Fortinet CTO Michael Xie sells 3,121 shares

The sales were under a Rule 10b5-1 plan adopted March 4, 2026; separate entries record RSU vesting and shares relinquished for tax withholding.

Available on EDGAR 11/03/2026 - 04:37 PM EST Accepted by SEC EDGAR 11/03/2026 - 04:37 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Fortinet, Inc. (FTNT) director and VP, Engineering & CTO Michael Xie reported vesting of 6,305 restricted stock units and acquisition of 6,305 common shares on November 1, 2026. He relinquished 3,184 shares, which the issuer cancelled in exchange for its agreement to pay federal and state tax withholding obligations arising from the vesting. On November 2, 2026, Xie sold 3,121 shares in seven transactions under a Rule 10b5-1 trading plan adopted March 4, 2026.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 14 txns

Insider Xie Michael

Role VP, Engineering & CTO

Sold 3,121 shs ($404K)

Approx. gross sale proceeds $404K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock F3, F4	621	$126.0811	$78K
Sale	Common Stock F3, F5	400	$127.5975	$51K
Sale	Common Stock F3, F6	400	$129.3425	$52K
Sale	Common Stock F3, F7	1,100	$130.6236	$144K
Sale	Common Stock F3, F8	300	$131.2933	$39K
Sale	Common Stock F3, F9	200	$132.92	$27K
Sale	Common Stock F3	100	$133.95	$13K
Exercise	Restricted Stock Units F15, F1, F16, F17	2,763	$0.00	$0.00
Exercise	Restricted Stock Units F15, F1, F18, F17	2,242	$0.00	$0.00
Exercise	Restricted Stock Units F15, F1, F19, F17	1,300	$0.00	$0.00
Exercise	Common Stock F1	2,763	$0.00	$0.00
Exercise	Common Stock F1	2,242	$0.00	$0.00
Exercise	Common Stock F1	1,300	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock F2	3,184	$136.08	$433K
Holding	Common Stock F10	--	--	--
Holding	Common Stock F11	--	--	--
Holding	Common Stock F12	--	--	--
Holding	Common Stock F13	--	--	--
Holding	Common Stock F14	--	--	--

Holdings After Transaction: Restricted Stock Units — 25,678 contracts (Direct); Common Stock — 9,918,360 shares (Direct); Common Stock — 34,972,490 shares (Indirect, By trust); Common Stock — 11,027,010 shares (Indirect, See footnote)

Footnotes (19)

1. F1. Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
2. F2. 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.
3. F3. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2026.
4. F4. Represents the weighted average sale price. The lowest price at which shares were sold was $125.93 and the highest price at which shares were sold was $126.30. 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) through (9) to this Form 4.
5. F5. Represents the weighted average sale price. The lowest price at which shares were sold was $127.32 and the highest price at which shares were sold was $128.09.
6. F6. Represents the weighted average sale price. The lowest price at which shares were sold was $129.02 and the highest price at which shares were sold was $129.93.
7. F7. Represents the weighted average sale price. The lowest price at which shares were sold was $130.16 and the highest price at which shares were sold was $131.04.
8. F8. Represents the weighted average sale price. The lowest price at which shares were sold was $131.23 and the highest price at which shares were sold was $131.40.
9. F9. Represents the weighted average sale price. The lowest price at which shares were sold was $132.62 and the highest price at which shares were sold was $133.22.
10. F10. These securities are held by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee.
11. F11. Shares held directly by the KAXX Trust under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.
12. F12. Shares held directly by the KAJJ Trust under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.
13. F13. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person.
14. F14. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person's spouse.
15. F15. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.
16. F16. 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.
17. F17. RSUs do not expire; they either vest or are canceled prior to the vesting date.
18. F18. 25% of the RSUs vested on February 1, 2025, 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 vesting.
19. F19. 25% of the RSUs vested on February 1, 2026, 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.

Key Figures

Shares sold: 3,121 shares Sale lot, 621 shares: $126.0811 per share Sale lot, 400 shares: $127.5975 per share +5 more

8 metrics

Shares sold 3,121 shares November 2, 2026; seven reported transactions

Sale lot, 621 shares $126.0811 per share November 2, 2026; weighted average sale price

Sale lot, 400 shares $127.5975 per share November 2, 2026; weighted average sale price

Sale lot, 400 shares $129.3425 per share November 2, 2026; weighted average sale price

Sale lot, 1,100 shares $130.6236 per share November 2, 2026; weighted average sale price

Sale lot, 300 shares $131.2933 per share November 2, 2026; weighted average sale price

Sale lot, 200 shares $132.9200 per share November 2, 2026; weighted average sale price

Sale lot, 100 shares $133.9500 per share November 2, 2026

Key Terms

Rule 10b5-1 trading plan, restricted stock units, tax withholding obligations, weighted average sale price

4 terms

Rule 10b5-1 trading plan regulatory

"effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

restricted stock units financial

"Vesting of restricted stock units previously granted"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"pay federal and state tax withholding obligations"

weighted average sale price financial

"Represents the weighted average sale price"

FAQ

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

How many FTNT shares did Michael Xie sell, and at what prices?

