Fortinet (FTNT) insider grant: 2,597 RSUs vesting through mid-2026

Rhea-AI Filing Summary

Hsieh Ming, a director of Fortinet, Inc. (FTNT), was granted 2,597 restricted stock units (RSUs) on 08/20/2025. Each RSU represents a contingent right to one share of Fortinet common stock upon settlement and the RSUs carry a $0 per-share grant price. The RSUs vest in substantially equal increments on September 30, 2025, December 31, 2025, March 31, 2026, and on the earlier of June 30, 2026 or the date immediately preceding Fortinet's 2026 annual meeting, provided the reporting person continues to provide services on each vesting date. RSUs do not expire and shares will be delivered following vesting.

Positive

• Director granted 2,597 RSUs, representing potential delivery of 2,597 shares upon vesting
• RSUs vest in substantially equal increments across four dates, providing a clear timeline for potential share delivery
• Each RSU converts to one share upon settlement, explicitly stated in the filing
• RSUs carry a $0 grant price, indicating no cash purchase required for the award

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received a routine equity grant of 2,597 RSUs vesting over four dates, representing potential 2,597 shares.

The reported transaction documents a non-cash equity award to a director: 2,597 RSUs with a $0 stated price, each converting to one share upon settlement. The vesting schedule spreads delivery across four dates ending by mid-2026, subject to continued service. This appears to be a standard time-based compensation award rather than an exercised option or cash purchase. The immediate dilutive impact is contingent on future vesting and settlement.

Corporate Governance Expert

TL;DR: This filing discloses a standard director equity grant with service-based vesting; governance implications are routine.

The form identifies the reporting person as a director and shows an award of 2,597 RSUs that vest in substantially equal installments on specified dates, conditioned on continued service. The award's $0 price and lack of expiration are typical for RSUs. From a governance perspective, the disclosure fulfills Section 16 reporting obligations and provides transparency on insider compensation timing and potential future share delivery.

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
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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^*

Hsieh Ming

(Last) (First) (Middle)

C/O FORTINET, INC.

909 KIFER ROAD

(Street)

SUNNYVALE CA 94086

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fortinet, Inc. [ FTNT ]

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)
08/20/2025

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

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 Units	$0(1)	08/20/2025		A		2,597		(2)	(3)	Common Stock	2,597	$0	2,597	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock upon settlement.

2. The RSUs will vest in substantially equal increments on each of September 30, 2025, December 31, 2025, March 31, 2026, and the earlier of (i) June 30, 2026 and (ii) the date immediately preceding the Issuer's 2026 annual meeting of stockholders, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person following vesting.

3. RSUs do not expire; they either vest or are canceled prior to vest date

	/s/ Robert Turner, by power of attorney	08/22/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did FTNT director Hsieh Ming receive on 08/20/2025?

Hsieh Ming was granted 2,597 restricted stock units (RSUs) on 08/20/2025, each representing a right to one share of Fortinet common stock upon settlement.

When do the 2,597 RSUs vest for FTNT director Hsieh Ming?

The RSUs vest in substantially equal increments on September 30, 2025; December 31, 2025; March 31, 2026; and the earlier of June 30, 2026 or the date immediately preceding Fortinet's 2026 annual meeting, subject to continued service.

What price was listed for the RSUs reported in the FTNT Form 4?

The RSUs are reported with a $0 price, consistent with restricted stock unit grants that settle in shares without a cash purchase price.

How many shares will Hsieh Ming own after the RSUs settle?

The filing states the RSUs represent 2,597 shares upon settlement; actual ownership depends on vesting and settlement of those RSUs.

Was the Form 4 filed jointly or by one reporting person?

The filing indicates it was a Form filed by One Reporting Person.