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

Yes. A footnote states the reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on December 9, 2024. Such plans pre-schedule trades, indicating the timing of these June 2, 2026 sales was set in advance rather than decided spontaneously.

Fortinet (FTNT) CEO Ken Xie sells 160,632 shares and exercises 155,000 options

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Fortinet, Inc.’s President & CEO Ken Xie reported a mix of stock option exercises and share sales. On June 2, 2026, he exercised 155,000 nonqualified stock options at $22.90 per share, converting them into common stock.

That same day, he sold 160,632 shares of common stock in multiple open-market transactions at weighted average prices generally between about $141.81 and $149.01, under a pre-arranged Rule 10b5-1 trading plan. After these transactions, he directly holds 53,133,004 Fortinet shares, while his spouse holds an additional 4,848,774 shares indirectly reported as “by spouse.”

Insider Trade Summary 10b5-1

Net Seller: 160,632 shares ($23,385,059)

Net Sell 11 txns

Insider Xie Ken

Role PRESIDENT & CEO

Sold 160,632 shs ($23.39M)

Type	Security	Shares	Price	Value
Exercise	Nonqualified Stock Option (right to buy)	155,000	$0.00	--
Exercise	Common Stock	155,000	$22.90	$3.55M
Sale	Common Stock	9,641	$142.3735	$1.37M
Sale	Common Stock	19,867	$143.4337	$2.85M
Sale	Common Stock	39,854	$144.2902	$5.75M
Sale	Common Stock	12,821	$145.0395	$1.86M
Sale	Common Stock	37,540	$146.3618	$5.49M
Sale	Common Stock	13,790	$147.3747	$2.03M
Sale	Common Stock	18,492	$148.235	$2.74M
Sale	Common Stock	8,627	$148.9353	$1.28M
holding	Common Stock	--	--	--

Holdings After Transaction: Nonqualified Stock Option (right to buy) — 461,470 shares (Direct, null); Common Stock — 53,133,004 shares (Direct, null); Common Stock — 4,848,774 shares (Indirect, By spouse)

Footnotes (1)

The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 9, 2024. Represents the weighted average sale price. The lowest price at which shares were sold was $141.81 and the highest price at which shares were sold was $142.80. 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 (9) to this Form 4. Represents the weighted average sale price. The lowest price at which shares were sold was $142.81 and the highest price at which shares were sold was $143.80. Represents the weighted average sale price. The lowest price at which shares were sold was $143.81 and the highest price at which shares were sold was $144.80. Represents the weighted average sale price. The lowest price at which shares were sold was $144.81 and the highest price at which shares were sold was $145.68. Represents the weighted average sale price. The lowest price at which shares were sold was $145.86 and the highest price at which shares were sold was $146.85. Represents the weighted average sale price. The lowest price at which shares were sold was $146.87 and the highest price at which shares were sold was $147.86. Represents the weighted average sale price. The lowest price at which shares were sold was $147.87 and the highest price at which shares were sold was $148.82. Represents the weighted average sale price. The lowest price at which shares were sold was $148.87 and the highest price at which shares were sold was $149.01. The options are fully vested.

Key Figures

Shares sold: 160,632 shares Options exercised: 155,000 shares Exercise price: $22.90/share +5 more

8 metrics

Shares sold 160,632 shares Total common shares sold on June 2, 2026

Options exercised 155,000 shares Nonqualified stock options exercised at $22.90

Exercise price $22.90/share Conversion or exercise price of nonqualified options

Direct holdings after 53,133,004 shares Common stock directly owned following transactions

Indirect spouse holdings 4,848,774 shares Common stock held "By spouse" as indirect ownership

Highest sale range price $149.01/share Highest price in disclosed sale price ranges

Lowest sale range price $141.81/share Lowest price in disclosed sale price ranges

Rule 10b5-1 adoption date December 9, 2024 Adoption date of pre-arranged trading plan

Key Terms

Rule 10b5-1 trading plan, Nonqualified Stock Option (right to buy), weighted average sale price, derivative security, +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 December 9, 2024."

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.

Nonqualified Stock Option (right to buy) financial

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

weighted average sale price financial

"Represents the weighted average sale price."