Michael Xie sold 3,121 Fortinet shares on November 2, 2026, in seven reported lots: 621 at $126.0811, 400 at $127.5975, 400 at $129.3425, 1,100 at $130.6236, 300 at $131.2933, 200 at $132.9200, and 100 at $133.9500 per share. The first six prices are weighted averages. The sales were under a Rule 10b5-1 plan adopted March 4, 2026.

How many FTNT RSUs vested, and how were the related tax obligations handled?

On November 1, 2026, Michael Xie reported vesting of 6,305 RSUs and acquisition of 6,305 common shares. He relinquished 3,184 shares, which the issuer cancelled in exchange for its agreement to pay federal and state tax withholding obligations resulting from the vesting.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Xie Michael

(Last) (First) (Middle)

C/O FORTINET, INC.

909 KIFER ROAD

(Street)

SUNNYVALE CALIFORNIA 94086

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	VP, Engineering & CTO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	11/01/2026		M(1)		2,763	A	$0	9,921,123	D
Common Stock	11/01/2026		M(1)		2,242	A	$0	9,923,365	D
Common Stock	11/01/2026		M(1)		1,300	A	$0	9,924,665	D
Common Stock	11/01/2026		F(2)		3,184	D	$136.08	9,921,481	D
Common Stock	11/02/2026		S(3)		621	D	$126.0811(4)	9,921,481	D
Common Stock	11/02/2026		S(3)		400	D	$127.5975(5)	9,920,460	D
Common Stock	11/02/2026		S(3)		400	D	$129.3425(6)	9,920,060	D
Common Stock	11/02/2026		S(3)		1,100	D	$130.6236(7)	9,918,960	D
Common Stock	11/02/2026		S(3)		300	D	$131.2933(8)	9,918,660	D
Common Stock	11/02/2026		S(3)		200	D	$132.92(9)	9,918,460	D
Common Stock	11/02/2026		S(3)		100	D	$133.95	9,918,360	D
Common Stock								25,680,202	I	By trust(10)
Common Stock								5,513,505	I	See footnote(11)
Common Stock								5,513,505	I	See footnote(12)
Common Stock								4,646,144	I	By trust(13)
Common Stock								4,646,144	I	By trust(14)

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(15)	11/01/2026		M(1)			2,763	(16)	(17)	Common Stock	2,763	$0	2,764	D
Restricted Stock Units	$0(15)	11/01/2026		M(1)			2,242	(18)	(17)	Common Stock	2,242	$0	11,212	D
Restricted Stock Units	$0(15)	11/01/2026		M(1)			1,300	(19)	(17)	Common Stock	1,300	$0	11,702	D

Explanation of Responses:

1. Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.

2. 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.

3. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2026.

4. Represents the weighted average sale price. The lowest price at which shares were sold was $125.93 and the highest price at which shares were sold was $126.30. 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) through (9) to this Form 4.

5. Represents the weighted average sale price. The lowest price at which shares were sold was $127.32 and the highest price at which shares were sold was $128.09.

6. Represents the weighted average sale price. The lowest price at which shares were sold was $129.02 and the highest price at which shares were sold was $129.93.

7. Represents the weighted average sale price. The lowest price at which shares were sold was $130.16 and the highest price at which shares were sold was $131.04.

8. Represents the weighted average sale price. The lowest price at which shares were sold was $131.23 and the highest price at which shares were sold was $131.40.

9. Represents the weighted average sale price. The lowest price at which shares were sold was $132.62 and the highest price at which shares were sold was $133.22.

10. These securities are held by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee.

11. Shares held directly by the KAXX Trust under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.

12. Shares held directly by the KAJJ Trust under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.

13. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person.

14. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person's spouse.

15. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.

16. 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.

17. RSUs do not expire; they either vest or are canceled prior to the vesting date.

18. 25% of the RSUs vested on February 1, 2025, 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 vesting.

19. 25% of the RSUs vested on February 1, 2026, 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.

	/s/ Robert Turner, by power of attorney	11/03/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)