: Our cash conversion cycle was [removed: 15] [added: (15)] days in the fourth quarter of fiscal [removed: 2017,] [added: 2018,] compared to [removed: 28] [added: 15] days in the corresponding period of fiscal [removed: 2016,] [added: 2017,] reflecting [removed: lower] [added: higher] Days [removed: Sales] [added: Payables] Outstanding and [removed: higher] [added: lower] Days [removed: Payables] [added: Inventory] Outstanding, partially offset by higher Days [removed: Inventory] [added: Sales] Outstanding. |

During fiscal [removed: 2017,] [added: 2018,] we repurchased [removed: 22] [added: 15] million shares of our common stock at an average price of [removed: $32.72] [added: $51.57] per share, for an aggregate [added: purchase price] of [removed: $705] [added: $794] million.

We also declared cash dividends of an aggregate of [removed: $0.76] [added: $0.80] per share in fiscal [removed: 2017,] [added: 2018,] for which we paid an aggregate of [removed: $208] [added: $214] million.

[added: |] Commercial [removed: Paper Program][added: paper notes (3) | | | 385 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 385 | |]

| • | We establish VSOE of selling price using the price charged for a deliverable when sold separately and generally evidenced by a substantial majority of historical stand-alone transactions falling within a reasonably narrow range. In addition, we consider major service type, customer type, and other variables in determining VSOE. Our revenue estimates and assumptions are based on our ability to assert and maintain VSOE. ESP is generally evidenced by a majority of historical transactions falling within a reasonable price range. We also consider multiple factors, including, but not limited to, cost of products, gross margin objectives, historical pricing practices, customer type and distribution channels. Our revenue estimates and assumptions are based on our ability to maintain consistent ESP. | | • | As our business and offerings evolve over time, modifications to our pricing and discounting methodologies, changes in the scope and nature of service offerings and/or changes in customer segmentation may result in a lack of consistency required to establish and/or maintain [removed: VSOE or to maintain consistent ESP.] [added: key revenue estimates and assumptions.] Additionally, technological changes resulting in variability in product costs and gross margins may require changes to [removed: our ESP model. Changes in ESP] [added: certain estimates and assumptions. Such changes] may result in a different allocation of revenue to the deliverables in multiple-element arrangements. These factors, among others, may adversely impact the amount of revenue and gross margin we report in a particular period. |

We allocate the purchase price of acquisitions to identifiable assets acquired and liabilities assumed at their acquisition date fair [removed: values based on established valuation techniques.]

We review goodwill for impairment annually and whenever events or changes in circumstances indicate the carrying amount of [removed: a] [added: our] reporting unit may exceed its fair value.

For our annual goodwill impairment test in the fourth quarter of fiscal [removed: 2017,] [added: 2018,] we performed a quantitative test [removed: at the reporting unit level] and determined the fair value [removed: substantially exceeded the carrying amount] of [removed: each] [added: our] reporting unit [removed: and,] [added: substantially exceeded its carrying amount,] therefore, found no impairment of goodwill.

| • | Evaluations of possible goodwill and purchased intangible assets impairment require us to make judgments and assumptions related to the allocation of our balance sheet and income statement amounts and estimate future cash flows and fair market values of our reporting [removed: units] [added: unit] and assets. | | • | In response to changes in industry and market conditions, we could be required to strategically realign our resources and consider restructuring, disposing of, or otherwise exiting businesses, which could result in an impairment of goodwill or purchased intangible assets. Assumptions and estimates about expected future cash flows and the fair values of our reporting [removed: units] [added: unit] and purchased intangible assets are complex and subjective. They can be affected by a variety of factors, including external factors such as the adverse impact of unanticipated changes in macroeconomic conditions and technological changes or new product introductions from competitors. They can also be affected by internal factors such as changes in business strategy or in forecasted product life cycles and roadmaps. Our ongoing consideration of these and other factors could result in future impairment charges or accelerated amortization expense, which could adversely affect our operating results. |

Fiscal year [removed: 2017,] [added: 2018,] which ended on April [removed: 28, 2017,] [added: 27, 2018,] and fiscal year [removed: 2015,] [added: 2017,] which ended on April [removed: 24, 2015,] [added: 28, 2017,] were each 52-week years.

| | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | |

| Product | | | [removed: 54] [added: 59] | | % | | 54 | | % | | [removed: 60] [added: 54] | | % |

| Software maintenance | | | [removed: 17] [added: 16] | | | | 17 | | | | [removed: 15] [added: 17] | | |

| Hardware maintenance and other services | | | [removed: 28] [added: 25] | | | | [removed: 29] [added: 28] | | | | [removed: 26] [added: 29] | | |

| Cost of product | | | 29 | | | | [removed: 28] [added: 29] | | | | [removed: 27] [added: 28] | | |

| Cost of software maintenance | | | [removed: 1] [added: —] | | | | 1 | | | | 1 | | |

| Cost of hardware maintenance and other services | | | [removed: 9] [added: 8] | | | | [removed: 10] [added: 9] | | | | 10 | | |

| Gross profit | | | [removed: 61] [added: 63] | | | | 61 | | | | [removed: 63] [added: 61] | | |

We are the data authority for the hybrid cloud.

Digital transformation remains top of mind for executives.

In order to successfully digitally transform, data must become the lifeblood of an organization and be used as a business accelerator.

Data-driven digital transformations accelerate business outcomes.

Together with our partners, we empower global organizations to unleash the full potential of their data to enable new customer touchpoints, create innovative business opportunities and optimize operations.

NetApp delivers a Data Fabric built for the data-driven world.

Our Data Fabric simplifies and integrates data management across clouds and on-premises to accelerate digital transformation, enabling our customers to manage, secure and protect their data at the scale needed to accommodate the exponential data growth of the digital world.

It delivers integrated data management services and applications for data visibility and insights, data access and control, and data protection and security.

We focus on delivering an exceptional customer experience to become our customers’ preferred data partner.

NetApp’s unique approach to managing data holistically enables organizations to inspire innovation with the cloud, build clouds to accelerate new services, and modernize IT architecture with cloud-connected flash.

With NetApp products and solutions, customers can:

| | • | Continually fuel business growth by delivering data-rich customer experiences through new application deployments that easily use data and services regardless of where they reside or in what form. |

| | • | Accelerate digital transformation by developing a next-generation, cloud-architected infrastructure that manages data and services as one integrated resource supporting both public and private clouds. |

| | • | Free the resources necessary to fund transformation by deploying the industry’s leading flash storage solution, which is highly efficient and scales from the edge to the core to the cloud. |

Customers are attracted by the speed and scale benefits of the public cloud but need new data management capabilities to keep control of data as it moves beyond the walls of the enterprise.

NetApp believes the hybrid cloud is fast becoming the dominant model for enterprise IT.

Whether an organization is targeting an all-cloud, hybrid cloud, or multi-cloud strategy, NetApp Cloud Data Services accelerate the time it takes to deploy or develop an application by making the data requirements seamless to the application layer.

Budget constraints and skill imbalances lead our customers to seek help in integrating, deploying and managing the solutions they need to stay competitive.

This drives demand for converged and hyper-converged infrastructure solutions.

FlexPod is the converged infrastructure of choice for many of the largest enterprises around the globe.

Customers can break free from the limits of first-generation HCI with NetApp HCI and attain guaranteed performance with high levels flexibility, scale, automation, and integration with the Data Fabric.

With a highly differentiated and broad portfolio of all-flash and hybrid array offerings, NetApp is well positioned to enable customers to accomplish this transition.

Revenues generated by our Cloud Data Services offerings are included in software maintenance revenues.

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | • | Provision for income taxes: Our provision for income taxes increased significantly in fiscal 2018 compared to fiscal 2017 as a result of significant charges recorded in connection with U.S. tax reform enacted in fiscal 2018. |

Senior Notes Issuance and Redemption

In September 2017, we issued $400 million aggregate principal amount of 2.00% Senior Notes due on September 27, 2019 and $400 million aggregate principal amount of 3.30% Senior Notes due on September 29, 2024, for which we received total proceeds of approximately $795 million, net of discount and issuance costs.

On November 3, 2017, we extinguished our 2.00% Senior Notes due December 2017 for an aggregate redemption price of $751 million, plus accrued and unpaid interest.

Real Estate Transactions

On September 8, 2017, we entered into an agreement to sell certain land and buildings for a total of $306 million, through two separate and independent closings.

On December 7, 2017, the first closing date, we consummated the sale of properties with a net book value of $66 million for cash proceeds of $210 million, resulting in a gain, net of direct selling costs, of $142 million.

In fiscal 2016, we entered into a sale-leaseback arrangement of certain of our land and buildings.

The arrangement did not qualify for sale-leaseback accounting and instead was accounted for as a financing transaction.

Tax Reform

On December 22, 2017, the 2017 Tax Reform Reconciliation Act, originally referred to as the Tax Cuts and Jobs Act (TCJA), was enacted into law.

This tax reform legislation contains several key tax provisions that affected us, including a one-time mandatory transition tax on accumulated foreign earnings and a reduction of the U.S. corporate income tax rate to 21% effective January 1, 2018, among others.

Our net income in fiscal 2018 includes a one-time tax reform-related provisional charge of $858 million.

values based on established valuation techniques.

Gross profit as a percentage of net revenues for fiscal 2018 increased one percentage point compared to fiscal 2017, reflecting higher margins on product revenues and slightly higher margins on hardware maintenance and other services revenues.

