Statement of Changes in Beneficial Ownership (4)
May 22 2020 - 6:38PM
Edgar (US Regulatory)
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
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1. Name and Address of Reporting Person
*
Theodosopoulos Nikos |
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)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
5453 GREAT AMERICA PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/20/2020 |
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(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 | 5/20/2020 | | M | | 437 | A | $0.0 (1) | 4360 | D | |
| Common Stock | 5/21/2020 | | M(2) | | 1250 | A | $34.12 | 5610 | D | |
| Common Stock | 5/21/2020 | | S(2) | | 536 | D | $223.5051 (3) | 5074 | D | |
| Common Stock | 5/21/2020 | | S(2) | | 556 | D | $224.8289 (4) | 4518 | D | |
| Common Stock | 5/21/2020 | | S(2) | | 268 | D | $225.7999 (5) | 4250 | D | |
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 |
| Non-Qualified Stock Option (right to buy) | $34.12 | 5/21/2020 | | M (2) | | | 1250 | (6) | 3/27/2024 | Common Stock | 1250 | $0.0 | 20000 | D | |
| Restricted Stock Unit-1 | $0.0 (1) | 5/20/2020 | | M | | | 437 | (7) | (7) | Common Stock | 437 | $0.0 | 0 | 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) | The exercise and sales reported on this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 27, 2019. |
| (3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.00 to $223.96, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.39 to $225.33, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.67 to $225.95, inclusive. The reporting person undertakes to provide Arista Networks, Inc., any security holder of Arista Networks, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (6) | 1/60th of the 25,000 shares subject to the option vest monthly from Vest Base Date over five years |
| (7) | 1/12th of the 5,240 restricted stock units awarded vested on August 20, 2017 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
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Theodosopoulos Nikos
5453 GREAT AMERICA PARKWAY
SANTA CLARA, CA 95054 | X |
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Signatures
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| By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Nikos Theodosopoulos | | 5/22/2020 |
| **Signature of Reporting Person | Date |
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