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

indirect ownership financial

""ownership_type": "indirect""

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 06:39 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^*

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)
06/02/2026

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	06/02/2026		M		155,000	A	$22.9	53,133,004	D
Common Stock	06/02/2026		S⁽¹⁾		9,641	D	$142.3735⁽²⁾	53,123,363	D
Common Stock	06/02/2026		S⁽¹⁾		19,867	D	$143.4337⁽³⁾	53,103,496	D
Common Stock	06/02/2026		S⁽¹⁾		39,854	D	$144.2902⁽⁴⁾	53,063,642	D
Common Stock	06/02/2026		S⁽¹⁾		12,821	D	$145.0395⁽⁵⁾	53,050,821	D
Common Stock	06/02/2026		S⁽¹⁾		37,540	D	$146.3618⁽⁶⁾	53,013,281	D
Common Stock	06/02/2026		S⁽¹⁾		13,790	D	$147.3747⁽⁷⁾	52,999,491	D
Common Stock	06/02/2026		S⁽¹⁾		18,492	D	$148.235⁽⁸⁾	52,980,999	D
Common Stock	06/02/2026		S⁽¹⁾		8,627	D	$148.9353⁽⁹⁾	52,972,372	D
Common Stock								4,848,774	I	By spouse

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)
Nonqualified Stock Option (right to buy)	$22.9	06/02/2026		M			155,000	⁽¹⁰⁾	02/21/2027	Common Stock	155,000	$0	461,470	D

Explanation of Responses:

1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 9, 2024.

2. Represents the weighted average sale price. The lowest price at which shares were sold was $141.81 and the highest price at which shares were sold was $142.80. 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 (9) to this Form 4.

3. Represents the weighted average sale price. The lowest price at which shares were sold was $142.81 and the highest price at which shares were sold was $143.80.

4. Represents the weighted average sale price. The lowest price at which shares were sold was $143.81 and the highest price at which shares were sold was $144.80.

5. Represents the weighted average sale price. The lowest price at which shares were sold was $144.81 and the highest price at which shares were sold was $145.68.

6. Represents the weighted average sale price. The lowest price at which shares were sold was $145.86 and the highest price at which shares were sold was $146.85.

7. Represents the weighted average sale price. The lowest price at which shares were sold was $146.87 and the highest price at which shares were sold was $147.86.

8. Represents the weighted average sale price. The lowest price at which shares were sold was $147.87 and the highest price at which shares were sold was $148.82.

9. Represents the weighted average sale price. The lowest price at which shares were sold was $148.87 and the highest price at which shares were sold was $149.01.

10. The options are fully vested.

	/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)

Source: View Original Filing on SEC EDGAR

FAQ

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

Ken Xie reported exercising options and selling shares of Fortinet common stock. He exercised 155,000 nonqualified stock options at $22.90 and sold 160,632 shares in multiple open-market transactions, all dated June 2, 2026 and disclosed as part of his routine reporting.

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

Ken Xie sold 160,632 Fortinet common shares in several open-market sales. The filing reports weighted average sale prices, with individual trades occurring within ranges that span from $141.81 up to $149.01 per share, according to detailed price-range footnotes in the disclosure.

What stock options did Ken Xie exercise in the Fortinet (FTNT) Form 4?

He exercised 155,000 nonqualified stock options with a conversion or exercise price of $22.90 per share. These fully vested options converted into 155,000 shares of Fortinet common stock, and the related derivative entry shows the same underlying share amount and an expiration date in 2027.

How many Fortinet (FTNT) shares does Ken Xie own after these transactions?

After the reported transactions, Ken Xie directly owns 53,133,004 shares of Fortinet common stock. The filing also shows an additional 4,848,774 shares reported as indirectly owned "by spouse," reflecting separate holdings attributed through his spouse’s ownership on the same reporting date.

What does the Form 4 reveal about Ken Xie’s spouse’s Fortinet (FTNT) holdings?

The Form 4 lists an indirect ownership entry of 4,848,774 Fortinet common shares noted as "By spouse." This entry is categorized as a holding, with no transaction shares or price reported, indicating the spouse’s sizable position is being disclosed rather than newly bought or sold.