Fortinet Files Definitive Proxy Statement

TL;DR

Fortinet's proxy statement is out for shareholder votes on exec pay & board. Vote by June 13.

AI Summary

Fortinet, Inc. filed its definitive proxy statement on April 25, 2025, for its annual meeting of shareholders. The filing outlines the company's governance, executive compensation, and proposals to be voted on by shareholders. Key details regarding director nominations, auditor ratification, and other corporate matters are presented for the fiscal year ending December 31, 2024.

Why It Matters

This filing provides shareholders with crucial information to make informed voting decisions on company leadership and corporate policies, impacting the company's strategic direction and financial oversight.

Risk Assessment

Risk Level: low — This is a routine annual filing (DEF 14A) that provides information to shareholders and does not inherently introduce new risks.

Key Numbers

• 1231 — Fiscal Year End (Indicates the end of the reporting period for financial data discussed in the proxy.)

Key Players & Entities

• Fortinet, Inc. (company) — Registrant
• 0001174947-25-000618 (filing_id) — Accession Number
• 20250425 (date) — Filing Date
• 20250613 (date) — Conformed Period of Report

FAQ

From the Filing

0001174947-25-000618.txt : 20250425 0001174947-25-000618.hdr.sgml : 20250425 20250425161809 ACCESSION NUMBER: 0001174947-25-000618 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 30 CONFORMED PERIOD OF REPORT: 20250613 FILED AS OF DATE: 20250425 DATE AS OF CHANGE: 20250425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Fortinet, Inc. CENTRAL INDEX KEY: 0001262039 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] ORGANIZATION NAME: 06 Technology EIN: 770560389 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-34511 FILM NUMBER: 25874353 BUSINESS ADDRESS: STREET 1: 909 KIFER ROAD CITY: SUNNYVALE STATE: CA ZIP: 94086 BUSINESS PHONE: 408-235-7700 MAIL ADDRESS: STREET 1: 909 KIFER ROAD CITY: SUNNYVALE STATE: CA ZIP: 94086 FORMER COMPANY: FORMER CONFORMED NAME: FORTINET INC DATE OF NAME CHANGE: 20030902 DEF 14A 1 ea0239232-01.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ SCHEDULE 14A INFORMATION ________________ PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.    ) Filed by the Registrant   ☒ Filed by a Party other than the Registrant   ☐ Check the appropriate box: ☐   Preliminary Proxy Statement ☐   Confidential, for Use of the Commission Only (as permitted by Rule 14a -6 (e)(2)) ☒   Definitive Proxy Statement ☐   Definitive Additional Materials ☐   Soliciting Material Pursuant to §240.14a -12 FORTINET, INC. (Name of Registrant as Specified in Its Charter) _______________________________________________________________ (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): ☒   No fee required. ☐   Fee paid previously with preliminary materials. ☐   Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a -6 (i)(1) and 0 -11 .   Table of Contents NOTICE OF 2025 ANNUAL MEETING OF STOCKHOLDERS Dear Fortinet Stockholder: Notice is hereby given that the 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”) of Fortinet, Inc., a Delaware corporation (“Fortinet,” “we,” “us” or “our”), will be held on Friday, June 13, 2025, at 10:00 a.m. Pacific time, in a virtual -only format, for the following purposes: 1.      To elect the nine directors listed in the accompanying proxy statement to serve for a one -year term expiring at Fortinet’s 2026 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified. 2.      To ratify the appointment of Deloitte & Touche LLP as Fortinet’s independent registered public accounting firm for the fiscal year ending December 31, 2025. 3.      An advisory vote to approve named executive officer compensation. 4.      To vote on a stockholder proposal, if properly presented before the meeting. 5.      To transact such other business proposals, if properly presented before the meeting. We believe that a virtual stockholder meeting allows better access to those who may want to attend by providing for greater stockholder attendance and participation from any location around the world, and therefore we have chosen this over an in -person meeting. This approach also lowers costs and aligns with our broader sustainability goals. The preceding items of business are more fully described in the proxy statement accompanying this notice. Any action on the items of business described above may be considered at the 2025 Annual Meeting at the time and on the date specified ab