SCHEDULE 13G/A: BlackRock Amends Schedule 13G, Disclosing 15.9% Passive Stake in NETSCOUT SYSTEMS INC

BlackRock, Inc. has filed an Amendment No. 16 to its Schedule 13G, reporting a 15.9% beneficial ownership stake in NETSCOUT SYSTEMS INC as of March 31, 2025, held for investment purposes in the ordinary course of business.

Summary

• BlackRock, Inc. beneficially owns 11,414,399 shares of NETSCOUT SYSTEMS INC common stock, representing 15.9% of the class.
• Of the total shares, BlackRock holds sole voting power over 11,262,606 shares and sole dispositive power over 11,414,399 shares.
• No shared voting or dispositive power is reported by BlackRock, Inc.
• The securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing the control of NETSCOUT SYSTEMS INC.
• One of BlackRock's entities, iShares Core S&P Small-Cap ETF, holds more than 5% of the total outstanding common stock of NETSCOUT SYSTEMS INC.
• BlackRock Fund Advisors, another BlackRock entity, also beneficially owns 5% or greater of the outstanding shares.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. While a Schedule 13G is a factual disclosure, the continued significant stake by a major institutional investor like BlackRock, coupled with its stated passive intent, can be viewed as a vote of confidence in the company's stability and long-term prospects, without implying any immediate strategic changes.

Positives

• BlackRock, a major institutional investor, maintaining a significant 15.9% stake in NETSCOUT SYSTEMS INC may signal continued institutional confidence in the company.
• The filing confirms BlackRock's passive investment intent, indicating no immediate plans to influence or change the control of the issuer.

Risks

• The document explicitly states that the securities were not acquired or held for the purpose of changing or influencing the control of the issuer, which could be a risk for investors seeking activist engagement from large shareholders.

Future Outlook

The document, a Schedule 13G amendment, does not contain any forward-looking statements or guidance regarding NETSCOUT SYSTEMS INC's future performance or BlackRock's future investment intentions beyond its passive holding status.

Management Comments

• "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11."

Industry Context

This filing is a routine disclosure by a major institutional asset manager, BlackRock, Inc., regarding its passive ownership stake in a publicly traded company. Such Schedule 13G filings are common for large investment firms that hold significant, non-controlling positions across numerous companies as part of their diversified investment strategies, often through index funds or ETFs. It reflects standard transparency requirements for substantial shareholders.

Stakeholder Impact

• Shareholders: Provides transparency regarding a significant institutional holder's stake and its passive investment intent, which can influence investor perception and confidence.
• Company Management: Informs management of the composition of its shareholder base and the passive nature of a large institutional holding.

Next Steps

• BlackRock, Inc. will continue to file amendments to its Schedule 13G if there are material changes to its beneficial ownership percentage (e.g., crossing a 1% threshold up or down) or a change in its investment intent (e.g., moving from passive to active).

Key Dates

Keywords

BlackRock, NETSCOUT SYSTEMS INC, Schedule 13G, beneficial ownership, institutional investment, common stock, passive investment, equity stake, SEC filing