SEC Form 4 · accession 0001140361-18-006718
Fortinet, Inc. · FTNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Keith Jensen
Officer — Chief Accounting Officer
Period of report
Feb 11, 2018
Accepted (ET)
Feb 12, 2018 · 8:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001262039
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 11, 2018 | M | 357 | $0.00 | A | 6,040 | D | |
| Common StockF3 | Feb 11, 2018 | F | 124 | $46.54 | D | 5,916 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | $0.00 | Feb 11, 2018 | M | 357 | D | — | — | Common Stock | 357 | 0 | D |
Explanation of responses
- F1Vesting of performance stock units earned by the Reporting Person on February 11, 2016.
- F2Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this line were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units ("RSUs") . The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
- F3The price per share was based on the fair market value of the Issuer's common stock on the vesting and release date, which, because such date was a Sunday, was the NASDAQ closing price on the last trading date immediately preceding the vesting and release date.
- F4Each RSU represents a contingent right to receive one share of the Issuer's common stock.
- F5357 shares vested on February 11,2016. 50% of the remaining RSUs vested on February 11, 2017 and 50% vested on February 11, 2018. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting.