Ken Xie (FTNT) makes 1.42M-share Fortinet stock gifts, keeps large stake

Rhea-AI Filing Summary

Fortinet, Inc. President & CEO Ken Xie reported a series of bona fide gifts of Fortinet common stock on April 17, 2026. The filing shows six gift transactions totaling 1,418,586 shares, all coded as gifts with a reported price of $0.00 per share, meaning these were gratuitous transfers rather than market sales.

These gifted shares were associated with grantor retained annuity trusts benefiting Xie and his spouse. After the reported transactions, Xie holds 52,976,878 shares directly and 4,848,774 shares indirectly through his spouse, indicating he retains a very large ownership stake in Fortinet despite the gifts.

Insights

Equity ownership and insider-transactions analyst

Ken Xie made large stock gifts while retaining a substantial Fortinet stake.

The filing shows 1,418,586 Fortinet shares transferred as bona fide gifts via grantor retained annuity trusts on April 17, 2026. Because the transaction code is G and the price is $0.00, these are non-market, no‑cash transfers rather than open‑market sales.

Post‑transaction, Xie’s reported holdings remain sizable at 52,976,878 shares held directly and 4,848,774 shares held indirectly through his spouse. That scale suggests these gifts are part of estate or family planning. There are no derivative exercises or sales in this snapshot, and overall share ownership remains very large.

Insider Trade Summary

1,418,586 shares gifted

Mixed 8 txns

Insider Xie Ken

Role PRESIDENT & CEO

Type	Security	Shares	Price	Value
Gift	Common Stock	236,431	$0.00	--
Gift	Common Stock	236,431	$0.00	--
Gift	Common Stock	236,431	$0.00	--
Gift	Common Stock	236,431	$0.00	--
Gift	Common Stock	236,431	$0.00	--
Gift	Common Stock	236,431	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 472,862 shares (Indirect, By Trust); Common Stock — 52,976,878 shares (Direct, null)

Footnotes (1)

1. 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. Includes 1,559,120 shares of the Issuer's common stock transferred from a grantor retained annuity trust for the benefit of the Reporting Person's spouse on April 17, 2026. Includes 1,559,120 shares of the Issuer's common stock transferred from a grantor retained annuity trust for the benefit of the Reporting Person on April 17, 2026.

Key Figures

Gifted shares: 1,418,586 shares Direct holdings after transaction: 52,976,878 shares Indirect holdings via spouse: 4,848,774 shares +2 more

5 metrics

Gifted shares 1,418,586 shares Total bona fide gifts of common stock on April 17, 2026

Direct holdings after transaction 52,976,878 shares Common stock held directly by Ken Xie after reported transactions

Indirect holdings via spouse 4,848,774 shares Common stock held indirectly through spouse after reported transactions

Number of gift transactions 6 Non-derivative transactions coded as bona fide gifts (G)

Gift transaction price $0.00 per share Reported price for each gifted share of common stock

Key Terms

bona fide gift, grantor retained annuity trust, indirect ownership, transaction code G, +1 more

5 terms

bona fide gift financial

"transaction_code_description: "Bona fide gift" for multiple common stock transfers"

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.

indirect ownership financial

"Common Stock held with ownership_type "indirect" and nature_of_ownership "By spouse" or "By Trust""

transaction code G financial

"transaction_code "G" with description "Bona fide gift" for non-derivative entries"

transactionSummary financial

"transactionSummary shows giftCount 6 and giftShares 1418586, with netBuySellDirection "neutral""

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 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)
	PRESIDENT & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/17/2026

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	04/17/2026		G		236,431	D	$0	472,862	I	By Trust(1)
Common Stock	04/17/2026		G		236,431	D	$0	236,431	I	By Trust(1)
Common Stock	04/17/2026		G		236,431	D	$0	0	I	By Trust(1)
Common Stock	04/17/2026		G		236,431	D	$0	472,862	I	By Trust(2)
Common Stock	04/17/2026		G		236,431	D	$0	236,431	I	By Trust(2)
Common Stock	04/17/2026		G		236,431	D	$0	0	I	By Trust(2)
Common Stock								4,848,774(3)	I	By spouse
Common Stock								52,976,878(4)	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

Explanation of Responses:

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

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

3. Includes 1,559,120 shares of the Issuer's common stock transferred from a grantor retained annuity trust for the benefit of the Reporting Person's spouse on April 17, 2026.

4. Includes 1,559,120 shares of the Issuer's common stock transferred from a grantor retained annuity trust for the benefit of the Reporting Person on April 17, 2026.

Remarks:

The number of shares reported as directly owned by the Reporting Person has been adjusted in connection with a reconciliation to the Reporting Person's shareholdings as reflected in the records of the Issuer's transfer agent.

	/s/ Robert Turner, by power of attorney	04/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Fortinet (FTNT) CEO Ken Xie report in this Form 4?

Ken Xie reported a series of bona fide gifts of Fortinet common stock. The filing shows six gift transactions totaling 1,418,586 shares on April 17, 2026, transferred via grantor retained annuity trusts rather than sold in the open market.

How many Fortinet (FTNT) shares did Ken Xie gift in this filing?

The Form 4 reports gifts totaling 1,418,586 shares of Fortinet common stock. These were coded as bona fide gifts (transaction code G) at a reported price of $0.00 per share, indicating gratuitous transfers instead of cash-generating sales.

Did Ken Xie sell any Fortinet (FTNT) shares in the open market?

No open-market sales are reported in this Form 4. All listed dispositions use transaction code G for bona fide gifts, with a transaction price of $0.00 per share, meaning they are non-cash transfers typically associated with estate or family planning.

What is Ken Xie’s Fortinet (FTNT) share ownership after these gifts?

After the reported transactions, Ken Xie holds 52,976,878 Fortinet shares directly. He also reports 4,848,774 shares held indirectly through his spouse, indicating he maintains a very large overall equity stake in the company despite the gifted shares.

How are trusts involved in Ken Xie’s Fortinet (FTNT) share transfers?

The filing notes the shares relate to grantor retained annuity trusts benefiting Ken Xie and his spouse. Footnotes state that 1,559,120 Fortinet shares were transferred from a trust for his spouse and 1,559,120 shares from a trust for him on April 17, 2026.

Does this Fortinet (FTNT) Form 4 show any option exercises or derivatives?

The derivativeSummary in this Form 4 is empty, and the transactionSummary shows no derivative exercises. All reported transactions involve common stock, mainly as bona fide gifts, with no options or other derivative securities listed in this snapshot.