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Filing Details

Accession Number:: 0001140361-17-004393
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-02-03 16:36:34
Reporting Period:: 2017-02-01

Filing Date:: 2017-02-03
Accepted Time:: 2017-02-03 16:36:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1262039	Fortinet Inc	FTNT	Computer Peripheral Equipment, Nec (3577)	770560389

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1475586	Michael Xie	C/O Fortinet, Inc. 899 Kifer Road Sunnyvale CA 94086	Vp, Engineering & Cto	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2017-02-01	2,500	$0.00	6,484,500	No	4	M	Direct
Common Stock	Acquisiton	2017-02-01	2,500	$0.00	6,487,000	No	4	M	Direct
Common Stock	Acquisiton	2017-02-01	2,500	$0.00	6,489,500	No	4	M	Direct
Common Stock	Acquisiton	2017-02-01	10,000	$0.00	6,499,500	No	4	M	Direct
Common Stock	Acquisiton	2017-02-01	14,238	$0.00	6,513,738	No	4	A	Direct
Common Stock	Disposition	2017-02-01	12,643	$33.10	6,501,095	No	4	F	Direct
Common Stock	Acquisiton	2017-02-02	50,000	$8.43	6,551,095	No	4	M	Direct
Common Stock	Disposition	2017-02-02	69,095	$33.15	6,482,000	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	A	Direct
No	4	F	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Restricted Stock Units	Disposition	2017-02-01	2,500	$0.00	2,500	$0.00
Common Stock	Restricted Stock Units	Disposition	2017-02-01	2,500	$0.00	2,500	$0.00
Commn Stock	Restricted Stock Units	Disposition	2017-02-01	2,500	$0.00	2,500	$0.00
Common Stock	Restricted Stock Units	Disposition	2017-02-01	10,000	$0.00	10,000	$0.00
Common Stock	Non-qualified stock option (right to buy)	Disposition	2017-02-02	50,000	$0.00	50,000	$8.43

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		No	4	M	Direct
10,000		No	4	M	Direct
20,000		No	4	M	Direct
30,000		No	4	M	Direct
0	2017-02-10	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	1,632,913	Indirect	See Footnote
Common Stock	1,632,913	Indirect	See Footnote
Common Stock	1,991,686	Indirect	See Footnote
Common Stock	462,488	Indirect	See footnote

Footnotes

Vesting of restricted stock units ("RSUs") granted to the Reporting Person on February 13, 2013.
Vesting of RSUs granted to the Reporting Person on February 12, 2014.
Vesting of RSUs granted to the Reporting Person on February 11, 2015.
Vesting of RSUs granted to the Reporting Person on February 11, 2016.
Represents shares earned by the Reporting Person as a result of the vesting of performance stock units ("PSUs") granted to the Reporting Person on February 11, 2015.
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 on this line 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.
The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 12, 2016.
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 $32.80 to $33.47 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 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.
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.
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.
25% of the RSUs vest on February 1, 2016, 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, 2017, 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.
The option is 100% vested and exercisable.