Gross profit margins on product revenues in fiscal 2018 increased three and a half percentage points compared to fiscal 2017, primarily due to higher average selling prices (ASPs), and, to a lesser extent, the favorable impact of foreign exchange rate fluctuations.

| --- | --- |

We are a leader in data insight, access, and control for hybrid cloud environments.

We provide global organizations the ability to manage and share their data across on-premises, private and public clouds.

We, together with our partners, provide a full range of enterprise-class solutions that customers use to modernize their infrastructures, build next generation data centers and harness the power of hybrid clouds.

We continue to pioneer a Data Fabric platform that allows infrastructure experts, cloud architects, developers and CIOs to easily and securely unite and manage data across the widest variety of environments.

To help our customers and partners manage and share their data across on-premises, and private and public clouds, we are focusing on the customer by delivering an exceptional customer experience and becoming their preferred data partner; extending our cloud integration and hybrid cloud leadership through the NetApp Data Fabric platform and expanding our consumption model offerings to match customer needs across cloud and on-premises offerings.

The NetApp Data Fabric is a platform designed to simplify, automate and evolve the management of data.

Data Fabric empowers our customers to seamlessly liberate, integrate and unleash the full potential of their data in a cloud, hybrid and on-premises world.

Built for the challenges and opportunities of the data-centric world, our products and solutions are designed for simplicity and optimized to manage, protect and secure data.

Because our Data Fabric platform is open by design, we can constantly fuel innovation and flexibility.

Our products and solutions portfolio centers on the digital transformation phases through which our customers are progressing: modernizing storage and data management, building next generation data centers and harnessing the power of hybrid cloud.

Our unified scale-out fabric-attached storage (FAS) platform is designed to meet the demanding requirements of shared infrastructures and cloud environments.

Our FAS storage platform uses the NetApp Data ONTAP storage operating system to deliver integrated data protection, comprehensive data management, and built-in efficiency software for virtualized, shared infrastructures, cloud computing, and mixed workload business applications.

Our E-Series high-performance storage area network platform is designed to meet demanding performance and capacity requirements of dedicated workloads, while retaining simplicity and an optimized price to performance ratio.

Our SolidFire All-Flash Arrays deliver fully automated agility and guaranteed application performance at web scale so customers can achieve the next-generation data center.

With our all-flash array portfolio, including our AFF-Series, EF-Series and SolidFire SF-Series products, we enable customers to modernize storage and data management to boost performance in their traditional data centers, while mapping out their move to a hybrid cloud.

Our hybrid flash storage serves customers who want the option to deploy the speed of flash storage where they need it while using more affordable hard disk drives to address capacity requirements.

Our hybrid arrays include the FAS series of unified storage systems and the E-Series of block storage offerings.

We employ a multichannel distribution strategy, selling products and services to end users and service providers through a direct sales force and through channel partners, including value-added resellers, system integrators, original equipment manufacturers (OEMs) and distributors.

Restructuring Events

During the third quarter of fiscal 2017, we announced a restructuring and reduction in workforce to streamline our business and reduce operating expenses.

In connection with these actions, we reduced our worldwide headcount by approximately 6%, and incurred aggregate charges of approximately $52 million, primarily related to employee terminations.

These activities have been substantially completed.

In December 2016, we entered into a commercial paper program, under which we may issue unsecured commercial paper notes, with the aggregate face or principal amount of the notes outstanding at any time not to exceed $600 million.

As of April 28, 2017, we had $500 million of principal amount in commercial paper notes outstanding.

| | | | | |

| • | Deferred income taxes have not been provided on the undistributed earnings of foreign subsidiaries because these earnings have been indefinitely reinvested and there is no plan in the foreseeable future to initiate any action that would precipitate the payment of income taxes thereon. | | • | We consider the following matters, among others, in evaluating our plans for indefinite reinvestment: the forecasts, budgets and financial requirements of the parent and subsidiaries for both the long and short term; the tax consequences of a decision to reinvest; and any U.S. and foreign government programs designed to influence remittances. If factors change, future income tax expense and payments may differ significantly from the current period and could materially adversely affect our results of operations. |

Gross profit margins on product revenues in fiscal 2017 decreased 1.5 percentage points compared to fiscal 2016, primarily due to higher discounting and product promotions which resulted in the decline in ASPs, as well as higher overall average unit materials costs.

Gross profit margins increased on hardware maintenance and other services due the achievement of a lower cost structure resulting from our recent cost reduction initiatives.

Gross profit as a percentage of net revenues decreased 2 percentage points during fiscal 2016 compared to fiscal 2015, reflecting lower margins on product revenues, due to primarily to higher discounting and product promotions which resulted in the decline in ASPs that outpaced the decline in unit materials costs.

Sales and marketing, research and development, and general and administrative expenses for fiscal 2016 totaled $2,960 million, an increase of 3 percentage points as a percentage of net revenues compared to fiscal 2015, primarily due to a lower revenue denominator, partially offset by the benefits of our cost reduction initiatives.

| Avnet, Inc. | | | 20 | % | | | 19 | % | | | 16 | % |

Total product revenues from strategic solutions totaled $1,682 million in fiscal 2016, reflecting a 20% increase from $1,402 million in fiscal 2015, primarily due to an 86% increase in unit volume of Clustered ONTAP systems, partially offset by a decrease in ASP reflecting higher discounting and less favorable product mix.

In addition, add-on hardware, storage and related OS revenues decreased 19% and OEM revenues decreased 38%.

These fluctuations reflect the movement of customer demand from our older products to our newer products.

Our software maintenance revenues were favorably impacted by a change in our pricing strategy, effective in the fourth quarter of fiscal 2014, such that we now charge for software maintenance services on the storage capacity sold in our configured systems and add-on storage products.

The decrease in fiscal 2017 was primarily due to a decrease in ASP on hardware maintenance contracts during the year.

The increase in fiscal 2016 compared to fiscal 2015 was primarily due to an increase in the installed base and aggregate contract values under hardware maintenance contracts, due largely to higher levels of shorter term contract renewals from our existing contract base.

Hardware maintenance revenues in fiscal 2016 were also favorably impacted by the additional week of deferred revenue amortization in the first quarter of that year.

During fiscal 2015, Americas revenues were favorably impacted by an increase in revenues from U.S. public sector markets, but unfavorably impacted by lower Americas commercial revenues.

Fixed Income Investments — As of April [removed: 28, 2017,] [added: 27, 2018,] we had fixed income debt investments of [removed: $2.6] [added: $2.7] billion.

A hypothetical 100 basis point increase in market interest rates from levels as of April [removed: 28, 2017] [added: 27, 2018] would have resulted in a decrease in the fair value of our fixed-income securities of approximately [removed: $39] [added: $57] million.

Debt — As of April [removed: 28, 2017,] [added: 27, 2018,] we have outstanding [removed: $1.5] [added: $1.6] billion aggregate principal amount of Senior Notes.

However, the fair value of these instruments [removed: fluctuates when interest rates change.]

Credit Facility — We are exposed to the impact of changes in interest rates in connection with our [removed: $600 million] [added: $1.0 billion] five-year revolving credit facility.

As of April [removed: 28, 2017,] [added: 27, 2018,] no amounts were outstanding under the credit facility.

We hedge risks associated with [added: certain] foreign currency transactions to minimize the impact of changes in foreign currency exchange rates on earnings.

fluctuates when interest rates change.

Currently, sales transactions and expenditures denominated in foreign currencies are not hedged, and therefore are exposed to the impact of foreign currency fluctuations.

We also use foreign currency exchange forward contracts to hedge foreign currency exposures related to forecasted sales transactions denominated in certain foreign currencies.

These derivatives are designated and qualify as cash flow hedges under accounting guidance for derivatives and hedging.

In a world where technology is changing our everyday lives, digital transformation [removed: tops the strategic agenda in most organizations.][added: remains top of mind for executives.]

[removed: Correspondingly, IT leaders] [added: Leaders] are under [removed: tremendous] [added: enormous] pressure to harness today’s [removed: wealth] [added: volume] of data and apply it to create new value across the entire [removed: organization—all] [added: organization, all] with limited time, [removed: skills] [added: skills,] and budget.

Thriving in this environment requires a holistic approach to data insight, access and control that is secure, efficient, [added: and] future-proof and provides freedom of choice.

| | • | Focusing on the customer by delivering an exceptional customer experience and becoming their preferred data [removed: partner;] [added: partner,] and |

| | • | Extending our cloud integration and hybrid cloud leadership through the NetApp Data Fabric [removed: platform] and expanding our consumption model offerings to match customer needs across cloud and on-premises offerings. |

Built for the challenges and opportunities of the [removed: data-centric] [added: data-driven] world, NetApp products and solutions are designed for simplicity and optimized to manage, protect and secure data.

Because the Data Fabric [removed: platform] is open by design, we can constantly fuel innovation and flexibility.

Product, [removed: Services and] Solutions [added: and Services] Portfolio

Flash plays a key role in customers’ digital transformation efforts as they seek to gain advantage through greater speed, [removed: responsiveness] [added: responsiveness,] and value from key business applications, [added: all] while lowering total cost of ownership.

All-flash array technology is the de facto choice [removed: for primary application workloads] as customers seek performance and economic benefits [removed: by] [added: from] replacing hard disk installations.

[added: NetApp] EF-Series all-flash arrays deliver fast, consistent response times to accelerate high-performance databases and data analytics.

NetApp hybrid flash storage serves customers who want the option to deploy the speed of flash storage where they need it while using more affordable hard disk drives [added: (HDDs)] to address capacity requirements.

Backed by one of the most successful alliances in the industry, [removed: FlexPod] [added: FlexPod®] has become the converged infrastructure of choice for many of the largest enterprises around the globe.

