Fortinet (FTNT) CTO Michael Xie logs 3,907-share 10b5-1 sale

Rhea-AI Filing Summary

Fortinet, Inc. director and VP, Engineering & CTO Michael Xie reported open-market sales of 3,907 shares of common stock on June 3, 2026. The trades were executed at weighted average prices within ranges from $144.03 to $148.31 per share and were carried out under a Rule 10b5-1 trading plan adopted on March 4, 2026. Following these sales, Xie directly holds 9,923,610 shares of Fortinet common stock and also has substantial indirect holdings through several trusts, including 4,646,144 shares held by the 2010 K.A. Family Trust, 5,513,505 shares held by children’s trusts, and 25,680,202 shares in a grantor retained annuity trust for his benefit.

Insider Trade Summary 10b5-1

Net Seller: 3,907 shares ($572,144)

Net Sell 10 txns

Insider Xie Michael

Role VP, ENGINEERING & CTO

Sold 3,907 shs ($572K)

Type	Security	Shares	Price	Value
Sale	Common Stock	464	$144.458	$67K
Sale	Common Stock	410	$145.7184	$60K
Sale	Common Stock	2,337	$146.5502	$342K
Sale	Common Stock	564	$147.7076	$83K
Sale	Common Stock	132	$148.3009	$20K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 9,927,053 shares (Direct, null); Common Stock — 25,680,202 shares (Indirect, By trust)

Footnotes (1)

1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2026. Represents the weighted average sale price. The lowest price at which shares were sold was $144.03 and the highest price at which shares were sold was $144.64. 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 (2) through (6) to this Form 4. Represents the weighted average sale price. The lowest price at which shares were sold was $145.10 and the highest price at which shares were sold was $146.07. Represents the weighted average sale price. The lowest price at which shares were sold was $146.14 and the highest price at which shares were sold was $147.03. Represents the weighted average sale price. The lowest price at which shares were sold was $147.23 and the highest price at which shares were sold was $147.99. Represents the weighted average sale price. The lowest price at which shares were sold was $148.28 and the highest price at which shares were sold was $148.31. These securities are held by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee. 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. 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. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person's spouse.

Key Figures

Shares sold: 3,907 shares Sale price range: $144.03–$148.31 per share Direct holdings after sale: 9,923,610 shares +3 more

6 metrics

Shares sold 3,907 shares Open-market sales of common stock on June 3, 2026

Sale price range $144.03–$148.31 per share Weighted average sale price ranges across reported trades

Direct holdings after sale 9,923,610 shares Fortinet common stock directly owned following transactions

2010 K.A. Family Trust holdings 4,646,144 shares Indirect ownership via 2010 K.A. Family Trust dated May 3, 2010

Children’s trusts holdings 5,513,505 shares Indirect ownership via K.A. Children's Trust structures

Grantor retained annuity trust (Xie) 25,680,202 shares Indirect holdings for benefit of the reporting person

Key Terms

Rule 10b5-1 trading plan, weighted average sale price, grantor retained annuity trust, Reporting Person, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

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

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.

weighted average sale price financial

"Represents the weighted average sale price. The lowest price at which shares were sold was $144.03 and the highest price at which shares were sold was $144.64."

grantor retained annuity trust financial

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

A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.

Reporting Person regulatory

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

open-market sale financial

"Sale in open market or private transaction"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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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).

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)
06/03/2026

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	06/03/2026		S(1)		464	D	$144.458(2)	9,927,053	D
Common Stock	06/03/2026		S(1)		410	D	$145.7184(3)	9,926,643	D
Common Stock	06/03/2026		S(1)		2,337	D	$146.5502(4)	9,924,306	D
Common Stock	06/03/2026		S(1)		564	D	$147.7076(5)	9,923,742	D
Common Stock	06/03/2026		S(1)		132	D	$148.3009(6)	9,923,610	D
Common Stock								25,680,202	I	By trust(7)
Common Stock								5,513,505	I	See footnote(8)
Common Stock								5,513,505	I	See footnote(9)
Common Stock								4,646,144	I	By trust(10)
Common Stock								4,646,144	I	By trust(11)

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

2. Represents the weighted average sale price. The lowest price at which shares were sold was $144.03 and the highest price at which shares were sold was $144.64. 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 (2) through (6) to this Form 4.

3. Represents the weighted average sale price. The lowest price at which shares were sold was $145.10 and the highest price at which shares were sold was $146.07.

4. Represents the weighted average sale price. The lowest price at which shares were sold was $146.14 and the highest price at which shares were sold was $147.03.

5. Represents the weighted average sale price. The lowest price at which shares were sold was $147.23 and the highest price at which shares were sold was $147.99.

6. Represents the weighted average sale price. The lowest price at which shares were sold was $148.28 and the highest price at which shares were sold was $148.31.

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

8. 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.

9. 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.

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

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

	/s/ Robert Turner, by power of attorney	06/03/2026
	** 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)

FAQ

What did Fortinet (FTNT) CTO Michael Xie report in this Form 4?

Michael Xie reported selling 3,907 shares of Fortinet common stock in open-market transactions. The sales occurred on June 3, 2026, and were executed under a pre-arranged Rule 10b5-1 trading plan adopted on March 4, 2026.

How many Fortinet (FTNT) shares did Michael Xie sell and at what prices?

Michael Xie sold 3,907 Fortinet shares across several trades at weighted average prices. The filing notes sale price ranges between $144.03 and $148.31 per share, reflecting multiple executions within those bands on June 3, 2026.

How many Fortinet (FTNT) shares does Michael Xie hold after the reported sales?

After the reported sales, Michael Xie directly holds 9,923,610 Fortinet common shares. He also has large indirect positions through various family and grantor retained annuity trusts, which collectively hold tens of millions of additional Fortinet shares on his behalf or for family members.

Were Michael Xie’s Fortinet (FTNT) share sales made under a Rule 10b5-1 plan?

Yes. The filing states the reported transactions were effected under a Rule 10b5-1 trading plan adopted on March 4, 2026. Such plans allow insiders to schedule trades in advance, helping separate personal trading decisions from the timing of undisclosed company information.

What indirect Fortinet (FTNT) holdings are reported for Michael Xie?

The Form 4 lists indirect holdings including 4,646,144 shares in the 2010 K.A. Family Trust, 5,513,505 shares in children’s trusts, and 25,680,202 shares in a grantor retained annuity trust. These entities hold shares for the benefit of Xie or his family members.