SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Broyles Douglas Wright (Last) (First) (Middle) C/O NETLOGIC MICROSYSTEMS, INC. 1875 CHARLESTON ROAD (Street) MOUNTAIN VIEW CA 94043 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NETLOGIC MICROSYSTEMS INC [ NETL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/14/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/26/2004		M		5,000	A	$2	55,000	D
Common Stock	02/13/2004		M		2,500	A	$2	57,500	D
Common Stock	07/06/2004		M		5,000	A	$2	62,500	D
Common Stock	07/14/2004		C		28,846	A	$0	91,346(1)	D
Common Stock	07/06/2004		X		2,500	A	$2	2,500	I	see footnote(2)
Common Stock	07/14/2004		C		123,077	A	$0	125,577(1)	I	see footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (right to buy	$2	01/20/2004		A		2,500		(3)	01/19/2014	Common Stock	2,500	$0	2,500	D
Stock Options (right to buy)	$2	01/26/2004		M			2,500	(4)	03/04/2013	Common Stock	2,500	$0	0	D
Stock Options (right to buy)	$2	01/26/2004		M			2,500	(4)	03/04/2013	Common Stock	2,500	$0	0	D
Stock Options (right to buy)	$2	02/13/2004		M			2,500	(4)	01/19/2014	Common Stock	2,500	$0	0	D
Warrant to Purchase Common Stock	$2	03/18/2004		A		5,000		(4)	07/14/2004	Common Stock	5,000	$0	5,000	D
Warrant to Purchase Common Stock	$2	03/18/2004		P		2,500		(4)	07/14/2004	Common Stock	2,500	$0	2,500	I	see footnote(2)
Warrant to Purchase Common Stock	$2	07/06/2004		M			5,000	(4)	07/14/2004	Common Stock	10,000	$0	0	D
Warrant to Purchase Common Stock	$2	07/06/2004		X			2,500	(4)	07/14/2004	Common Stock	10,000	$0	0	I	see footnote(2)
Series B Preferred Stock	$0(5)	07/14/2004		C			100,000	(6)	07/14/2004(7)	Common Stock	25,000	$0	0	D
Series C Preferred Stock	$0(5)	07/14/2004		C			400,000	(6)	07/14/2004(7)	Common Stock	100,000	$0	0	I	see footnote(2)
Series D Preferred Stock	$0(5)	07/14/2004		C			15,385	(6)	07/14/2004(7)	Common Stock	3,846	$0	0	D
Series D Preferred Stock	$0(5)	07/14/2004		C			92,308	(6)	07/14/2004(7)	Common Stock	23,077	$0	0	I	see footnote(2)

Explanation of Responses:

1. These shares of common stock were acquired upon the automatic conversion of all shares of each series of preferred stock of the issuer immediately prior to the closing of the issuer's initial public offering.

2. These shares are held by Huntington Technology Fund, LP. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

3. This option was fully vested upon grant.

4. These securities were immediately exercisable.

5. These shares of preferred stock were convertible into shares of common stock of the issuer at a ratio of one share of common stock for every four shares of preferred stock.

6. These shares of preferred stock were immediately convertible.

7. These shares of preferred stock automatically converted into shares of common stock immediately prior to the closing of the issuer's initial public offering.

	/S/ Douglas Wright Broyles	07/16/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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