Arista COO reports RSU vesting and tax share disposal

Arista Networks President and COO Todd Nightingale reported equity transactions tied to a performance-based stock award.

Rhea-AI Filing Summary

Arista Networks President and COO Todd Nightingale reported equity transactions tied to a performance-based stock award. He received 10,360 restricted stock units, each representing one share of common stock upon vesting. These units, granted in the second quarter of 2025, were earned based on specified performance conditions and vested on February 20, 2026.

Upon vesting, the restricted stock units were converted into 10,360 shares of common stock. Of these, 4,232 shares of common stock, valued at $137.23 per share, were disposed of to satisfy tax withholding obligations associated with the vesting. After these transactions, Nightingale directly held 6,128 shares of Arista Networks common stock.

Insider Trade Summary

10,360 shares exercised/converted

Exercise 4 txns

Insider Nightingale Todd

Role President and COO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit-3	10,360	$0.00	$0.00
Exercise	Restricted Stock Unit-3	10,360	$0.00	$0.00
Exercise	Common Stock	10,360	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	4,232	$137.23	$581K

Holdings After Transaction: Restricted Stock Unit-3 — 0 contracts (Direct); Common Stock — 6,128 shares (Direct)

Footnotes (3)

1. F1. Each restricted stock unit represents a contingent right to receive one share of Arista Networks, Inc. Common Stock upon vesting.
2. F2. Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units.
3. F3. This performance stock award was granted in the second quarter of 2025 and was earned based on attainment of certain performance conditions. The award vested on February 20, 2026.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity award did Arista Networks (ANET) President and COO Todd Nightingale receive?

Todd Nightingale received 10,360 restricted stock units, each representing a right to one share of Arista Networks common stock upon vesting. The award was a performance stock grant earned based on achieving specified performance conditions and vested on February 20, 2026.

How many Arista Networks (ANET) shares did Todd Nightingale hold after these Form 4 transactions?

After the reported transactions, Todd Nightingale directly held 6,128 shares of Arista Networks common stock. This balance reflects the conversion of vested restricted stock units into common shares, minus the portion of shares disposed of to cover associated tax withholding obligations.

Were Todd Nightingale’s Arista Networks (ANET) share disposals open-market sales?

The filing shows a disposition of 4,232 shares coded “F,” meaning the shares were withheld or delivered to cover tax withholding obligations on the vesting of restricted stock units, not reported as open-market sales to third-party buyers.

What was the price used for the tax-withholding share disposition in the ANET Form 4?

For the tax-withholding disposition, 4,232 shares of Arista Networks common stock were valued at $137.23 per share. These shares were used to satisfy the tax liability triggered by the vesting and settlement of the performance-based restricted stock unit award.

What performance conditions applied to Todd Nightingale’s Arista Networks restricted stock units?

The filing states the performance stock award was granted in the second quarter of 2025 and was earned based on attainment of certain performance conditions. The award vested on February 20, 2026, after those conditions were met, resulting in issuance of common shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 02/24/2026 - 07:19 PM Learn about SEC filing dates

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).

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^*

Nightingale Todd

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		10,360	A	$0.0(1)	10,360	D
Common Stock	02/20/2026		F(2)		4,232	D	$137.23	6,128	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
Restricted Stock Unit-3	$0.0(1)	02/20/2026		A		10,360		(3)	(3)	Common Stock	10,360	$0.0	10,360	D
Restricted Stock Unit-3	$0.0(1)	02/20/2026		M			10,360	(3)	(3)	Common Stock	10,360	$0.0	0	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Arista Networks, Inc. Common Stock upon vesting.

2. Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units.

3. This performance stock award was granted in the second quarter of 2025 and was earned based on attainment of certain performance conditions. The award vested on February 20, 2026.

	By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Todd Nightingale	02/24/2026
	** 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.
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