FlexPod is a portfolio of [removed: pre-validated, integrated infrastructure solutions] [added: pre-validated designs and integration] that combine the [removed: Cisco Unified Computing System integrated infrastructure and NetApp storage components.]

The portfolio is validated with leading hypervisors, operating systems, systems management [removed: tools] [added: tools,] and cloud management platforms for major enterprise workloads such as Oracle, SAP, Microsoft, [removed: Openstack] [added: Openstack,] and Docker.

NetApp believes that the hybrid cloud [removed: is fast becoming] [added: will be] the dominant model for enterprise IT.

Our Data Fabric [removed: platform enables] [added: simplifies and integrates data management across clouds and on-premises to accelerate digital transformation, enabling] our customers to manage, [removed: secure] [added: secure,] and protect their data [removed: from on-premises to public to hybrid clouds, all] at the scale needed to accommodate the exponential data growth of the digital world.

[removed: ONTAP] [added: NetApp] Cloud [added: Volumes ONTAP]

[removed: The ONTAP] Cloud [removed: storage data management service] [added: Volumes ONTAP] allows customers to build an enterprise storage service on Amazon Web Services (AWS) [removed: Elastic Cloud Compute (EC2) with Elastic Block Storage (EBS)] [added: or Microsoft Azure] with the flexibility to pay for only what a customer needs, when it needs it.

Whether customers want to move traditional database applications or legacy NAS applications to the cloud, [removed: ONTAP] Cloud [added: Volumes ONTAP] provides the data access, [removed: insights] [added: insights,] and control along the way.

NetApp Cloud Sync [added: Data Synchronization]

NetApp Private Storage [removed: (NPS)] for Cloud

In this approach, customer data resides on NetApp storage “next [removed: to”,] [added: to”] rather than [removed: “in”,] [added: “in”] the cloud provider’s environment.

The customer-owned NetApp system is co-located in data centers managed by our [removed: partner,] [added: partner] Equinix, which has data centers located next to major networks and in close proximity to major cloud [removed: providers] [added: providers,] including AWS, Microsoft [removed: Azure] [added: Azure,] and IBM SoftLayer.

[added: NetApp] ONTAP Storage Operating System

[added: NetApp] SolidFire Element Operating System

[added: NetApp StorageGRID Webscale] Object Storage Software

OnCommand [removed: ®] Management Software and Management Integration Tools

The NetApp [removed: OnCommand] [added: OnCommand®] storage management software portfolio incorporates a broad range of data management tools for NetApp and multivendor storage.

[added: NetApp] FlexArray [removed: ®] Storage Virtualization Software

NetApp and our ecosystem of partners deliver a full portfolio of professional and technical services that enable customers to [removed: achieve greater business value from NetApp products] [added: gain the end-to-end expertise] and [removed: solution investments.][added: insight needed to succeed and accelerate digital transformations.]

[removed: Technical support services] [added: Operational Support Services] ensure our products operate efficiently and benefit from the most up-to-date software to help customers minimize downtime for systems running business-critical applications.

During fiscal [removed: 2017,] [added: 2018,] sales through our indirect channels represented [removed: 78%] [added: 79%] of our net revenues.

As of April [removed: 28, 2017,] [added: 27, 2018,] our worldwide sales and marketing functions consisted of approximately 5,100 managers, sales representatives and technical support personnel.

We have field sales offices in approximately [removed: 45] [added: 47] countries.

Sales to customers Arrow Electronics, Inc. and [removed: Avnet, Inc.,] [added: Tech Data Corporation,] which are distributors, [added: each] accounted for [removed: 22% and 20%] [added: 17%] of our net [removed: revenues, respectively,] [added: revenues] in fiscal [removed: 2017.][added: 2018.]

A substantial portion of our products is sold on the basis of standard purchase orders that are [removed: cancellable] [added: cancelable] prior to shipment without penalty.

We have outsourced manufacturing operations to third parties located in Memphis, Tennessee; San Jose, California; [removed: Guadalajara, Mexico;] San Antonio, Texas; [added: Guadalajara, Mexico;] Schiphol Airport, The Netherlands; Komarom and Tiszaujvaros, Hungary; Wuxi and Tianjin, China; Taoyuan City, Taiwan; and Singapore.

Total research and development expenses were [removed: $779] [added: $783] million, [removed: $861] [added: $779] million and [removed: $920] [added: $861] million in fiscal [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015,] [added: 2016,] respectively.

We compete with many companies in the markets we serve, including established public companies, newly public companies with a strong flash focus, and new market entrants addressing the growing opportunity for [removed: hyperconverged] [added: hyper converged] systems.

NetApp, Inc. (NetApp, we, or us) is the data authority for the hybrid cloud.

We provide a full range of hybrid cloud data services that simplify management of applications and data across cloud and on-premises environments.

Together with our partners, we empower global organizations to unleash the full potential of their data.

When successful in their digital transformation, organizations use technology to create new customer touchpoints, reinventing customer experiences and relationships through business-oriented approaches to data.

Additionally, organizations are able to create innovative business opportunities, taking advantage of emerging market opportunities by rapidly deploying new technologies, and to optimize operations, adopting an operating model that provides efficiencies and funds new innovation.

In order to successfully digitally transform, data must become the lifeblood of an organization and be used as a business accelerator.

Data-driven digital transformations accelerate business outcomes.

Building a data-driven organization is challenging.

Data is becoming increasingly:

| • | Distributed. Generated and consumed from multiple clouds and on-premises, from organic and partner sources |

| --- | --- |

| • | Dynamic. Constantly changing and increasingly cloud-streamed from multiple clouds |

| --- | --- |

| • | Diverse. Including analytics, artificial intelligence (AI), and machine learning capabilities from multiple clouds and on-premises |

| --- | --- |

NetApp delivers a Data Fabric built for the data-driven world.

The Data Fabric delivers integrated data management services and applications for data visibility and insights, data access and control, and data protection and security.

The NetApp Data Fabric gives customers freedom of choice, enabling the movement of data between clouds and on-premises as business conditions dictate.

Customers can easily incorporate new capabilities—AI, machine learning, blockchain, Internet of Things —from any cloud provider to speed innovation and achieve higher levels of operational efficiency to shift resources from maintenance to digital transformation.

Secure by design, the Data Fabric helps customers realize new business opportunities while minimizing risk.

Our products, solutions, and services portfolio focuses on customers’ top IT imperatives as they undertake digital transformations.

NetApp’s unique approach to managing data holistically enables organizations to inspire innovation with the cloud, build clouds to accelerate new services, and modernize IT architecture with cloud-connected flash.

Cloud Data Services

The NetApp Data Fabric enables our customers to manage, secure, and protect their data from on-premises to public to

hybrid clouds, all at the scale needed to accommodate the exponential data growth of the digital world.

The NetApp Cloud Data Services portfolio is focused on helping customers inspire innovation with public and multicloud solutions, enabling modern data management applications and services.

The Cloud Volumes ONTAP storage data management service is based on the familiar and reliable ONTAP data management software, bringing data protection and storage efficiency features to cloud-based storage.

NetApp Cloud Sync Data Synchronization provides secure, fast, and automated data synchronization.

Whether organizations need to transfer files between on-premises NFS or CIFS file shares, Amazon S3 object format, another cloud provider object store, or NetApp StorageGRID® Webscale appliances, Cloud Sync Data Synchronization moves the files where they are needed quickly and securely.

NetApp SaaS Backup for Microsoft Office 365

SaaS Backup for Microsoft Office 365 service is a complete software-as-a-service (SaaS) offering that enables organizations to protect Office 365 data in the event of accidental deletion, data corruption, or malicious intent.

Using SaaS Backup for Microsoft Office 365, customers can back up, find, and recover email, calendars, contacts, tasks, site collections, sites, lists, and file data.

NetApp Cloud Backup

Cloud Backup is NetApp’s solution for backing up and archiving data to the public or private cloud of the customer’s choice.

Based on NetApp AltaVault™ technology, Cloud Backup streamlines backups while reducing cloud storage costs.

Supporting backup and archive to AWS, Microsoft Azure Blob Storage, Google Cloud Platform, StorageGRID Webscale, or another cloud, Cloud Backup protects data quickly and securely.

Cloud Backup ingests data from the customer’s backup software, deduplicates and compresses the data to save on transmission and cloud storage costs, caches the most recent backups for fast recoveries, and vaults all of the data to the cloud quickly and efficiently.

These products enable customers to maintain control of their data regardless of where it resides in a hybrid cloud environment, to drive efficiency using software management tools designed to work together, and to gain flexibility.

NetApp OnCommand Insight management software delivers consistent insight across the data center, so organizations can monitor, manage, and optimize hybrid IT multivendor storage, compute, and switching infrastructures.

Cloud Infrastructure

NetApp ®, Inc. (NetApp, we or us) is a leader in data insight, access and control for hybrid cloud environments.

We provide global organizations the ability to manage and share their data across on-premises, private and public clouds.

NetApp, together with our partners, provides a full range of enterprise-class solutions that customers use to modernize their infrastructures, build next generation data centers and harness the power of hybrid clouds.

We continue to pioneer a Data Fabric platform that allows infrastructure experts, cloud architects, developers and CIOs to easily and securely unite and manage data across the widest variety of environments.

For organizations to be successful in their digital transformations, data must become the lifeblood of an organization, seamlessly flowing through it to optimize operations, create innovative business opportunities and enable new customer touchpoints through technology.

Building a data-centric organization is no small undertaking.

No longer is data locked away on devices hidden behind firewalls.

Instead, it is becoming distributed, dynamic and diverse.

