Fortinet, Inc. — Director's Dealing 2011

Feb 23, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FORTINET INC (FTNT)
CIK: 0001262039
Period of Report: 2011-02-22

Reporting Person: Xie Ken (Director, President & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-22	Common Stock	S	66097	$39.7932	Disposed	6159258	Direct
2011-02-22	Common Stock	S	23903	$40.7702	Disposed	6135355	Direct
2011-02-22	Common Stock	G	18000	—	Disposed	6117355	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1201572	Indirect
Common Stock	1201572	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 November 30, 2009, as amended.

F2: The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $39.42 to $40.40 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 within the ranges set forth in footnotes (2) and (3) to this Form 4.

F3: The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $40.42 to $41.11 per share.

F4: Shares held directly by The Ken Xie 2009 Grantor Retained Annuity Trust dated September 10, 2009 for which the Reporting Person serves as trustee.

F5: Shares held directly by The Winnie Hiu-Yin Lee 2009 Grantor Retained Annuity Trust dated September 10, 2009 for which the Reporting Person's spouse serves as trustee.