STOCK TITAN

Fortinet (NASDAQ: FTNT) CTO reports 5,250-share stock gifts

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Fortinet, Inc. director and CTO Michael Xie reported bona fide gifts of 5,250 shares of common stock on June 4, 2026, all at a price of $0.00 per share. These are coded as "G" transactions, indicating non-market gifts rather than open-market sales.

Following the gifts, Xie holds 9,918,360 Fortinet shares directly and 9,918,860 shares indirectly through his spouse. Additional indirect holdings are reported through several family and grantor retained annuity trusts, with individual trust positions including 4,646,144, 5,513,505, and 25,680,202 shares as of the same date.

Positive

  • None.

Negative

  • None.
Insider Xie Michael
Role VP, ENGINEERING & CTO
Type Security Shares Price Value
Gift Common Stock 2,500 $0.00 --
Gift Common Stock 2,250 $0.00 --
Gift Common Stock 500 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 9,921,110 shares (Direct, null); Common Stock — 9,918,860 shares (Indirect, By Spouse)
Footnotes (1)
  1. 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.
Gifted shares 5,250 shares Total bona fide gifts of common stock on June 4, 2026
Gift transaction 1 500 shares at $0.00 Bona fide gift, direct ownership, June 4, 2026
Gift transaction 2 2,250 shares at $0.00 Bona fide gift, indirect via spouse, June 4, 2026
Gift transaction 3 2,500 shares at $0.00 Bona fide gift, direct ownership, June 4, 2026
Direct holdings after gifts 9,918,360 shares Total Fortinet common stock held directly after June 4, 2026 gifts
Spouse indirect holdings 9,918,860 shares Fortinet shares held indirectly by spouse after June 4, 2026 gifts
Trust holdings example 1 4,646,144 shares Indirect holdings by 2010 K.A. Family Trust as of June 4, 2026
Trust holdings example 2 25,680,202 shares Indirect holdings by grantor retained annuity trust as of June 4, 2026
bona fide gift financial
"transaction_code_description": "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
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.
Children's Trust financial
"under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee."
indirect ownership financial
""ownership_type": "indirect", "ownership_code": "I""
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SEC Form 4
FORM 4UNITED 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 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
VP, ENGINEERING & CTO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/04/2026G2,500D$09,921,110D
Common Stock06/04/2026G2,250D$09,918,860IBy Spouse
Common Stock06/04/2026G500D$09,918,360D
Common Stock25,680,202IBy trust(1)
Common Stock5,513,505IBy trust(2)
Common Stock5,513,505IBy trust(3)
Common Stock4,646,144IBy trust(4)
Common Stock4,646,144IBy trust(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These securities are held by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee.
2. 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.
3. 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.
4. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person.
5. 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 attorney06/05/2026
** Signature of Reporting PersonDate
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 bona fide gifts of Fortinet common stock. The filing shows three "G" code transactions totaling 5,250 shares, indicating non-market gifts rather than open-market purchases or sales, with updated direct and indirect share holdings disclosed.

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

Michael Xie gifted a total of 5,250 Fortinet common shares. The Form 4 lists three bona fide gift transactions of 500, 2,250, and 2,500 shares, each at a reported price of $0.00 per share, reflecting non-cash transfers.

How many Fortinet (FTNT) shares does Michael Xie hold directly after the gifts?

After the reported gifts, Michael Xie directly holds 9,918,360 Fortinet common shares. This post-transaction balance is disclosed in the Form 4 under total shares following transaction for the direct ownership entries.

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

Indirectly, 9,918,860 Fortinet shares are reported as held by Xie’s spouse. Additional indirect positions are held through multiple family and grantor retained annuity trusts, including blocks of 4,646,144, 5,513,505, and 25,680,202 shares, as disclosed in the filing and its footnotes.

Do the Fortinet (FTNT) Form 4 transactions involve open-market buying or selling?

No, the Form 4 transactions are coded "G" for bona fide gifts. The filing shows gifts totaling 5,250 shares at a price of $0.00 per share, meaning they are non-market transfers rather than open-market purchases or sales of Fortinet stock.