CTO and SVP Software Eng. Duda Kenneth exercised 30,000 shares at a strike of $3.52 and sold $5,164,868 worth of shares (56,000 units at $92.23) (SEC Form 4)
$ANET
Computer Communications Equipment
Telecommunications
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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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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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Arista Networks, Inc. [ ANET ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/17/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 06/17/2025 | M(1) | 30,000 | A | $3.515 | 42,976 | D | |||
| Common Stock | 06/17/2025 | S(1) | 8,050 | D | $90.6563(2) | 34,926 | D | |||
| Common Stock | 06/17/2025 | S(1) | 8,716 | D | $91.6564(3) | 26,210 | D | |||
| Common Stock | 06/17/2025 | S(1) | 3,743 | D | $92.9439(4) | 22,467 | D | |||
| Common Stock | 06/17/2025 | S(1) | 7,309 | D | $93.6547(5) | 15,158 | D | |||
| Common Stock | 06/17/2025 | S(1) | 2,182 | D | $94.327(6) | 12,976 | D | |||
| Common Stock | 06/17/2025 | S(7) | 4,293 | D | $90.6563(2) | 1,250,875 | I | By Childrens' Trust(8) | ||
| Common Stock | 06/17/2025 | S(7) | 4,649 | D | $91.6564(3) | 1,246,226 | I | By Childrens' Trust(8) | ||
| Common Stock | 06/17/2025 | S(7) | 1,997 | D | $92.9439(4) | 1,244,229 | I | By Childrens' Trust(8) | ||
| Common Stock | 06/17/2025 | S(7) | 3,898 | D | $93.6547(5) | 1,240,331 | I | By Childrens' Trust(8) | ||
| Common Stock | 06/17/2025 | S(7) | 1,163 | D | $94.327(6) | 1,239,168 | I | By Childrens' Trust(8) | ||
| Common Stock | 06/17/2025 | S(9) | 2,683 | D | $90.6563(2) | 599,717 | I | By Foundation(10) | ||
| Common Stock | 06/17/2025 | S(9) | 2,905 | D | $91.6564(3) | 596,812 | I | By Foundation(10) | ||
| Common Stock | 06/17/2025 | S(9) | 1,248 | D | $92.9439(4) | 595,564 | I | By Foundation(10) | ||
| Common Stock | 06/17/2025 | S(9) | 2,436 | D | $93.6547(5) | 593,128 | I | By Foundation(10) | ||
| Common Stock | 06/17/2025 | S(9) | 728 | D | $94.327(6) | 592,400 | I | By Foundation(10) | ||
| Common Stock | 750,000 | I | By GRAT JD(11) | |||||||
| Common Stock | 750,000 | I | By GRAT KD(12) | |||||||
| Common Stock | 25,615 | I | by Trust(13) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 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: 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) | $3.515 | 06/17/2025 | M(1) | 30,000 | (14) | 02/11/2026 | Common Stock | 30,000 | $0.0 | 210,000 | D | ||||
| Explanation of Responses: |
| 1. The exercise and/or sale of shares was effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on March 13, 2025. |
| 2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.01 to $90.99, 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. |
| 3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.17 to $92.16, 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 $92.17 to $93.16, 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 $93.17 to $94.16, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.1794 to $94.64, 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. |
| 7. The sale of shares was effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person for the benefit of the reporting person's children on March 13, 2025. |
| 8. These shares are held in a trust for the benefit of a Child of the reporting person for which the reporting person serves as co-trustee. The reporting person shares voting and investment control over the shares but disclaims beneficial ownership of the shares. |
| 9. The sale of shares was effected pursuant to a Rule 10b5-1 trading plan entered into on March 13, 2025 by the reporting person's 501(c) Foundation, for which the reporting person and his spouse serve as co-trustee. |
| 10. These shares are held by a 501(c) Foundation for which the reporting person and his spouse serve as co-trustee. |
| 11. Reporting person's spouse is the trustee of the Jennifer Duda Annuity Trusts. |
| 12. Reporting person is the trustee of the Kenneth Duda Annuity Trusts. |
| 13. These shares are held by a family trust for which the reporting person is co-trustee. |
| 14. 1/60th of the shares subject to the option vested and became exercisable on April 1, 2017 and 1/60th of the shares subject to the option shall vested monthly thereafter. |
| By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Kenneth Duda | 06/20/2025 | |
| ** 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 Number. | ||