The NetApp Data Fabric is a platform designed to simplify, automate and evolve the management of data.

Data Fabric empowers our customers to seamlessly liberate, integrate and unleash the full potential of their data in a cloud, hybrid and on-premises world.

Our products and solutions portfolio centers on the digital transformation phases through which our customers are progressing: modernizing storage and data management, building next generation data centers and harnessing the power of hybrid cloud.

Flash

The AFF A-Series All-Flash Arrays supply enterprise class scale-out all flash storage, harnessing the power of ONTAP and OnCommand software to deliver the industry’s most advanced data management and protection, along with high efficiency, performance and availability.

The AFF A-Series is also the fastest enterprise All-Flash storage in the smallest package available in today’s market.

The first generation of our All-Flash Array line, AFF8000 systems delivers all-flash performance with best-in-class data management.

Through FlashEssentials software optimizations, we increase flash performance and efficiency.

AFF models can be ordered as standalone systems and as a converged infrastructure validated design.

Professional services, delivered by NetApp or its partners, help users identify those workloads that are best served by all-flash systems.

SolidFire All-Flash Arrays deliver fully automated agility and guaranteed application performance at web scale so customers can achieve the next-generation data center.

The NetApp SolidFire SF-Series 19210 decreases the cost of all-flash arrays by offering the highest density and lowest cost per GB/IOPS, making it well suited for heavily virtualized and cloud infrastructures.

NetApp SANtricity Plug-Ins for Microsoft, Oracle, Splunk and VMware provide a consolidated view of the NetApp EF-Series systems, enabling users to monitor and manage their NetApp EF-Series storage from the application, reducing the total cost of ownership by eliminating the need to manually compile critical information from several different tools.

With our all-flash array portfolio, NetApp is enabling customers to modernize storage and data management to boost performance in their traditional data centers, while mapping out their move to a hybrid cloud.

NetApp hybrid arrays include the FAS series of unified storage systems and the E-Series of block storage offerings.

Converged Infrastructure

Due to budget constraints and skill imbalances, our customers need greater support from their technology partners to evaluate, integrate, deploy and sustain the sophisticated solutions they need to stay competitive.

This trend is driving the demand for converged infrastructure solutions that reduce the time of deployment and lower integration risk.

These solutions are designed and validated to reduce deployment time, project risk and the cost of IT.

Hybrid Cloud

In September 2016, we expanded this to support the Microsoft Azure public cloud.

NetApp Cloud Sync hybrid data management Software as a Service (“SaaS”) offering synchronizes customer data seamlessly and securely between on-premises or cloud storage and AWS Simple Storage Service (S3).

Transfer times drop from hours to minutes.

AltaVault ® Cloud-integrated Solutions

With AltaVault, customers have the power to tap into cloud economics while preserving investments in existing backup infrastructure and meeting their backup and recovery service levels.

AltaVault is offered in three deployment models to meet customer

needs.

AltaVault physical appliances are often deployed in the data center to protect large volumes of data.

These datasets typically require the highest levels of performance and scalability available.

AltaVault virtual appliances, with support for VMware and Hyper-V, are an ideal solution for medium-sized businesses that want to get started with cloud backup or for enterprises that want to protect branch offices and remote offices with the same level of protection they enjoy in the data center.

AltaVault cloud-based appliances on AWS and Azure are designed to offer an efficient and secure approach to backing up cloud-based workloads.

Companies without a secondary data center or those looking for a low-cost tertiary recovery site also can use them for disaster recovery purposes.

For a discussion of legal proceedings, see Note 18 – Commitments and Contingencies of the Notes to Consolidated Financial Statements.

None.

10-K 1 [removed: ntap-10k_20170428.htm] [added: ntap-10k_20180427.htm] 10-K

| | For the fiscal year ended April [removed: 28, 2017] [added: 27, 2018] |

[removed: ][added: ]

The aggregate market value of voting stock held by non-affiliates of the registrant, as of October [removed: 28, 2016,] [added: 27, 2017,] the last business day of the registrant’s most recently completed second fiscal quarter, was [removed: $4,706,796,074] [added: $8,052,133,635] (based on the closing price for shares of the registrant’s common stock as reported by the NASDAQ Global Select Market on that date).

On June [removed: 9, 2017, 271,737,598] [added: 8, 2018, 263,480,598] shares of the registrant’s common stock, $0.001 par value, were outstanding.

The information called for by Part III of this Form 10-K is hereby incorporated by reference from the definitive Proxy Statement for our annual meeting of stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days after April [removed: 28, 2017.][added: 27, 2018.]

| Item 1 | | [Business](#Item_1_Business) | | [removed: 4] [added: 6] |

| Item 1A | | [Risk Factors](#Item_1A_Risk_Factors) | | [removed: 14] [added: 15] |

| Item 1B | | [Unresolved Staff Comments](#Item_1B_Unresolved_Staff_Comments) | | [removed: 24] [added: 26] |

| Item 2 | | [Properties](#ITEM_2_PROPERTIES) | | [removed: 24] [added: 26] |

| Item 3 | | [Legal Proceedings](#Item_3_Legal_Proceedings) | | [removed: 24] [added: 26] |

| Item 4 | | [Mine Safety Disclosures](#Item_4_Mine_Safety_Disclosures) | | [removed: 24] [added: 26] |

| Item 5 | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](#Item_5_Market_for_Registrants_Common) | | [removed: 25] [added: 27] |

| Item 6 | | [Selected Financial Data](#Item_6_Selected_Financial_Data) | | [removed: 28] [added: 30] |

| Item 7 | | [Management’s Discussion and Analysis of Financial Condition and Results of Operations](#Item_7_MDA) | | [removed: 29] [added: 31] |

| Item 7A | | [Quantitative and Qualitative Disclosures About Market Risk](#Item_7A_Quantitative_and_Qualitative) | | [removed: 49] [added: 51] |

| Item 8 | | [Financial Statements and Supplementary Data](#Item_8_Financial_Statements) | | [removed: 50] [added: 53] |

| Item 9 | | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#Item_9_Changes_in_and_Disagreements) | | [removed: 88] [added: 90] |

| Item 9A | | [Controls and Procedures](#Item_9A_Controls_and_Procedures) | | [removed: 88] [added: 90] |

| Item 9B | | [Other Information](#Item_9B_Other_Information) | | [removed: 88] [added: 90] |

| Item 10 | | [Directors, Executive Officers and Corporate Governance](#Item_10_Directors_Executive_Officers) | | [removed: 89] [added: 91] |

| Item 11 | | [Executive Compensation](#Item_11_Executive_Compensation) | | [removed: 89] [added: 91] |

| Item 12 | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#Item_12_Security_Ownership) | | [removed: 89] [added: 91] |

| Item 13 | | [Certain Relationships and Related Transactions, and Director Independence](#Item_13_Certain_Relationships) | | [removed: 89] [added: 91] |

| Item 14 | | [Principal Accounting Fees and Services](#Item_14_Principal_Accountant_Fees) | | [removed: 89] [added: 91] |

| Item 15 | | [Exhibits, Financial Statement Schedules](#Item_15_Exhibits_Financial_Statement) | | [removed: 89] [added: 91] |

| [removed: [Signatures](#SIGNATURES)] [added: [Signatures](#Signatures)] | | | | [removed: 90] [added: 96] |

1395 Crossman Avenue,

| | • | our ability to introduce new and differentiated products and services without disruption; |

495 East Java Drive,

| | • | our ability to gain customer acceptance of new products and enable customer transitions from older products; |

We own approximately [removed: 1.1] [added: 0.7] million square feet of facilities at our Sunnyvale, California headquarters.

We own approximately [removed: 1.0] [added: 0.7] million square feet of facilities in Bangalore, India.

| | | Fiscal [removed: 2017] [added: 2018] | | | | | | | | Fiscal [removed: 2016] [added: 2017] | | | | | | |

| First Quarter | | $ | [removed: 26.95] [added: 45.24] | | | $ | [removed: 22.50] [added: 37.43] | | | $ | [removed: 37.07] [added: 26.95] | | | $ | [removed: 30.25] [added: 22.50] | |

| Second Quarter | | $ | [removed: 36.10] [added: 45.14] | | | $ | [removed: 25.82] [added: 37.55] | | | $ | [removed: 34.81] [added: 36.10] | | | $ | [removed: 28.75] [added: 25.82] | |

| Third Quarter | | $ | [removed: 39.00] [added: 64.06] | | | $ | [removed: 30.36] [added: 43.24] | | | $ | [removed: 34.73] [added: 39.00] | | | $ | [removed: 20.66] [added: 30.36] | |

| Fourth Quarter | | $ | [removed: 43.14] [added: 69.75] | | | $ | [removed: 37.48] [added: 52.00] | | | $ | [removed: 27.51] [added: 43.14] | | | $ | [removed: 20.89] [added: 37.48] | |

As of June [removed: 9, 2017] [added: 8, 2018] there were [removed: 474] [added: 431] holders of record of our common stock.

The Company paid cash dividends of [removed: $0.19] [added: $0.20] per outstanding common share in each quarter of fiscal [removed: 2017] [added: 2018] for an aggregate of [removed: $208] [added: $214] million, [removed: $0.18] [added: $0.19] per outstanding common share in each quarter of fiscal [removed: 2016] [added: 2017] for an aggregate of [removed: $210] [added: $208] million, and [removed: $0.165] [added: $0.18] per outstanding common share in each quarter of fiscal [removed: 2015] [added: 2016] for an aggregate of [removed: $208] [added: $210] million.

