Fortinet (FTNT) CEO Ken Xie earns 62,109 performance stock units on targets

Rhea-AI Filing Summary

Fortinet, Inc. reported that its President and CEO, Ken Xie, received an award of 62,109 performance stock units (PSUs) on January 16, 2026. These PSUs were earned based on performance criteria for a period that ended on December 31, 2025, as certified by the HR Committee of the board. Each PSU represents a contingent right to receive one share of Fortinet common stock at an exercise price of $0. The filing states that 100% of the PSUs are scheduled to vest and settle on February 1, 2026, if Xie continues to provide service to the company on that date, at which time shares will be delivered. The PSUs are held directly and either vest in full or are canceled before the vesting date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Xie Ken

Role PRESIDENT & CEO

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Units	62,109	$0.00	--

Holdings After Transaction: Performance Stock Units — 62,109 shares (Direct)

Footnotes (1)

1. Represents performance stock units ("PSUs") earned as a result of the achievement of performance criteria pursuant to performance-based PSU awards with a performance period that ended on December 31, 2025, as certified by the HR Committee of the Issuer's Board of Directors on January 16, 2026. Each PSU represents a contingent right to receive one share of the Issuer's common stock. 100% of the PSUs vest and settle on February 1, 2026, subject to the Reporting Person's provision of service to the Issuer on such date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement. PSUs do not expire; they either vest or are canceled prior to the vesting date.

Form 4 Insider Transactions: What Each Field Means →

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^*

Xie Ken

(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
X	Officer (give title below)		Other (specify below)
	PRESIDENT & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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

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
Performance Stock Units(1)	$0(2)	01/16/2026		A		62,109		(3)	(4)	Common Stock	62,109	$0	62,109	D

Explanation of Responses:

1. Represents performance stock units ("PSUs") earned as a result of the achievement of performance criteria pursuant to performance-based PSU awards with a performance period that ended on December 31, 2025, as certified by the HR Committee of the Issuer's Board of Directors on January 16, 2026.

2. Each PSU represents a contingent right to receive one share of the Issuer's common stock.

3. 100% of the PSUs vest and settle on February 1, 2026, subject to the Reporting Person's provision of service to the Issuer on such date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.

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

	/s/ Robert Turner, by power of attorney	01/20/2026
	** 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.

FAQ

What equity award did Fortinet (FTNT) CEO Ken Xie report on this Form 4?

Ken Xie reported an award of 62,109 performance stock units (PSUs). These PSUs were earned based on the achievement of performance criteria for a performance period that ended on December 31, 2025.

When do Ken Xie’s reported PSUs vest and settle at Fortinet (FTNT)?

The filing states that 100% of the PSUs vest and settle on February 1, 2026, provided Ken Xie continues to provide service to Fortinet on that date. Shares of common stock will be delivered upon settlement.

How many Fortinet (FTNT) shares can Ken Xie receive from these PSUs?

Each PSU represents a contingent right to receive one share of Fortinet common stock. If all 62,109 PSUs vest, Xie would receive the same number of Fortinet common shares.

What was the transaction code and price for the PSUs reported by Ken Xie at Fortinet (FTNT)?

The transaction is coded "A" for an acquisition of derivative securities. The exercise price of the derivative security is reported as $0 per PSU.

Do the performance stock units reported by Ken Xie at Fortinet (FTNT) have an expiration date?

The filing explains that PSUs do not expire; they either vest or are canceled before the vesting date. For this award, vesting is scheduled for February 1, 2026, subject to continued service.

How many derivative securities does Ken Xie beneficially own after this Form 4 transaction for Fortinet (FTNT)?

After the reported transaction, Ken Xie beneficially owns 62,109 performance stock units as derivative securities, held in direct ownership.