Fortinet, Inc.·4

May 5, 5:29 PM ET

Xie Michael 4

Research Summary

AI-generated summary

Updated

Fortinet CTO Michael Xie Exercises RSUs & Sells Shares

What Happened
Michael Xie (VP, Engineering & CTO; Director) had 6,305 restricted stock units (RSUs) convert to common shares on May 1, 2026 (exercise/conversion, code M; $0 exercise price). To cover tax withholding obligations, 3,184 of those shares were surrendered to the company (code F) for an aggregate tax payment of $274,747. Separately, on May 4, 2026 he sold 2,478 shares in the open market (code S) for total proceeds of $220,281. Net from these transactions, Xie’s holdings increased by roughly 643 shares (6,305 vested − 3,184 withheld − 2,478 sold = 643), subject to the company’s transfer-agent reconciliation.

Key Details

  • Transaction dates: May 1, 2026 (RSU vest/conversion; withholding) and May 4, 2026 (open-market sales). Form 4 filed May 5, 2026 (timely).
  • Vesting/Conversion: 6,305 RSUs converted to shares at $0.00 (each RSU equals one share).
  • Tax withholding: 3,184 shares surrendered; value reported $274,747 (exempt transaction under Rule 16b-3 per footnote F2).
  • Open-market sales: 2,478 shares sold across prices ~$87.04–$89.61 for aggregate proceeds $220,281 (sales effected under a Rule 10b5-1 plan per footnote F3).
  • Net impact: roughly +643 shares added to his direct holdings (filing notes holdings were adjusted per transfer agent).
  • Footnotes of note: F2 (shares withheld for taxes), F3 (10b5-1 selling plan), F13/F14/F16/F17 (RSU terms and vesting schedule); remarks indicate a reconciliation adjusted reported direct ownership.

Context
These were RSU vesting and routine liquidity actions rather than open-market purchases. The RSU conversion had no exercise price (common for RSUs); shares were withheld to satisfy tax obligations (a cashless withholding), and subsequent sales were carried out under a pre-established 10b5-1 plan. The filing appears timely and factual; no indication of insider status changes beyond the reported share adjustments.