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[Form 4] Arista Networks, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Charles Giancarlo, a director of Arista Networks (ANET), reported multiple open-market sales of common stock executed under a Rule 10b5-1 trading plan. The Form 4 shows a total of 220,607 shares disposed across several transactions on 09/19/2025 at weighted-average prices ranging roughly from $146.76 to $149.91. Remaining reported beneficial ownership varies by vehicle: shares are held in a Charitable Remainder Trust and a family trust for which he is co-trustee, with reported post-transaction beneficial holdings in those trusts (examples include 39,263, 18,630, and 49,812 shares). The filings include footnotes disclosing the 10b5-1 plan and weighted-average price ranges for grouped sales.

Positive
  • Transactions executed under a Rule 10b5-1 plan, indicating preplanned trades and an affirmative defense against insider trading claims
  • Footnotes provide weighted-average price ranges and offer to supply per-trade breakdowns, which enhances disclosure transparency
  • Post-transaction beneficial ownership is documented by trust, clarifying indirect holdings
Negative
  • Large aggregate disposition of 220,607 shares, which may be viewed negatively by some investors due to scale
  • Multiple sales across price bands could create short-term selling pressure, though executed under a plan

Insights

TL;DR: Routine, preplanned insider sales under a 10b5-1 plan; disclosure and price ranges are properly documented.

The transactions were executed pursuant to a Rule 10b5-1 trading plan, which provides an affirmative defense against insider trading allegations if properly adopted. The Form 4 discloses aggregated share disposals totaling 220,607 shares with weighted-average price ranges provided in footnotes, and identifies indirect holdings in a Charitable Remainder Trust and a family trust. From a compliance perspective, the reporting includes the necessary explanatory footnotes and indicates the reporter is a co-trustee for the trusts holding remaining shares.

TL;DR: Significant director sell-down but documented as preplanned; governance transparency meets typical SEC Form 4 expectations.

The director executed substantial dispositions but the disclosure clarifies these were made under a pre-existing 10b5-1 plan and details weighted-average price bands for multi-trade executions. The filing identifies the nature of indirect ownership (charitable and family trusts) and reports the post-transaction beneficial holdings by trust. This level of detail supports transparency for investors and regulators without presenting new governance concerns based solely on the filing.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a 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). See Instruction 10.
1. Name and Address of Reporting Person*
Giancarlo Charles H

(Last) (First) (Middle)
5453 GREAT AMERICA PARKWAY

(Street)
SANTA CLARA CA 95054

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Arista Networks, Inc. [ ANET ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/19/2025 S(1) 10,737 D $147.3363(2) 39,263 I Charitable Trust(3)
Common Stock 09/19/2025 S(1) 20,633 D $148.1802(4) 18,630 I Charitable Trust(3)
Common Stock 09/19/2025 S(1) 18,458 D $149.3054(5) 172 I Charitable Trust(3)
Common Stock 09/19/2025 S(1) 172 D $149.845(6) 0 I Charitable Trust(3)
Common Stock 09/19/2025 S(1) 1,718 D $147.3363(2) 56,066 I by Trust(7)
Common Stock 09/19/2025 S(1) 3,301 D $148.1802(4) 52,765 I by Trust(7)
Common Stock 09/19/2025 S(1) 2,953 D $149.3054(5) 49,812 I by Trust(7)
Common Stock 09/19/2025 S(1) 28 D $149.845(6) 49,784 I by Trust(7)
Common Stock 220,607 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. This sale was effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on June 12, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.76 to $147.75, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. These shares are held by a Charitable Remainder Trust for which the reporting person is co-trustee.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.77 to $148.76, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $148.77 to $149.76, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.78 to $149.91, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
7. These shares are held by a family trust for which the reporting person is co-trustee.
By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Charles Giancarlo 09/23/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Charles Giancarlo report on the Form 4 for ANET?

He reported open-market sales of common stock executed under a Rule 10b5-1 plan, totaling 220,607 shares disposed on 09/19/2025.

Were the sales preplanned or discretionary?

The sales were effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on June 12, 2025, per the filing.

What price ranges were the shares sold at?

Weighted-average prices and ranges are disclosed in footnotes: individual transactions ranged approximately from $146.76 to $149.91.

Does the Form 4 disclose remaining beneficial ownership?

Yes. The filing lists post-transaction beneficial holdings by trust (examples include 39,263, 18,630, 49,812 shares) and notes holdings are in charitable and family trusts where he is co-trustee.

Who signed the Form 4 on behalf of the reporting person?

The form was signed by Isabelle Bertin-Bailly, Attorney-in-Fact, on behalf of Charles Giancarlo as indicated on the filing.
Arista Networks Inc

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