FORM 4
[ ] 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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Taxay Marc
2. Issuer Name and Ticker or Trading Symbol

Arista Networks, Inc. [ ANET ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP and General Counsel
(Last)          (First)          (Middle)

5453 GREAT AMERICA PARKWAY
3. Date of Earliest Transaction (MM/DD/YYYY)

11/21/2016
(Street)

SANTA CLARA, CA 95054
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   11/21/2016     M    1500   A $0.0   (1) 7575   D    
Common Stock   11/21/2016     M    600   A $0.0   (1) 8175   D    
Common Stock   11/21/2016     F    1095   (2) D $94.48   7080   D    
Common Stock   11/21/2016     M (3)    7083   A $7.76   14163   D    
Common Stock   11/21/2016     M (3)    917   A $22.49   15080   D    
Common Stock   11/21/2016     S (3)    8000   D $90.0   7080   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Non-Qualified Stock Option (right to buy)   $7.76   11/21/2016     M   (3)       7083      (4) 4/18/2023   Common Stock   7083   $0.0   2917   D    
Non-Qualified Stock Option (right to buy)   $22.49   11/21/2016     M   (3)       917      (5) 1/12/2024   Common Stock   917   $0.0   9083   D    
Restricted Stock Unit-1   $0.0   (1) 11/21/2016     M         1500      (6)   (6) Common Stock   1500   $0.0   15000   D    
Restricted Stock Unit-3   $0.0   (1) 11/21/2016     M         600      (7)   (7) Common Stock   600   $0.0   10200   D    

Explanation of Responses:
( 1)  Each restricted stock unit represents a contingent right to receive one share of Arista Networks, Inc. Common Stock upon vesting.
( 2)  Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units.
( 3)  The exercise and sale of shares was effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on September 13, 2016.
( 4)  1/4th of the 10,000 shares subject to the option shall vest and become exercisable on December 1, 2014 and 1/48th of the shares subject to the option shall vest each month thereafter.
( 5)  1/5th of the 10,000 shares subject to the option shall vest and become exercisable on May 1, 2016 and 1/60th of the shares subject to the option shall vest each month thereafter.
( 6)  The reporting person was granted 24,000 restricted stock units on April 21, 2015. Twenty-five percent (25%) of the restricted stock units vested on May 20, 2016 and will continue to vest at a rate of six and one-quarter percent (6.25%) on each quarterly vest date thereafter. A quarterly vest date is the first market trading day on or after February 20, May 20, August 20 or November 20 of each year.
( 7)  The reporting person was granted 12,000 restricted stock units on April 8, 2016. Five percent (5%) of the restricted stock units vested on May 20, 2016 and will continue to vest at the same rate on each quarterly vest date thereafter. A quarterly vest date is the first market trading day on or after February 20, May 20, August 20 or November 20 of each year.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Taxay Marc
5453 GREAT AMERICA PARKWAY
SANTA CLARA, CA 95054


SVP and General Counsel

Signatures
By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Marc Taxay 11/23/2016
** Signature of Reporting Person Date


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 control number.
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