The following graph shows a comparison of cumulative total shareholder return, calculated on a dividend reinvested basis, of an investment of $100 for the Company, the S&P 500 Index, the S&P Information Technology Index and the S&P 1500 Technology Hardware & Equipment Index for the five years ended April [removed: 28, 2017.][added: 27, 2018.]

[removed: ][added: ]

*$100 invested on April [removed: 27, 2012] [added: 26, 2013] in stock or index, including reinvestment of dividends.

| | | April [removed: 2012 | | | | April] 2013 | | | | April 2014 | | | | April 2015 | | | | April 2016 | | | | April 2017 | | | [added: | April 2018 | | |]

The following table provides information with respect to the shares of common stock repurchased by us during the three months ended April [removed: 28, 2017:][added: 27, 2018:]

As of April [removed: 28, 2017,] [added: 27, 2018,] our Board of Directors has authorized the repurchase of up to [removed: $9.6] [added: $13.6] billion of our common [removed: stock.][added: stock, including a $4.0 billion increase approved by our Board of Directors in April 2018.]

Since inception of the program through April [removed: 28, 2017,] [added: 27, 2018,] we repurchased a total of [removed: 269] [added: 284] million shares of our common stock for an aggregate purchase price of [removed: $8.8] [added: $9.6] billion.

Under this program, we may purchase shares of our outstanding common stock through [added: solicited or unsolicited transactions in the] open [removed: market and] [added: market, in] privately negotiated [removed: transactions at prices] [added: transactions, through accelerated share repurchase programs, pursuant to a Rule 10b5-1 plan or in such other manner as] deemed appropriate by our management.

In the first quarter of fiscal 2019, the Company declared a cash dividend of $0.40 per share of common stock, payable on July 25, 2018 to shareholders of record as of the close of business on July 6, 2018.

| NetApp, Inc. | | $ | 100.00 | | | $ | 101.92 | | | $ | 107.07 | | | $ | 71.89 | | | $ | 123.99 | | | $ | 213.12 | |

| S&P 500 Index | | $ | 100.00 | | | $ | 120.27 | | | $ | 139.48 | | | $ | 139.05 | | | $ | 163.96 | | | $ | 187.24 | |

| S&P 500 Information Technology Index | | $ | 100.00 | | | $ | 125.84 | | | $ | 157.09 | | | $ | 154.56 | | | $ | 209.21 | | | $ | 262.10 | |

| S&P 1500 Technology Hardware & Equipment Index | | $ | 100.00 | | | $ | 134.47 | | | $ | 175.66 | | | $ | 141.56 | | | $ | 209.67 | | | $ | 244.12 | |

| January 27, 2018 - February 23, 2018 | | | 1,752 | | | $ | 58.13 | | | | 280,330 | | | $ | 242 | |

| February 24, 2018 - March 23, 2018 | | | 3,765 | | | $ | 61.52 | | | | 284,095 | | | $ | 10 | |

| March 24, 2018 - April 27, 2018 | | | 173 | | | $ | 60.38 | | | | 284,268 | | | $ | 4,000 | |

| Total | | | 5,690 | | | $ | 60.44 | | | | | | | | | |

| NetApp, Inc. | | $ | 100.00 | | | $ | 89.34 | | | $ | 91.05 | | | $ | 95.66 | | | $ | 64.23 | | | $ | 110.78 | |

| S&P 500 Index | | $ | 100.00 | | | $ | 115.32 | | | $ | 138.69 | | | $ | 160.85 | | | $ | 160.35 | | | $ | 189.08 | |

| S&P 500 Information Technology Index | | $ | 100.00 | | | $ | 98.03 | | | $ | 123.36 | | | $ | 153.98 | | | $ | 151.51 | | | $ | 205.08 | |

| S&P 1500 Technology Hardware & Equipment Index | | $ | 100.00 | | | $ | 84.18 | | | $ | 113.20 | | | $ | 147.88 | | | $ | 119.17 | | | $ | 176.51 | |

| January 28, 2017 - February 24, 2017 | | | 345 | | | $ | 40.56 | | | | 266,103 | | | $ | 910 | |

| February 25, 2017 - March 24, 2017 | | | 2,770 | | | $ | 41.87 | | | | 268,873 | | | $ | 794 | |

| March 25, 2017 - April 28, 2017 | | | — | | | $ | — | | | | 268,873 | | | $ | 794 | |

| Total | | | 3,115 | | | $ | 41.72 | | | | | | | | | |

| | | April [added: 27, 2018 | | | | April] 28, 2017 | | | | April 29, 2016 | | | | April 24, 2015 | | | | April 25, 2014 | | | [removed: | April 26, 2013 | | |]

| Net revenues | | $ | [removed: 5,519] [added: 5,911] | | | $ | [removed: 5,546] [added: 5,519] | | | $ | [removed: 6,123] [added: 5,546] | | | $ | [removed: 6,325] [added: 6,123] | | | $ | [removed: 6,332] [added: 6,325] | |

| Gross profit | | $ | [removed: 3,390] [added: 3,699] | | | $ | [removed: 3,373] [added: 3,390] | | | $ | [removed: 3,833] [added: 3,373] | | | $ | [removed: 3,919] [added: 3,833] | | | $ | [removed: 3,761] [added: 3,919] | |

| Net income | | $ | [removed: 509] [added: 76] | | | $ | [removed: 229] [added: 509] | | | $ | [removed: 560] [added: 229] | | | $ | [removed: 638] [added: 560] | | | $ | [removed: 505] [added: 638] | |

| Net income per share, basic | | $ | [removed: 1.85] [added: 0.28] | | | $ | [removed: 0.78] [added: 1.85] | | | $ | [removed: 1.77] [added: 0.78] | | | $ | [removed: 1.87] [added: 1.77] | | | $ | [removed: 1.40] [added: 1.87] | |

| Net income per share, diluted | | $ | [removed: 1.81] [added: 0.28] | | | $ | [removed: 0.77] [added: 1.81] | | | $ | [removed: 1.75] [added: 0.77] | | | $ | [removed: 1.83] [added: 1.75] | | | $ | [removed: 1.37] [added: 1.83] | |

| Shares used in basic computation | | | [removed: 275] [added: 268] | | | | [removed: 294] [added: 275] | | | | [removed: 316] [added: 294] | | | | [removed: 340] [added: 316] | | | | [removed: 362] [added: 340] | |

| Shares used in diluted computation | | | [removed: 281] [added: 276] | | | | [removed: 297] [added: 281] | | | | [removed: 321] [added: 297] | | | | [removed: 348] [added: 321] | | | | [removed: 368] [added: 348] | |

| Cash dividends declared per share | | $ | [removed: 0.76] [added: 0.80] | | | $ | [removed: 0.72] [added: 0.76] | | | $ | [removed: 0.66] [added: 0.72] | | | $ | [removed: 0.60] [added: 0.66] | | | $ | [removed: —] [added: 0.60] | |

| Cash, cash equivalents and short-term investments | | $ | [removed: 4,921] [added: 5,391] | | | $ | [removed: 5,303] [added: 4,921] | | | $ | [removed: 5,326] [added: 5,303] | | | $ | [removed: 5,003] [added: 5,326] | | | $ | [removed: 6,953] [added: 5,003] | |

| Working capital | | $ | [removed: 2,076] [added: 3,233] | | | $ | [removed: 2,786] [added: 2,076] | | | $ | [removed: 4,064] [added: 2,786] | | | $ | [removed: 3,776] [added: 4,064] | | | $ | [removed: 4,588] [added: 3,776] | |

| Total assets | | $ | [removed: 9,493] [added: 9,865] | | | $ | [removed: 10,037] [added: 9,493] | | | $ | [removed: 9,401] [added: 10,037] | | | $ | [removed: 9,214] [added: 9,401] | | | $ | [removed: 11,235] [added: 9,214] | |

| Total debt | | $ | [removed: 1,993] [added: 1,926] | | | $ | [removed: 2,339] [added: 1,993] | | | $ | [removed: 1,487] [added: 2,339] | | | $ | [removed: 990] [added: 1,487] | | | $ | [removed: 2,252] [added: 990] | |

| Total deferred revenue and financed unearned services revenue | | $ | [removed: 3,342] [added: 3,477] | | | $ | [removed: 3,385] [added: 3,342] | | | $ | [removed: 3,197] [added: 3,385] | | | $ | [removed: 3,100] [added: 3,197] | | | $ | [removed: 3,010] [added: 3,100] | |

| Total stockholders' equity | | $ | [removed: 2,780] [added: 2,067] | | | $ | [removed: 2,881] [added: 2,780] | | | $ | [removed: 3,414] [added: 2,881] | | | $ | [removed: 3,787] [added: 3,414] | | | $ | [removed: 4,718] [added: 3,787] | |

| Provision for income taxes (1) | | $ | 1,090 | | | $ | 156 | | | $ | 116 | | | $ | 153 | | | $ | 103 | |

| | | April 27, 2018 | | | | April 28, 2017 | | | | April 29, 2016 | | | | April 24, 2015 | | | | April 25, 2014 | | |

(1) In fiscal 2018, our provision for income taxes included significant charges attributable to United States tax reform.

