Sec Form 3 Filing - Perche Patrice @ Fortinet, Inc. - 2022-04-14

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Perche Patrice 2. Issuer Name and Ticker or Trading Symbol Fortinet, Inc. [ FTNT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Revenue Off./EVP Supp. (Last) (First) (Middle) C/O FORTINET, INC., 899 KIFER ROAD 3. Date of Earliest Transaction (MM/DD/YY) 04/14/2022 (Street) SUNNYVALE, CA94086 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 23,423 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 84.49 ( 1 ) 02/21/2026 Common Stock 33,594 D Stock Option (right to buy) $ 114.48 ( 2 ) 02/21/2027 Common Stock 36,549 D Stock Option (right to buy) $ 171.93 ( 3 ) 02/19/2028 Common Stock 35,766 D Stock Option (right to buy) $ 310.54 ( 4 ) 02/17/2029 Common Stock 18,147 D Stock Option (right to buy) $ 49.06 ( 5 ) 02/20/2025 Common Stock 10,417 D Restricted stock units $ 0( 8 ) ( 6 ) ( 7 ) Common Stock 6,049 D Restricted stock units $ 0( 8 ) ( 9 ) ( 7 ) Common Stock 8,942 D Restricted stock units $ 0( 8 ) ( 10 ) ( 7 ) Common Stock 6,092 D Restricted stock units $ 0( 8 ) ( 11 ) ( 7 ) Common Stock 2,800 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Perche Patrice C/O FORTINET, INC. 899 KIFER ROAD SUNNYVALE, CA94086 Chief Revenue Off./EVP Supp. Signatures /s/ Robert Turner, by power of attorney 04/25/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )1/4 of the shares subject to the option vested on February 21, 2020 and 1/48 of the shares subject to the option will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. ( 2 )1/4 of the shares subject to the option vested on February 21, 2021 and 1/48 of the shares subject to the option will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. ( 3 )1/4 of the shares subject to the option vested on February 19, 2022, and 1/48 of the shares subject to the option will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. ( 4 )1/4 of the shares subject to the option will vest on February 17, 2023, and 1/48 of the shares subject to the option will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. ( 5 )Of the original 20,000 options granted to the Reporting Person, 9,583 options have been exercised and 10,417 options remain outstanding. 1/4 of the shares subject to the option vested on February 20, 2019 and 1/48 of the shares subject to the option will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. ( 6 )25% of the RSUs will vest 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 vesting. ( 7 )RSUs do not expire; they either vest or are canceled prior to the vesting date. ( 8 )Each RSU represents a contingent right to receive one share of the Issuer's common stock. ( 9 )Of the original 11,922 RSUs granted to the Reporting Person, 2,980 RSUs have vested and 8,942 RSUs remain outstanding. 25% of the RSUs vested on February 1, 2022, 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. ( 10 )Of the original 12,183 RSUs granted to the Reporting Person, 6,091 RSUs have vested and 6,092 RSUs remain outstanding. 25% of the RSUs vested on February 1, 2021, 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. ( < /a>11 )Of the original 11,198 RSUs granted to the Reporting Person, 8,398 RSUs have vested and 2,800 RSUs remain outstanding. 25% of the RSUs vested on February 1, 2020, 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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.