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Fortinet, Inc. Director's Dealing 2026

Feb 3, 2026

29957_dirs_2026-02-03_496e6078-ed15-4655-b0da-6975f8ea67fd.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fortinet, Inc. (FTNT)
CIK: 0001262039
Period of Report: 2026-02-01

Reporting Person: Xie Michael (N/A)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2026-02-01 Common Stock M 2030 Acquired 10209048 Direct
2026-02-01 Common Stock M 2764 Acquired 10211812 Direct
2026-02-01 Common Stock M 2243 Acquired 10214055 Direct
2026-02-01 Common Stock M 5200 Acquired 10219255 Direct
2026-02-01 Common Stock M 28823 Acquired 10248078 Direct
2026-02-01 Common Stock F 18975 $81.26 Disposed 10229103 Direct
2026-02-02 Common Stock M 324285 $16.898 Acquired 10553388 Direct
2026-02-02 Common Stock S 129378 $81.0089 Disposed 10424010 Direct
2026-02-02 Common Stock S 204282 $81.6387 Disposed 10219728 Direct
2026-02-02 Common Stock S 9446 $82.2831 Disposed 10210282 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2026-02-01 Restricted Stock Units $0 M 2030 Disposed Common Stock (2030) Direct
2026-02-01 Restricted Stock Units $0 M 2764 Disposed Common Stock (2764) Direct
2026-02-01 Restricted Stock Units $0 M 2243 Disposed Common Stock (2243) Direct
2026-02-01 Restricted Stock Units $0 M 5200 Disposed Common Stock (5200) Direct
2026-02-01 Performance Stock Units $0 M 28823 Disposed Common Stock (28823) Direct
2026-02-02 Nonqualified Stock Option (right to buy) $16.898 M 324285 Disposed 2026-02-21 Common Stock (324285) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 19825614 Indirect
Common Stock 5513505 Indirect
Common Stock 5513505 Indirect
Common Stock 7573438 Indirect
Common Stock 7573438 Indirect

Footnotes

F1: Vesting of restricted stock units ("RSUs") or performance stock units ("PSUs") previously granted to the Reporting Person.

F2: Exempt 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 in this Form 4 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.

F3: The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 10, 2024.

F4: Represents the weighted average sale price. The lowest price at which shares were sold was $80.25 and the highest price at which shares were sold was $81.245.

F5: Represents the weighted average sale price. The lowest price at which shares were sold was $81.25 and the highest price at which shares were sold was $82.24.

F6: Represents the weighted average sale price. The lowest price at which shares were sold was $82.25 and the highest price at which shares were sold was $82.36.

F7: These securities are held by the 2010 K.A. Family Trust dated May 3, 2010, for which the Reporting Person serves as a trustee.

F8: Shares held directly by the KAXX Trust under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.

F9: Shares held directly by the KAJJ Trust under The K.A. Children's Trust dated February 9, 2011, for which the Reporting Person serves as a trustee.

F10: These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person.

F11: These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person's spouse.

F12: Each RSU and PSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.

F13: 25% of the RSUs vested on February 1, 2023, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.

F14: RSUs and PSUs do not expire; they either vest or are canceled prior to the vesting date.

F15: 25% of the RSUs vested on February 1, 2024, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.

F16: 25% of the RSUs vested on February 1, 2025, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting.

F17: 25% of the RSUs vested on February 1, 2026, and the remaining 75% of the RSUs will vest in equal installments on each quarterly anniversary thereafter, until such time as the RSUs are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.

F18: 100% of the PSUs vest and settle on February 1, 2026, subject to the Reporting Person's provision of service to the Issuer on such date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement.

F19: The options are fully vested.