| [Consolidated Balance Sheets as of April [removed: 28, 2017] [added: 27, 2018] and April [removed: 29, 2016](#CONSOLIDATED_BALANCE_SHEETS)] [added: 28, 2017](#CONSOLIDATED_BALANCE_SHEETS)] | [removed: 51] [added: 54] |

| [Consolidated Statements of Operations for the years ended April [removed: 28, 2017,] [added: 27, 2018,] April [removed: 29, 2016] [added: 28, 2017] and April [removed: 24, 2015](#CONSOLIDATED_STATEMENTS_OPERATIONS)] [added: 29, 2016](#CONSOLIDATED_STATEMENTS_OPERATIONS)] | [removed: 52] [added: 55] |

| [Consolidated Statements of Comprehensive Income for the years ended April [removed: 28, 2017,] [added: 27, 2018,] April [removed: 29, 2016] [added: 28, 2017] and April [removed: 24, 2015](#CONSOLIDATED_STATEMENTS_COMPREHENSIVE_IN)] [added: 29, 2016](#CONSOLIDATED_STATEMENTS_COMPREHENSIVE_IN)] | [removed: 53] [added: 56] |

| [Consolidated Statements of Cash Flows for the years ended April [removed: 28, 2017,] [added: 27, 2018,] April [removed: 29, 2016] [added: 28, 2017] and April [removed: 24, 2015](#CONSOLIDATED_STATEMENTS_CASH_FLOWS)] [added: 29, 2016](#CONSOLIDATED_STATEMENTS_CASH_FLOWS)] | [removed: 54] [added: 57] |

| [Consolidated Statements of Stockholders’ Equity for the years ended April [removed: 28, 2017,] [added: 27, 2018,] April [removed: 29, 2016] [added: 28, 2017] and April [removed: 24, 2015](#CONSOLIDATED_STATEMENTS_STOCKHOLDERS_EQU)] [added: 29, 2016](#CONSOLIDATED_STATEMENTS_STOCKHOLDERS_EQU)] | [removed: 55] [added: 58] |

| [Notes to Consolidated Financial Statements](#NOTES_TO_CONSOLIDATED_FINANCIAL_STATEMEN) | [removed: 56] [added: 59] |

| [Selected Quarterly Financial Data (Unaudited)](#SELECTED_QUARTERLY_FINANCIAL_DATA_UNAUDI) | [removed: 85] [added: 87] |

| [Reports of Independent Registered Public Accounting Firm](#REPORT_INDEPENDENT_REGISTERED_PUBLIC_ACC) | [removed: 86] [added: 88] |

| | | April [added: 27, 2018 | | | | April] 28, 2017 | | | | April 29, 2016 | | |

| Cash and cash equivalents | | $ | [removed: 2,444] [added: 2,941] | | | $ | [removed: 2,868] [added: 2,444] | |

| Short-term investments | | | [removed: 2,477] [added: 2,450] | | | | [removed: 2,435] [added: 2,477] | |

| Accounts receivable | | | [removed: 731] [added: 1,009] | | | | [removed: 813] [added: 731] | |

| Inventories | | | [removed: 163] [added: 126] | | | | [removed: 98] [added: 163] | |

| Other current assets | | | [removed: 383] [added: 330] | | | | [removed: 234] [added: 383] | |

| Total current assets | | | [removed: 6,198] [added: 6,856] | | | | [removed: 6,448] [added: 6,198] | |

| Property and equipment, net | | | [removed: 799] [added: 756] | | | | [removed: 937] [added: 799] | |

| Goodwill | | | [removed: 1,684] [added: 1,739] | | | | [removed: 1,676] [added: 1,684] | |

| Other intangible assets, net | | | [removed: 131] [added: 94] | | | | [removed: 180] [added: 131] | |

| Other non-current assets | | | [removed: 681] [added: 420] | | | | [removed: 796] [added: 681] | |

| Total assets | | $ | [removed: 9,493] [added: 9,865] | | | $ | [removed: 10,037] [added: 9,493] | |

| Accounts payable | | $ | [removed: 347] [added: 609] | | | $ | [removed: 254] [added: 347] | |

| Accrued expenses | | | [removed: 782] [added: 825] | | | | [removed: 765] [added: 782] | |

| Commercial paper notes | | | [removed: 500] [added: 385] | | | | [removed: —] [added: 500] | |

| [removed: Short-term] [added: Repayment of short-term] loan | | | — | | | | [removed: 849] [added: (850] | [added: )] | [added: | | (20 | ) |]

| Current portion of long-term debt | | | [removed: 749] [added: —] | | | | [removed: —] [added: 749] | |

| Short-term deferred revenue and financed unearned services revenue | | | [removed: 1,744] [added: 1,804] | | | | [removed: 1,794] [added: 1,744] | |

| Total current liabilities | | | [removed: 4,122] [added: 3,623] | | | | [removed: 3,662] [added: 4,122] | |

| Long-term debt | | | [removed: 744] [added: 1,541] | | | | [removed: 1,490] [added: 744] | |

| Other long-term liabilities | | | [removed: 249] [added: 961] | | | | [removed: 413] [added: 249] | |

| Long-term deferred revenue and financed unearned services revenue | | | [removed: 1,598] [added: 1,673] | | | | [removed: 1,591] [added: 1,598] | |

| Total liabilities | | | [removed: 6,713] [added: 7,798] | | | | [removed: 7,156] [added: 6,713] | |

| Preferred stock, $0.001 par value, 5 shares authorized; no shares issued or outstanding as of April [removed: 28, 2017] [added: 27, 2018] or April [removed: 29, 2016] [added: 28, 2017] | | | — | | | | — | |

| Common stock and additional paid-in capital, $0.001 par value, 885 shares authorized; [removed: 269] [added: 263] and [removed: 281] [added: 269] shares issued and outstanding as of April [removed: 28, 2017] [added: 27, 2018] and April [removed: 29, 2016,] [added: 28, 2017,] respectively | | | [removed: 2,769] [added: 2,355] | | | | [removed: 2,912] [added: 2,769] | |

| Retained earnings [added: (accumulated deficit)] | | | [removed: 40] [added: (218] | [added: )] | | | [removed: —] [added: 40] | |

| Accumulated other comprehensive loss | | | [removed: (29] [added: (70] | ) | | | [removed: (31] [added: (29] | ) |

| Total stockholders' equity | | | [removed: 2,780] [added: 2,067] | | | | [removed: 2,881] [added: 2,780] | |

| Total liabilities and stockholders' equity | | $ | [removed: 9,493] [added: 9,865] | | | $ | [removed: 10,037] [added: 9,493] | |

| | | April [removed: 28, 2017] [added: 27, 2018] | | | | April [removed: 29, 2016] [added: 28, 2017] | | | | April [removed: 24, 2015] [added: 29, 2016] | | |

| Product | | $ | [removed: 3,006] [added: 3,461] | | | $ | [removed: 2,986] [added: 3,006] | | | $ | [removed: 3,655] [added: 2,986] | |

| Software maintenance | | | [removed: 965] [added: 958] | | | | [removed: 949] [added: 965] | | | | [removed: 899] [added: 949] | |

| Net income | | $ | 76 | | | $ | 509 | | | $ | 229 | |

| Net income | | $ | 76 | | | $ | 509 | | | $ | 229 | |

| Gain on sale of properties | | | (218 | ) | | | (10 | ) | | | (51 | ) |

| Long-term taxes payable | | | 714 | | | | (6 | ) | | | (39 | ) |

| Payments for taxes related to net share settlement of stock awards | | | (75 | ) | | | (48 | ) | | | (50 | ) |

| Repayment of long-term debt | | | (750 | ) | | | — | | | | — | |

| | | | | | | | | | | (Accumulated | | | | Comprehensive | | | | | | |

| Repurchase of common stock | | | (15 | ) | | | (568 | ) | | | (226 | ) | | | — | | | | (794 | ) |

| Balances, April 27, 2018 | | | 263 | | | $ | 2,355 | | | $ | (218 | ) | | $ | (70 | ) | | $ | 2,067 | |

For the purpose of impairment testing, we have a single reporting unit.

We also consider multiple factors, including, but not limited

| | • | in arrangements containing software, revenue deferred for the undelivered elements previously allocated based on the residual method will be based on a relative fair value allocation, generally resulting in more software arrangement revenue being recognized earlier; |

early adoption is permitted.

On August 4, 2017, we acquired all of the outstanding shares of Greenqloud ehf., a privately-held provider of cloud management software based in Iceland, for $51 million in cash, of which we preliminarily allocated $10 million to developed technology, $38 million to goodwill, and the remainder to other assets.

On June 15, 2017, we acquired all of the outstanding shares of Plexistor Ltd., a privately-held provider of software defined memory architecture based in Israel, for $24 million in cash, of which we allocated $6 million to developed technology, $17 million to goodwill, and the remainder to other assets.

| Balance as of April 27, 2018 | | $ | 1,739 | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| Cash and cash equivalents | | $ | 2,941 | | | $ | 2,444 | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | | | 2,004 | | | | 2,047 | |

On September 8, 2017, we entered into an agreement to sell these properties for a total of $306 million, through two separate and independent closings.

On December 7, 2017, the first closing occurred and we consummated the sale of properties with a net book value of $66 million for cash proceeds of $210 million, resulting in a gain, net of direct selling costs, of $142 million.

The remaining properties, consisting of land with a net book value of $52 million, continue to be classified as assets held-for-sale as of April 27, 2018.

We will consummate the sale of these properties, and receive cash proceeds of $96 million, upon the occurrence of the second closing, which is expected to occur within the next 12 months.

That closing is subject to due diligence, certain termination rights and customary closing conditions, including local governmental approval of the subdivision of a land parcel.

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| Liability for uncertain tax positions | | $ | 314 | | | $ | 148 | |

| Income taxes payable | | | 549 | | | | — | |

| Product warranty liabilities | | | 15 | | | | 17 | |

| Other liabilities | | | 83 | | | | 84 | |

| Other long-term liabilities | | $ | 961 | | | $ | 249 | |

| | | April 27, 2018 | | | | April 28, 2017 | | |

| Total | | $ | 3,477 | | | $ | 3,342 | |

| | | April 27, 2018 | | | | | | | | | | | | | | | | April 28, 2017 | | | | | | | | | | | | | | |

As of April 27, 2018, the unrealized losses on our available-for-sale investments were caused by market value declines as a result of increasing market interest rates.

