0001209191-23-044524.txt : 20230803 0001209191-23-044524.hdr.sgml : 20230803 20230803175542 ACCESSION NUMBER: 0001209191-23-044524 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230801 FILED AS OF DATE: 20230803 DATE AS OF CHANGE: 20230803 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: 231141477 MAIL ADDRESS: STREET 1: 1090 KIFER ROAD CITY: SUNNYVALE STATE: CA ZIP: 94086 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 FORMER COMPANY: FORMER CONFORMED NAME: FORTINET INC DATE OF NAME CHANGE: 20030902 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-01 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 0 Common Stock 2023-08-01 4 M 0 5095 0.00 A 29732113 D Common Stock 2023-08-01 4 M 0 4550 0.00 A 29736663 D Common Stock 2023-08-01 4 M 0 2030 0.00 A 29738693 D Common Stock 2023-08-01 4 F 0 5790 78.03 D 29732903 D Common Stock 2023-08-02 4 S 0 3885 74.4762 D 29729018 D Common Stock 2023-08-02 4 S 0 900 75.5367 D 29728118 D Common Stock 2023-08-02 4 S 0 1000 76.631 D 29727118 D Common Stock 2023-08-02 4 S 0 100 77.24 D 29727018 D Common Stock 9958430 I See footnote Common Stock 17041070 I See footnote Restricted Stock Units 0.00 2023-08-01 4 M 0 5095 0.00 D Common Stock 5095 10185 D Restricted Stock Units 0.00 2023-08-01 4 M 0 4550 0.00 D Common Stock 4550 27325 D Restricted Stock Units 0.00 2023-08-01 4 M 0 2030 0.00 D Common Stock 2030 20300 D Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person. 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. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 3, 2022. Represents the weighted average sale price. The lowest price at which shares were sold was $74.07 and the highest price at which shares were sold was $75.03. 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 range set forth herein. Represents the weighted average sale price. The lowest price at which shares were sold was $75.08 and the highest price at which shares were sold was $76.07. 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 range set forth herein. Represents the weighted average sale price. The lowest price at which shares were sold was $76.21 and the highest price at which shares were sold was $76.87. 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 range set forth herein. Shares held directly by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee. Shares held directly by The K.A. Children's Trust dated February 9, 2011, 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 upon settlement. 25% of the RSUs vested on February 1, 2021, 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. RSUs do not expire; they either vest or are canceled prior to the vesting date. 25% of the RSUs vested on February 1, 2022, 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. 25% of the RSUs will vest 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. /s/ Robert Turner, by power of attorney 2023-08-03