Nikesh Arora - Apr 1, 2025 Form 4 Insider Report for Palo Alto Networks Inc (PANW)

Signature
/s/ Elizabeth Villalobos, Attorney-in-Fact for Nikesh Arora
Stock symbol
PANW
Transactions as of
Apr 1, 2025
Transactions value $
-$107,245,250
Form type
4
Date filed
4/3/2025, 07:00 PM
Previous filing
Mar 7, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PANW Common Stock Options Exercise $8.74M +264K +83.18% $33.08 582K Apr 1, 2025 Direct F1
transaction PANW Common Stock Sale -$3.54M -21.2K -3.64% $167.51 561K Apr 1, 2025 Direct F2, F3
transaction PANW Common Stock Sale -$7.26M -43.2K -7.7% $168.28 517K Apr 1, 2025 Direct F2, F4
transaction PANW Common Stock Sale -$12.9M -76.2K -14.72% $169.41 441K Apr 1, 2025 Direct F2, F5
transaction PANW Common Stock Sale -$16.3M -95.6K -21.66% $170.13 346K Apr 1, 2025 Direct F2, F6
transaction PANW Common Stock Sale -$4.82M -28.1K -8.13% $171.26 318K Apr 1, 2025 Direct F2, F7
transaction PANW Common Stock Options Exercise $7.52M +227K +71.61% $33.08 545K Apr 2, 2025 Direct
transaction PANW Common Stock Sale -$427K -2.53K -0.46% $168.54 542K Apr 2, 2025 Direct F2, F8
transaction PANW Common Stock Sale -$374K -2.2K -0.41% $169.72 540K Apr 2, 2025 Direct F2, F9
transaction PANW Common Stock Sale -$1.64M -9.59K -1.77% $170.96 531K Apr 2, 2025 Direct F2, F10
transaction PANW Common Stock Sale -$9.38M -54.6K -10.28% $171.89 476K Apr 2, 2025 Direct F2, F11
transaction PANW Common Stock Sale -$15M -86.6K -18.19% $172.76 390K Apr 2, 2025 Direct F2, F12
transaction PANW Common Stock Sale -$9.57M -55.1K -14.16% $173.62 334K Apr 2, 2025 Direct F2, F13
transaction PANW Common Stock Sale -$2.93M -16.8K -5.02% $174.43 318K Apr 2, 2025 Direct F2, F14
transaction PANW Common Stock Options Exercise $9.82M +297K +93.47% $33.08 614K Apr 3, 2025 Direct
transaction PANW Common Stock Sale -$7.23M -44.2K -7.19% $163.65 570K Apr 3, 2025 Direct F2, F15
transaction PANW Common Stock Sale -$6.51M -39.5K -6.93% $164.69 531K Apr 3, 2025 Direct F2, F16
transaction PANW Common Stock Sale -$13.5M -81.5K -15.36% $165.75 449K Apr 3, 2025 Direct F2, F17
transaction PANW Common Stock Sale -$9.35M -56.1K -12.48% $166.70 393K Apr 3, 2025 Direct F2, F18
transaction PANW Common Stock Sale -$11.9M -71.3K -18.13% $167.65 322K Apr 3, 2025 Direct F2, F19
transaction PANW Common Stock Sale -$724K -4.3K -1.34% $168.38 318K Apr 3, 2025 Direct F2, F20
holding PANW Common Stock 32K Apr 1, 2025 See footnote F21
holding PANW Common Stock 727K Apr 1, 2025 See footnote F22

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PANW Stock Option (right to buy) Options Exercise $0 -264K -16.16% $0.00 1.37M Apr 1, 2025 Common Stock 264K $33.08 Direct F23
transaction PANW Stock Option (right to buy) Options Exercise $0 -227K -16.59% $0.00 1.14M Apr 2, 2025 Common Stock 227K $33.08 Direct F23
transaction PANW Stock Option (right to buy) Options Exercise $0 -297K -25.96% $0.00 846K Apr 3, 2025 Common Stock 297K $33.08 Direct F23
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Reflects the Reporting Person's allocation of 726,542 shares to the Nikesh Arora 2025 Annuity Trust.
F2 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person that became effective March 27, 2024.
F3 This sale price represents the weighted average sale price of the shares sold ranging from $166.83 to $167.825 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F4 This sale price represents the weighted average sale price of the shares sold ranging from $167.83 to $168.825 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F5 This sale price represents the weighted average sale price of the shares sold ranging from $168.83 to $169.825 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F6 This sale price represents the weighted average sale price of the shares sold ranging from $169.83 to $170.825 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F7 This sale price represents the weighted average sale price of the shares sold ranging from $170.83 to $171.81 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F8 This sale price represents the weighted average sale price of the shares sold ranging from $168.19 to $169.15 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F9 This sale price represents the weighted average sale price of the shares sold ranging from $169.22 to $170.185 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F10 This sale price represents the weighted average sale price of the shares sold ranging from $170.225 to $171.22 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F11 This sale price represents the weighted average sale price of the shares sold ranging from $171.225 to $172.22 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F12 This sale price represents the weighted average sale price of the shares sold ranging from $172.225 to $173.22 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F13 This sale price represents the weighted average sale price of the shares sold ranging from $173.225 to $174.22 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F14 This sale price represents the weighted average sale price of the shares sold ranging from $174.225 to $174.69 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F15 This sale price represents the weighted average sale price of the shares sold ranging from $163.19 to $164.185 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F16 This sale price represents the weighted average sale price of the shares sold ranging from $164.19 to $165.185 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F17 This sale price represents the weighted average sale price of the shares sold ranging from $165.19 to $166.185 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F18 This sale price represents the weighted average sale price of the shares sold ranging from $166.19 to $167.185 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F19 This sale price represents the weighted average sale price of the shares sold ranging from $167.19 to $168.18 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F20 This sale price represents the weighted average sale price of the shares sold ranging from $168.19 to $168.50 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F21 Shares are held by Bacchey Investments L.P., of which Bacchey Management LLC (the "LLC") is the General Partner. The Reporting Person is the manager of the LLC. The sole member of the LLC is the Aurora Trust, for which the Reporting Person serves as a trustee.
F22 Shares are held by the Nikesh Arora 2025 Annuity Trust, for which the Reporting Person serves as trustee.
F23 The shares subject to the option are fully vested and exercisable.