Xie Michael 4

Accession 0001415889-25-021084

CIK 0001262039other

View on SEC.gov Company Profile

Filed

Aug 4, 8:00 PM ET

Accepted

Aug 5, 6:26 PM ET

Size

28.1 KB

Accession

0001415889-25-021084

Insider Transaction Report

Form 4

Period: 2025-08-01

Fortinet, Inc.FTNT

Xie Michael

DirectorVP, ENGINEERING & CTO

Transactions

Sale
Common Stock
2025-08-04$98.43/sh−387,223$38,116,257→ 9,805,833 total
Sale
Common Stock
2025-08-04$98.93/sh−75,273$7,446,570→ 9,730,560 total
Exercise/Conversion
Restricted Stock Units
2025-08-01−2,030→ 4,060 total
Exercise: $0.00→ Common Stock (2,030 underlying)
Exercise/Conversion
Restricted Stock Units
2025-08-01−2,242→ 22,423 total
Exercise: $0.00→ Common Stock (2,242 underlying)
Exercise/Conversion
Common Stock
2025-08-01+2,763→ 10,208,403 total
Tax Payment
Common Stock
2025-08-01$97.36/sh−3,489$339,689→ 10,207,156 total
Exercise/Conversion
Common Stock
2025-08-01+2,030→ 10,205,640 total
Exercise/Conversion
Common Stock
2025-08-01+2,242→ 10,210,645 total
Sale
Common Stock
2025-08-04$97.39/sh−14,100$1,373,216→ 10,193,056 total
Exercise/Conversion
Restricted Stock Units
2025-08-01−2,763→ 16,581 total
Exercise: $0.00→ Common Stock (2,763 underlying)

Holdings

Common Stock
(indirect: By Trust)
5,513,505
Common Stock
(indirect: By Trust)
7,573,438
Common Stock
(indirect: By Trust)
19,825,614
Comon Stock
(indirect: By Trust)
5,513,505
Common Stock
(indirect: By Trust)
7,573,438

Footnotes (16)

[F1]Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
[F10]These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person.
[F11]These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person's spouse.
[F12]Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.
[F13]25% of the RSUs vested on February 1, 2023, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.
[F14]RSUs do not expire; they either vest or are canceled prior to the vesting date.
[F15]25% of the RSUs vested on February 1, 2024, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.
[F16]25% of the RSUs will vest on February 1, 2025, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.
[F2]Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units.
[F3]The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 10, 2024.
[F4]Represents the weighted average sale price. The lowest price at which shares were sold was $96.69 and the highest price at which shares were sold was $97.64. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the ranges set forth in footnotes (4), (5) and (6) to this Form 4.
[F5]Represents the weighted average sale price. The lowest price at which shares were sold was $97.70 and the highest price at which shares were sold was $98.69.
[F6]Represents the weighted average sale price. The lowest price at which shares were sold was $98.70 and the highest price at which shares were sold was $99.33.
[F7]These securities are held by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee.
[F8]These securities are held by the KAXX Trust under the K.A. Children's Trust dated February 9, 2011, for which the Reporting Person and his spouse serve as trustees.
[F9]These securities are held by the KAJJ Trust under the K.A. Children's Trust dated February 9, 2011, for which the Reporting Person and his spouse serve as trustees.

Documents

1 file

4
form4-08052025_100829.xmlPrimary

Issuer

Fortinet, Inc.

CIK 0001262039

→

Entity typeother

Related Parties

filerCIK 0001475586

Filing Metadata

Form type: 4
Filed: Aug 4, 8:00 PM ET
Accepted: Aug 5, 6:26 PM ET
Size: 28.1 KB

View on SEC.gov