0001140361-15-039504.txt : 20151103
0001140361-15-039504.hdr.sgml : 20151103
20151103192332
ACCESSION NUMBER: 0001140361-15-039504
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151101
FILED AS OF DATE: 20151103
DATE AS OF CHANGE: 20151103
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FORTINET INC
CENTRAL INDEX KEY: 0001262039
STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577]
IRS NUMBER: 770560389
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 899 KIFER ROAD
CITY: SUNNYVALE
STATE: CA
ZIP: 94086
BUSINESS PHONE: 408-235-7700
MAIL ADDRESS:
STREET 1: 899 KIFER ROAD
CITY: SUNNYVALE
STATE: CA
ZIP: 94086
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Xie Michael
CENTRAL INDEX KEY: 0001475586
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34511
FILM NUMBER: 151195156
MAIL ADDRESS:
STREET 1: 1090 KIFER ROAD
CITY: SUNNYVALE
STATE: CA
ZIP: 94086
4
1
doc1.xml
FORM 4
X0306
4
2015-11-01
0
0001262039
FORTINET INC
FTNT
0001475586
Xie Michael
C/O FORTINET, INC.
899 KIFER ROAD
SUNNYVALE
CA
94086
1
1
0
0
VP, Engineering & CTO
Common Stock
2015-11-01
4
M
0
1041
0
A
6285441
D
Common Stock
2015-11-01
4
M
0
2500
0
A
6287941
D
Common Stock
2015-11-01
4
M
0
2500
0
A
6290441
D
Common Stock
2015-11-01
4
F
0
3154
34.36
D
6287287
D
Common Stock
2015-11-02
4
S
0
2887
34.7849
D
6284400
D
Common Stock
462488
I
See footnote
Common Stock
2251323
I
See footnote
Common Stock
2251323
I
See footnote
Common Stock
834866
I
See footnote
Restricted Stock Units
0
2015-11-01
4
M
0
1041
0
D
Common Stock
1041
3126
D
Restricted Stock Units
0
2015-11-01
4
M
0
2500
0
D
Common Stock
2500
12500
D
Restricted Stock Units
0
2015-11-01
4
M
0
2500
0
D
Common Stock
2500
22500
D
Vesting of restricted stock units ("RSUs") granted to the Reporting Person on August 8, 2012.
Vesting of RSUs granted to the Reporting Person on February 13, 2013.
Vesting of RSUs granted to the Reporting Person on February 12, 2014.
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 RSUs and PSUs.
The price per share was based on the fair market value of the Issuer's common stock on the vesting and release date, which, because such date was a Sunday, was the NASDAQ closing price on the last trading date immediately preceding the vesting and release date.
The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 2, 2014.
Represents the aggregate of sales effected on the same day at different prices.
Represents the weighted average sales price per share. The shares sold at prices ranging from $34.76 to $34.82 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
Shares held directly by The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.
Shares held directly by the 2014 Michael Xie Grantor Retained Annuity Trust dated March 6, 2014, for which the Reporting Person serves as a trustee.
Shares held directly by the 2014 Danke Wu Grantor Retained Annuity Trust dated March 6, 2014, for which the Reporting Person serves as a trustee.
Shares held directly by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee.
Each RSU represents a contingent right to receive one share of the Issuer's common stock.
25% of the RSUs vested on August 1, 2013, then the remaining 75% of the RSUs vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting.
25% of the RSUs vested on February 1, 2014, then the remaining 75% of the RSUs vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting.
25% of the RSUs vest on February 1, 2015, then the remaining 75% of the RSUs vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting.
/s/ John Whittle, by power of attorney
2015-11-03