Michael Xie - Aug 1, 2025 Form 4 Insider Report for Fortinet, Inc. (FTNT)

Signature
/s/ Robert Turner, by power of attorney
Stock symbol
FTNT
Transactions as of
Aug 1, 2025
Transactions value $
-$47,275,732
Form type
4
Date filed
8/5/2025, 06:26 PM
Previous filing
May 27, 2025
Next filing
Sep 9, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Xie Michael VP, ENGINEERING & CTO, Director C/O FORTINET, INC., 909 KIFER ROAD, SUNNYVALE /s/ Robert Turner, by power of attorney 2025-08-05 0001475586

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FTNT Common Stock Options Exercise $0 +2.03K +0.02% $0.00 10.2M Aug 1, 2025 Direct F1
transaction FTNT Common Stock Options Exercise $0 +2.76K +0.03% $0.00 10.2M Aug 1, 2025 Direct F1
transaction FTNT Common Stock Options Exercise $0 +2.24K +0.02% $0.00 10.2M Aug 1, 2025 Direct F1
transaction FTNT Common Stock Tax liability -$340K -3.49K -0.03% $97.36 10.2M Aug 1, 2025 Direct F2
transaction FTNT Common Stock Sale -$1.37M -14.1K -0.14% $97.39 10.2M Aug 4, 2025 Direct F3, F4
transaction FTNT Common Stock Sale -$38.1M -387K -3.8% $98.43 9.81M Aug 4, 2025 Direct F3, F5
transaction FTNT Common Stock Sale -$7.45M -75.3K -0.77% $98.93 9.73M Aug 4, 2025 Direct F3, F6
holding FTNT Common Stock 19.8M Aug 1, 2025 By trust F7
holding FTNT Common Stock 5.51M Aug 1, 2025 By trust F8
holding FTNT Comon Stock 5.51M Aug 1, 2025 By trust F9
holding FTNT Common Stock 7.57M Aug 1, 2025 By trust F10
holding FTNT Common Stock 7.57M Aug 1, 2025 By trust F11

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 FTNT Restricted Stock Units Options Exercise $0 -2.03K -33.33% $0.00 4.06K Aug 1, 2025 Common Stock 2.03K $0.00 Direct F1, F12, F13, F14
transaction FTNT Restricted Stock Units Options Exercise $0 -2.76K -14.28% $0.00 16.6K Aug 1, 2025 Common Stock 2.76K $0.00 Direct F1, F12, F14, F15
transaction FTNT Restricted Stock Units Options Exercise $0 -2.24K -9.09% $0.00 22.4K Aug 1, 2025 Common Stock 2.24K $0.00 Direct F1, F12, F14, F16
* 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 Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
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.
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.