Fortinet, Inc. — Director's Dealing 2011

Jun 21, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FORTINET INC (FTNT)
CIK: 0001262039
Period of Report: 2011-06-20

Reporting Person: GOLDMAN KENNETH A (VP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-20	Common Stock	M	22000	$3.72	Acquired	22000	Direct
2011-06-20	Common Stock	S	22000	$22.60	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-20	Employee Stock Option (right to buy)	$3.72	M	22000	Disposed	2017-09-20	Common Stock (22000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$8.43	2017-02-10	Common Stock (74000)	74000	Direct
Employee Stock Option (right to buy)	$20.235	2018-02-08	Common Stock (100000)	100000	Direct
Employee Stock Option (right to buy)	$3.735	2016-01-28	Common Stock (84000)	84000	Indirect

Footnotes

F1: The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 27, 2010.

F2: The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $22.27 to $22.82 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

F3: On June 1, 2011, the common stock of the Issuer split 2-for-1, in the form of a 100% stock dividend, to all stockholders of record as of the close of business on May 9, 2011 (the "Stock Split").

F4: This option was previously reported as covering 111,260 shares at an exercise price of $7.44 per share, but was adjusted to reflect the Stock Split.

F5: One forty-eighth of the shares subject to the option vested on October 20, 2007 and one forty-eighth of the shares shall vest monthly thereafter.

F6: This option was previously reported as covering 37,000 shares at an exercise price of $16.86 per share, but was adjusted to reflect the Stock Split.

F7: One-fourth of the shares subject to the option vested on February 10, 2011 and one forty-eighth of the shares shall vest monthly thereafter.

F8: This option was previously reported as covering 50,000 shares at an exercise price of $40.47 per share, but was adjusted to reflect the Stock Split.

F9: One-fourth of the shares subject to the option vest on February 8, 2012 and one forty-eighth of the shares shall vest monthly thereafter.

F10: This option was previously reported as covering 42,000 shares at an exercise price of $7.47 per share, but was adjusted to reflect the Stock Split.

F11: One-fourth of the shares subject to the option vested on January 28, 2010 and one forty-eighth of the shares shall vest monthly thereafter.

F12: The securities are held directly by G.V. Partners, L.P. for which the Reporting Person serves as the managing member.