Statement of Changes in Beneficial Ownership (4)
November 23 2022 - 05:21PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
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1. Name and Address of Reporting Person
*
McCool John F |
2. Issuer Name and Ticker or Trading Symbol
Arista Networks, Inc.
[
ANET
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Platform Officer |
(Last)
(First)
(Middle)
5453 GREAT AMERICA PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/21/2022 |
(Street)
SANTA CLARA, CA 95054
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 11/21/2022 | | M | | 1000 | A | $0.0 (1) | 1332 | I | by Trust (2) |
Common Stock | 11/21/2022 | | M | | 752 | A | $0.0 (1) | 2084 | I | by Trust (2) |
Common Stock | 11/21/2022 | | M | | 1252 | A | $0.0 (1) | 3336 | I | by Trust (2) |
Common Stock | 11/21/2022 | | M | | 1452 | A | $0.0 (1) | 4788 | I | by Trust (2) |
Common Stock | 11/21/2022 | | M | | 736 | A | $0.0 (1) | 5524 | I | by Trust (2) |
Common Stock | 11/21/2022 | | M | | 435 | A | $0.0 (1) | 5959 | I | by Trust (2) |
Common Stock | 11/21/2022 | | M | | 488 | A | $0.0 (1) | 6447 | I | by Trust (2) |
Common Stock | 11/21/2022 | | F(3) | | 3033 | D | $134.61 | 3414 | I | by Trust (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
Restricted Stock Unit-2 | $0.0 (1) | 11/21/2022 | | M | | | 1000 | (4) | (4) | Common Stock | 1000 | $0.0 | 1000 | D | |
Restricted Stock Unit-3 | $0.0 (1) | 11/21/2022 | | M | | | 752 | (5) | (5) | Common Stock | 752 | $0.0 | 5248 | D | |
Restricted Stock Unit-4 | $0.0 (1) | 11/21/2022 | | M | | | 1252 | (6) | (6) | Common Stock | 1252 | $0.0 | 8748 | D | |
Restricted Stock Unit-5 | $0.0 (1) | 11/21/2022 | | M | | | 1452 | (7) | (7) | Common Stock | 1452 | $0.0 | 13096 | D | |
Restricted Stock Unit-6 | $0.0 (1) | 11/21/2022 | | M | | | 736 | (8) | (8) | Common Stock | 736 | $0.0 | 8820 | D | |
Restricted Stock Unit-8 | $0.0 (1) | 11/21/2022 | | M | | | 435 | (9) | (9) | Common Stock | 435 | $0.0 | 2192 | D | |
Restricted Stock Unit-9 | $0.0 (1) | 11/21/2022 | | M | | | 488 | (10) | (10) | Common Stock | 488 | $0.0 | 2456 | 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) | These shares are held by a family trust for which the reporting person is co-trustee. |
(3) | Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units. |
(4) | Six and one-quarter percent (6.25%) of the restricted stock units awarded vested on May 20, 2019 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. |
(5) | Six and one-quarter percent (6.25%) of the restricted stock units awarded vested on November 20, 2020 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, and November 20 of each year. |
(6) | Six and one-quarter percent (6.25%) of the restricted stock units awarded vested on November 20, 2020 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, and November 20 of each year. |
(7) | Six and one-quarter percent (6.25%) of the restricted stock units awarded vested on May 20, 2021 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, and November 20 of each year. |
(8) | Six and one-quarter percent (6.25%) of the restricted stock units awarded will vest on February 20, 2022 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, and November 20 of each year. |
(9) | This performance stock award was granted in the first quarter of 2021 and was earned based on attainment of certain performance conditions. The award vests 1/3 on February 22, 2022, and will continue to vest quarterly over 2 years. A quarterly vest date is the first market trading day on or after February 20, May 20, August 20, and November 20 of each year. |
(10) | This performance stock award was granted in the first quarter of 2021 and was earned based on attainment of certain performance conditions. The award vests 1/3 on February 22, 2022, and will continue to vest quarterly over 2 years. A quarterly vest date is the first market trading day on or after February 20, May 20, August 20, and November 20 of each year. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
McCool John F 5453 GREAT AMERICA PARKWAY SANTA CLARA, CA 95054 |
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| Chief Platform Officer |
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Signatures
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By: Isabelle Bertin-Bailly, Attorney-in-Fact For: John F. McCool | | 11/23/2022 |
**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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