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Repayment of short-term loan | | | (850 | ) | | | (20 | ) | | | — | |

| | | | | | | | | | | Retained | | | | Comprehensive | | | | | | |

| Balances, April 25, 2014 | | | 325 | | | $ | 3,777 | | | $ | 1 | | | $ | 9 | | | $ | 3,787 | |

| Repurchase of common stock | | | (30 | ) | | | (813 | ) | | | (352 | ) | | | — | | | | (1,165 | ) |

| Income tax benefit from employee stock transactions | | | — | | | | 57 | | | | — | | | | — | | | | 57 | |

Accounting Change — In the first quarter of fiscal 2017, we early adopted a new accounting standards update that the Financial Accounting Standards Board (FASB) issued in March 2016 that simplifies the accounting for certain aspects of stock-based payments to employees.

The new standard requires that certain amendments relevant to us be applied using a modified-retrospective transition method by means of a cumulative-effect adjustment to retained earnings as of the beginning of the period in which the guidance is adopted.

In connection with the adoption, we elected to account for forfeitures as they occur and the cumulative-effect impact of that change in accounting policy was a $7 million increase in retained earnings and a corresponding decrease in additional paid-in capital as of April 30, 2016.

We also recorded a $3 million cumulative-effect adjustment decrease to retained earnings and a related decrease in deferred tax assets related to the forfeiture rate policy change on outstanding stock-based awards as of April 30, 2016.

The standard also eliminates the requirement that excess tax benefits be realized before companies can recognize them.

Accordingly, we recorded a $17 million cumulative-effect adjustment increase in retained earnings and an offsetting increase in deferred tax assets for previously unrecognized excess tax benefits as of April 30, 2016.

The new standard eliminated the requirement to report excess tax benefits and certain tax deficiencies related to share-based payment transactions as additional paid-in capital.

As a result, we recognized $18 million of tax deficiencies in our provision for income taxes, rather than additional paid–in capital, for the year ended April 28, 2017.

We elected to report cash flows related to excess tax benefits on a prospective basis.

The presentation requirements for cash flows related to employee taxes paid for withheld shares had no impact to our statements of cash flows since such cash flows have historically been presented as a financing activity.

investments are included in our results of operations.

three years for covenants not to compete and two to seven years for trademarks and trade names as we believe this method most closely reflects the pattern in which the economic benefits of the assets will be consumed.

Balance Sheet Hedges — We utilize foreign currency exchange forward and option contracts to hedge against the short-term impact of foreign currency exchange rate fluctuations related to certain foreign currency denominated monetary assets and liabilities, primarily intercompany receivables and payables.

These derivative instruments are designated and qualify as cash flow hedges and in general, closely match the underlying forecasted transactions in duration.

The effective portion of the contracts’ gains and losses resulting from changes in fair value is recorded in AOCI until the forecasted transaction is recognized in the consolidated statements of operations.

When the forecasted transactions occur, we reclassify the related gains or losses on the cash flow hedges into net revenues.

If the underlying forecasted transactions do not occur, or it becomes probable that they will not occur within the defined hedge period, the gains or losses on the related cash flow hedges are reclassified from AOCI and recognized immediately in earnings.

We measure the effectiveness of hedges of forecasted transactions on a monthly basis by comparing the fair values of the designated foreign currency exchange forward purchase contracts with the fair values of the forecasted transactions.

Any ineffective portion of the derivative hedging gain or loss, as well as changes in the fair value of the derivative’s time value (which are excluded from the assessment of hedge effectiveness), are recognized in earnings.

Currently, we do not enter into any foreign currency exchange forward contracts to hedge exposures related to firm commitments.

rights are not recognized as revenue until all criteria are achieved.

Benefit Plans — We have a postretirement health care plan and various international defined benefit plans for certain of our employees.

The guidance allows for the use of either the full or modified retrospective transition method.

Our ability to adopt this standard using the full retrospective method is dependent upon system readiness, for both revenue and commissions, and the completion of the analysis of information necessary to restate prior period financial statements and disclosures.

Additionally, as we continue to assess the new standard along with industry trends and additional interpretive guidance, we may adjust our implementation plan accordingly.

| | • | removal of the current limitation on contingent revenue for multiple element arrangements, such as that related to the delivery of additional items or meeting other specified performance conditions, may result in revenue being recognized earlier; |

This new standard will be effective for us in our first quarter of fiscal 2021, although early adoption is permitted.

This new standard will be effective for us in our first quarter of fiscal 2019, although early adoption is permitted.

Derecognition of Non-Financial Assets

In February 2017, the FASB issued an accounting standards update that amends guidance on how entities account for the derecognition of a nonfinancial asset or an in substance nonfinancial asset that is not a business.

Postretirement Benefit Costs

In March 2017, the FASB issued an accounting standards update that requires the service cost component of net benefit cost of post-retirement benefit plans to be reported in the same line in the income statement as other compensation costs arising from services rendered by the pertinent employees, and the other components of net benefit cost to be presented separately from the service cost component and outside a subtotal of income from operations.

The standard also prescribes that only the service cost component is eligible for capitalization.

This new standard will be effective for us in our first fiscal quarter of fiscal 2019, although early adoption is permitted.

Under the supervision and with the participation of our management, including our CEO and CFO, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of April [removed: 28, 2017,] [added: 27, 2018,] the end of the fiscal period covered by this Annual Report on Form 10-K (the Evaluation Date).

Based on this assessment, our management concluded that, as of April [removed: 28, 2017,] [added: 27, 2018,] our internal control over financial reporting was effective at the reasonable assurance level based on those criteria.

The effectiveness of our internal control over financial reporting as of April [removed: 28, 2017] [added: 27, 2018] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report, which is included in Part II, Item 8 of this Annual Report on Form 10-K.

There has been no change in our internal control over financial reporting identified in connection with our evaluation required by paragraph (d) of rules 13a-15 and 15d-15 under the Exchange Act that occurred during the fourth quarter of fiscal [removed: 2017] [added: 2018] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

The information required by Item 10 with respect to our executive officers is incorporated herein by reference from the information under Item 1 – Business of Part I of this Annual Report on Form 10-K under the section entitled “Executive Officers.” The information required by Item 10 with respect to the Company’s directors and corporate governance is incorporated herein by reference from the information provided under the headings “Election of Directors” and “Corporate Governance,” respectively, in the Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission within 120 days of our year ended April [removed: 28, 2017.][added: 27, 2018.]

The information required by Item 405 of Regulation S-K is incorporated herein by reference from the information provided under the heading “Section 16(a) Beneficial Ownership Reporting Compliance” in the Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Stockholders.

Information regarding the compensation of executive officers and directors of the Company is incorporated by reference from the information under the headings “Executive Compensation and Related Information” and “Director Compensation,” respectively, in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Stockholders.

Information regarding security ownership of certain beneficial owners and management and related stockholder matters is incorporated by reference from the information under the heading “Security Ownership of Certain Beneficial Owners and Management” in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Stockholders.

Information regarding certain relationships and related transactions and director independence is incorporated by reference from the information under the headings “Corporate Governance” and “Certain Transactions with Related Parties” in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Stockholders.

The information required by this item is incorporated by reference from the information under the caption “Audit Fees” in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Stockholders.

The information required by this Section (a)(3) of Item 15 is [removed: set forth on the exhibit index that follows the Signatures page of this Form 10-K.][added: as follows:]

| Date: June [removed: 20, 2017] [added: 19, 2018] | | |

| /s/ GEORGE KURIAN | | Chief Executive Officer and President (Principal Executive Officer and Principal Operating Officer) | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ RONALD J. PASEK | | Executive Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ T. MICHAEL NEVENS | | Chairman of the Board | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ ALAN L. EARHART | | Director | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ GERALD HELD | | Director | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ KATHRYN M. HILL | | Director | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ GEORGE T. SHAHEEN | | Director | | June [removed: 20, 2017] [added: 19, 2018] |

| /s/ RICHARD P. WALLACE | | Director | | June [removed: 20, 2017] [added: 19, 2018] |

| 3.2 | | [Bylaws of the [removed: Company, as amended.](http://www.sec.gov/Archives/edgar/data/1002047/000119312514051239/d674631dex31.htm)] [added: Company.](http://www.sec.gov/Archives/edgar/data/1002047/000119312518143036/d557272dex31.htm)] | | 8-K | | 000-27130 | | 3.1 | | [removed: February 13, 2014] [added: April 30, 2018] |

| 4.3 | | [removed: [Underwriting Agreement] [added: [Second Supplemental Indenture] dated June [removed: 2,] [added: 5,] 2014 by and between the Company and [removed: Goldman, Sachs & Co. and J.P. Morgan Securities LLC as Managers of the Underwriters.](http://www.sec.gov/Archives/edgar/data/1002047/000119312514227067/d739441dex11.htm)] [added: U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/1002047/000119312514227067/d739441dex41.htm)] | | 8-K | | 000-27130 | | [removed: 1.1] [added: 4.1] | | June 5, 2014 |

| 4.4 | | [removed: [Second] [added: [Third] Supplemental Indenture dated [removed: June 5, 2014] [added: September 29, 2017] by and between the Company and U.S. Bank National [removed: Association.](http://www.sec.gov/Archives/edgar/data/1002047/000119312514227067/d739441dex41.htm)] [added: Association.](http://www.sec.gov/Archives/edgar/data/1002047/000119312517299733/d458010dex42.htm)] | | 8-K | | 000-27130 | | [removed: 4.1] [added: 4.2] | | [removed: June 5, 2014] [added: September 29, 2017] |

