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

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by John Whittle on February 19, 2026. Such plans pre-schedule trades, helping separate routine diversification from discretionary market-timing decisions.

Fortinet COO exercises options, sells 146K shares

Fortinet, Inc. chief operating officer John Whittle reported an exercise-and-sell transaction in company stock.

Filing Impact

(Neutral)

Filing Sentiment

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Sentiment and the balance of points

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Form Type

Rhea-AI Filing Summary

Fortinet, Inc. chief operating officer John Whittle reported an exercise-and-sell transaction in company stock. On May 21, 2026, he exercised options for a total of 146,015 shares of common stock at strike prices of $22.896 and $34.386 per share, then sold 146,015 shares in open-market trades.

The sales, executed under a pre-arranged Rule 10b5-1 trading plan adopted on February 19, 2026, were completed at weighted average prices around $128–$130 per share, with individual sale prices ranging from $127.48 to $129.71. The filing shows a net-sell position for this set of transactions.

Insider Trade Summary 10b5-1

Exercise and Sale: 146,015 shares ($14.38M approx. pre-tax spread)

Exercise and Sale 7 txns

Insider Whittle John

Role CHIEF OPERATING OFFICER

Sold 146,015 shs ($18.75M)

Approx. gross sale proceeds $18.75M

Approx. exercise cost $4.37M

Approx. pre-tax spread $14.38M

Type	Security	Shares	Price	Value
Exercise	Stock Option (right to buy)	89,000	$0.00	$0.00
Exercise	Stock Option (right to buy)	57,015	$0.00	$0.00
Exercise	Common Stock	89,000	$34.386	$3.06M
Exercise	Common Stock	57,015	$22.896	$1.31M
Sale	Common Stock	86,820	$128.1457	$11.13M
Sale	Common Stock	54,979	$128.7431	$7.08M
Sale	Common Stock	4,216	$129.5474	$546K

Holdings After Transaction: Stock Option (right to buy) — 0 contracts (Direct); Common Stock — 94,724 shares (Direct)

Footnotes (5)

F1. The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 19, 2026.
F2. Represents the weighted average sale price. The lowest price at which shares were sold was $127.48 and the highest price at which shares were sold was $128.47. 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 range set forth herein.
F3. Represents the weighted average sale price. The lowest price at which shares were sold was $128.48 and the highest price at which shares were sold was $129.46. 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 range set forth herein.
F4. Represents the weighted average sale price. The lowest price at which shares were sold was $129.48 and the highest price at which shares were sold was $129.71. 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 range set forth herein.
F5. The options are fully vested.

Key Figures

Shares sold: 146,015 shares NetSellShares: 146,015 shares Option exercise shares: 146,015 shares +5 more

8 metrics

Shares sold 146,015 shares Total common shares sold in open-market transactions on May 21, 2026

NetSellShares 146,015 shares Transaction summary netSellShares for this Form 4

Option exercise shares 146,015 shares Total shares acquired via stock option exercises (M-code transactions)

Option strike price 1 $22.896 per share Exercise price for 57,015 stock option shares

Option strike price 2 $34.386 per share Exercise price for 89,000 stock option shares

Sale price range $127.48–$129.71 per share Lowest and highest prices for common stock sales on May 21, 2026

Rule 10b5-1 plan adoption date February 19, 2026 Adoption date of trading plan covering the reported sales

Expiration date of one option grant February 21, 2027 Expiration for stock option with $22.896 exercise price

Key Terms

Rule 10b5-1 trading plan, Stock Option (right to buy), weighted average sale price, derivative exercise/conversion, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted..."

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.

Stock Option (right to buy) financial

"security_title": "Stock Option (right to buy)""

weighted average sale price financial

"Represents the weighted average sale price. The lowest price at which shares were sold was $127.48..."

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

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

What insider transactions did Fortinet (FTNT) report for John Whittle?

Fortinet reported that COO John Whittle exercised stock options for 146,015 shares and sold 146,015 common shares in open-market trades on May 21, 2026. These transactions were part of his equity compensation activity and disclosed in a Form 4 filing.

How many Fortinet (FTNT) shares did the COO sell and at what prices?

John Whittle sold 146,015 Fortinet common shares in several open-market transactions. Weighted average sale prices were about $128–$130 per share, with individual sale prices ranging from $127.48 to $129.71, according to the Form 4 footnotes.

What stock options did Fortinet (FTNT) COO John Whittle exercise?

Whittle exercised two fully vested stock option grants covering 57,015 and 89,000 shares of Fortinet common stock. The options had exercise prices of $22.896 and $34.386 per share, respectively, converting these derivative awards into common shares.

Does the Fortinet (FTNT) Form 4 show a net buy or net sell by the COO?

The transaction summary shows a net-sell outcome. Whittle exercised options for 146,015 shares and sold 146,015 shares of common stock, resulting in netSellShares of 146,015 and a netBuySellDirection classified as “net-sell” for this Form 4.

What role does John Whittle hold at Fortinet (FTNT) in this Form 4?

In the Form 4, John Whittle is identified as an officer of Fortinet, serving as the company’s Chief Operating Officer. The filing reports his personal transactions in Fortinet common stock and related stock options on May 21, 2026.

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

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Accepted by SEC EDGAR 05/22/2026 - 04:03 PM

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^*

Whittle John

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CHIEF OPERATING OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/21/2026		M		89,000	A	$34.386	183,724	D
Common Stock	05/21/2026		M		57,015	A	$22.896	240,739	D
Common Stock	05/21/2026		S⁽¹⁾		86,820	D	$128.1457⁽²⁾	153,919	D
Common Stock	05/21/2026		S⁽¹⁾		54,979	D	$128.7431⁽³⁾	98,940	D
Common Stock	05/21/2026		S⁽¹⁾		4,216	D	$129.5474⁽⁴⁾	94,724	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$34.386	05/21/2026		M			89,000	⁽⁵⁾	02/19/2028	Common Stock	89,000	$0	0	D
Stock Option (right to buy)	$22.896	05/21/2026		M			57,015	⁽⁵⁾	02/21/2027	Common Stock	57,015	$0	0	D

Explanation of Responses:

1. The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 19, 2026.

2. Represents the weighted average sale price. The lowest price at which shares were sold was $127.48 and the highest price at which shares were sold was $128.47. 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 range set forth herein.

3. Represents the weighted average sale price. The lowest price at which shares were sold was $128.48 and the highest price at which shares were sold was $129.46. 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 range set forth herein.

4. Represents the weighted average sale price. The lowest price at which shares were sold was $129.48 and the highest price at which shares were sold was $129.71. 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 range set forth herein.

5. The options are fully vested.

	/s/ Robert Turner, by power of attorney	05/22/2026
	** 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)

Source: View Original Filing on SEC EDGAR