0001415889-24-002511.txt : 20240205
0001415889-24-002511.hdr.sgml : 20240205
20240205162403
ACCESSION NUMBER: 0001415889-24-002511
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240201
FILED AS OF DATE: 20240205
DATE AS OF CHANGE: 20240205
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Xie Michael
CENTRAL INDEX KEY: 0001475586
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34511
FILM NUMBER: 24596037
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]
ORGANIZATION NAME: 06 Technology
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
form4-02052024_090251.xml
X0508
4
2024-02-01
0001262039
Fortinet, Inc.
FTNT
0001475586
Xie Michael
C/O FORTINET, INC.
909 KIFER ROAD
SUNNYVALE
CA
94086
true
true
false
false
VP, ENGINEERING & CTO
1
Common Stock
2024-02-01
4
M
0
5095
0
A
29912113
D
Common Stock
2024-02-01
4
M
0
4555
0
A
29916668
D
Common Stock
2024-02-01
4
M
0
2030
0
A
29918698
D
Common Stock
2024-02-01
4
M
0
11053
0
A
29929751
D
Common Stock
2024-02-01
4
M
0
9637
0
A
29939388
D
Common Stock
2024-02-01
4
F
0
14001
66.45
D
29925387
D
Common Stock
2024-02-02
4
S
0
37769
66.4385
D
29887618
D
Common Stock
2024-02-02
4
S
0
600
66.9383
D
29887018
D
Common Stock
9958430
I
See footnote
Common Stock
17041070
I
See footnote
Restricted Stock Units
0
2024-02-01
4
M
0
5095
0
D
Common Stock
5095
0
D
Restricted Stock Units
0
2024-02-01
4
M
0
4555
0
D
Common Stock
4555
18215
D
Restricted Stock Units
0
2024-02-01
4
M
0
2030
0
D
Common Stock
2030
16240
D
Restricted Stock Units
0
2024-02-01
4
M
0
11053
0
D
Common Stock
11053
33161
D
Performance Stock Units
0
2024-02-01
4
M
0
9637
0
D
Common Stock
9637
0
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 September 8, 2023.
Represents the weighted average sale price. The lowest price at which shares were sold was $65.92 and the highest price at which shares were sold was $66.91. 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) and (5) to this Form 4.
Represents the weighted average sale price. The lowest price at which shares were sold was $66.92 and the highest price at which shares were sold was $66.98.
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 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.
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.
100% of the performance stock units vested on February 1, 2024, subject to the Reporting Person's provision of service to the Issuer on such date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.
/s/ Robert Turner, by power of attorney
2024-02-05