| 10.5* | | [The Company’s Amended and Restated Employee Stock Purchase Plan, as amended effective July [removed: 30, 2016.](http://www.sec.gov/Archives/edgar/data/1002047/000119312516668319/d155048ddef14a.htm)] [added: 17, 2017.](http://www.sec.gov/Archives/edgar/data/1002047/000119312517244241/d420710ddef14a.htm)] | | DEF 14A | | 000-27130 | | Appendix B | | August [removed: 2, 2016] [added: 1, 2017] |

| 10.10* | | [The Company’s Amended and Restated 1999 Stock Option Plan, as amended effective July [removed: 30, 2016.](http://www.sec.gov/Archives/edgar/data/1002047/000119312516668319/d155048ddef14a.htm)] [added: 20, 2017.](http://www.sec.gov/Archives/edgar/data/1002047/000119312517244241/d420710ddef14a.htm)] | | DEF 14A | | 000-27130 | | Appendix A | | August [removed: 2, 2016] [added: 1, 2017] |

| [removed: 10.28*] [added: 10.37] | | [removed: [Separation] [added: [Agreement of Purchase] and [removed: Release Agreement] [added: Sale and Joint Escrow Instructions] dated [removed: June 1, 2015] [added: as of September 11, 2017] by and between the Company and [removed: Thomas Georgens.](http://www.sec.gov/Archives/edgar/data/1002047/000156459015007795/ntap-ex102_133.htm)] [added: Google Inc.](http://www.sec.gov/Archives/edgar/data/1002047/000156459017024351/ntap-ex102_97.htm)] | | 10-Q | | 000-27130 | | 10.2 | | [removed: September 8, 2015] [added: November 29, 2017] |

| [removed: 10.29*] [added: 10.34] | | [removed: [Retirement] [added: [Agreement of Purchase] and [removed: Transition Services Agreement] [added: Sale and Joint Escrow Instructions] dated [removed: April 7,] [added: as of March 9,] 2016 by and between the Company and [removed: Robert Salmon.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1034_260.htm)] [added: Google Inc.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1041_262.htm)] | | 10-K | | 000-27130 | | [removed: 10.34] [added: 10.41] | | June 22, 2016 |

| [removed: 10.30*] [added: 10.28*] | | [Offer Letter for employment at the Company to Ronald Pasek, dated March 22, 2016.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1035_261.htm) | | 10-K | | 000-27130 | | 10.35 | | June 22, 2016 |

| [removed: 10.31*] [added: 10.29*] | | [NetApp, Inc. Executive Retiree Health Plan, as amended and restated.](http://www.sec.gov/Archives/edgar/data/1002047/000119312516773699/d298977dex101.htm) | | 8-K | | 000-27130 | | 10.1 | | November 21, 2016 |

| [removed: 10.32] [added: 10.30] | | [Credit Agreement, dated as of December 12, 2016, by and among the Company, the lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Wells Fargo Bank, National Association, as co-syndication agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd. and Citibank, N.A., as co-documentation agents.](http://www.sec.gov/Archives/edgar/data/1002047/000119312516790334/d311449dex101.htm) | | 8-K | | 000-27130 | | 10.1 | | December 12, 2016 |

| [removed: 10.33] [added: 10.32] | | [Form of Dealer Agreement between the Company, as issuer, and each Dealer.](http://www.sec.gov/Archives/edgar/data/1002047/000119312516790334/d311449dex102.htm) | | 8-K | | 000-27130 | | 10.2 | | December 12, 2016 |

| [removed: 10.34] [added: 10.33] | | [Collared Accelerated Share Repurchase Transaction dated as of June 5, 2013, by and between the Company and Goldman, Sachs & Co.](http://www.sec.gov/Archives/edgar/data/1002047/000119312513352036/d562384dex101.htm) | | 10-Q | | 000-27130 | | 10.1 | | August 29, 2013 |

| 10.36 | | [removed: [Agreement] [added: [Second Amendment to Agreement] of Purchase and Sale and Joint Escrow Instructions dated as of [removed: March 9, 2016] [added: April 8, 2016,] by and between the Company and Google [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1041_262.htm)] [added: Inc.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1043_264.htm)] | | 10-K | | 000-27130 | | [removed: 10.41] [added: 10.43] | | June 22, 2016 |

| [removed: 10.37] [added: 10.35] | | [First Amendment to Agreement of Purchase and Sale and [removed: Join] [added: Joint] Escrow Instructions dated as of March 11, 2016, by and between the Company and Google Inc.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1042_263.htm) | | 10-K | | 000-27130 | | 10.42 | | June 22, 2016 |

| 10.38 | | [removed: [Second] [added: [First] Amendment to Agreement of Purchase and Sale and [removed: Join] [added: Joint] Escrow Instructions dated as of [removed: April 8, 2016,] [added: October 2, 2017,] by and between the Company and Google [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1002047/000156459016020754/ntap-ex1043_264.htm)] [added: LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000156459017024351/ntap-ex103_149.htm)] | | [removed: 10-K] [added: 10-Q] | | 000-27130 | | [removed: 10.43] [added: 10.3] | | [removed: June 22, 2016] [added: November 29, 2017] |

| 23.1 | | [removed: Consent] [added: [Consent] of Independent Registered Public Accounting [removed: Firm.] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1002047/000156459018015820/ntap-ex231_11.htm)] | | — | | — | | — | | — |

| 24.1 | | [removed: Power] [added: [Power] of Attorney (see signature [removed: page).] [added: page).](#Signatures)] | | — | | — | | — | | — |

| 31.1 | | [removed: Certification] [added: [Certification] of the Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of [removed: 2002.] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1002047/000156459018015820/ntap-ex311_7.htm)] | | — | | — | | — | | — |

| 31.2 | | [removed: Certification] [added: [Certification] of the Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of [removed: 2002.] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1002047/000156459018015820/ntap-ex312_10.htm)] | | — | | — | | — | | — |

| 32.1 | | [removed: Certification] [added: [Certification] of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of [removed: 2002.] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1002047/000156459018015820/ntap-ex321_6.htm)] | | — | | — | | — | | — |

| 32.2 | | [removed: Certification] [added: [Certification] of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of [removed: 2002.] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1002047/000156459018015820/ntap-ex322_9.htm)] | | — | | — | | — | | — |

| 10.31 | | [Amendment No. 1 to Credit Agreement, dated as of July 17, 2017, by and among the Company, the financial institutions listed on the signature pages and JPMorgan Chase Bank, N.A., as administrative agent.](http://www.sec.gov/Archives/edgar/data/1002047/000119312517229002/d423129dex101.htm) | | 8-K | | 000-27130 | | 10.1 | | July 17, 2017 |

| 10.39 | | [Second Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of October 25, 2017, by and between the Company and Google LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000156459017024351/ntap-ex104_150.htm) | | 10-Q | | 000-27130 | | 10.4 | | November 29, 2017 |

| 10.40 | | [Third Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of October 31, 2017, by and between the Company and Google LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000156459018002876/ntap-ex101_69.htm) | | 10-Q | | 000-27130 | | 10.1 | | February 22, 2018 |

| 10.41 | | [Fourth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of November 2, 2017, by and between the Company and Google LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000156459018002876/ntap-ex102_68.htm) | | 10-Q | | 000-27130 | | 10.2 | | February 22, 2018 |

| 10.42 | | [Fifth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of November 8, 2017, by and between the Company and Google LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000156459018002876/ntap-ex103_66.htm) | | 10-Q | | 000-27130 | | 10.3 | | February 22, 2018 |

| 10.43 | | [Sixth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of November 10, 2017, by and between the Company and Google LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000156459018002876/ntap-ex104_67.htm) | | 10-Q | | 000-27130 | | 10.4 | | February 22, 2018 |

| 21.1 | | [Subsidiaries of the Company.](https://www.sec.gov/Archives/edgar/data/1002047/000156459018015820/ntap-ex211_8.htm) | | — | | — | | — | | — |

| | | | | | | | | | | |

| | | | | | | | | | | |

| | | | | | | | | | | |

| | | | | | | | | | | |

| | | | | | | | | | | |

| | | | | | | | | | | |

| /s/ DEBORAH KERR | | Director | | June 19, 2018 |

| Deborah Kerr | | | | |

| /s/ SCOTT SCHENKEL | | Director | | June 19, 2018 |

| Scott Schenkel | | | | |

| --- | --- |

| | | | | |

| /s/ JEFFRY R. ALLEN | | Director | | June 20, 2017 |

| Jeffry R. Allen | | | | |

| /s/ STEPHEN M. SMITH | | Director | | June 20, 2017 |

| Stephen M. Smith | | | | |

| /s/ ROBERT T. WALL | | Director | | June 20, 2017 |

| Robert T. Wall | | | | |

| 10.35 | | [Agreement and Plan of Merger, dated as of December 18, 2015, among the Company, Sonoma Merger Corp., SolidFire, Inc. and Shareholder Representative Services LLC.](http://www.sec.gov/Archives/edgar/data/1002047/000119312515409103/d85307dex21.htm) | | 8-K | | 000-27130 | | 2.1 | | December 21, 2015 |

| 21.1 | | Subsidiaries of the Company. | | — | | — | | — | | — |

| † | The schedules and other attachments to this exhibit have been omitted. The Company agrees to furnish a copy of any omitted schedules or attachments to the SEC upon request. |