Fortinet, Inc. — Director's Dealing 2012

May 16, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FORTINET INC (FTNT)
CIK: 0001262039
Period of Report: 2012-05-15

Reporting Person: Xie Michael (Director, VP, Engineering & CTO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-15	Common Stock	S	50000	$24.0848	Disposed	7151000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2341055	Indirect
Common Stock	2341055	Indirect
Common Stock	1317890	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 February 13, 2012.

F2: The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $23.81 to $24.29 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: Shares held directly by the Michael Xie Grantor Retained Annuity Trust dated February 9, 2011 for which the Reporting Person serves as a trustee.

F4: Shares held directly by the Danke Wu Grantor Retained Annuity Trust dated February 9, 2011 for which the Reporting Person serves as a trustee.

F5: Shares held directly by the 2010 K.A. Family Trust dated May 3, 2010 for which the Reporting Person serves as a trustee.