Fortinet, Inc. — fact timeline

Fortinet, Inc. shareholders approved Advisory vote on the compensation of Fortinet's named executive officers. at the 2026-06-12 meeting.

“Proposal Three - Advisory Vote on the Compensation of Fortinet’s Named Executive Officers. Fortinet’s stockholders cast their votes with respect to the advisory vote on Fortinet’s named executive officer compensation as follows: Votes For Votes Against Abstentions Broker Non-Votes 506,869,004 64,560,858 586,246 73,355,332”

Fortinet, Inc. shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered accounting firm for fiscal year ending December 31, 2026. at the 2026-06-12 meeting.

“Proposal Two - Ratification of Appointment of Independent Registered Public Accounting Firm. Fortinet’s stockholders ratified the appointment of Deloitte & Touche LLP as Fortinet’s independent registered accounting firm for the fiscal year ending December 31, 2026 by the following votes: Votes For Votes Against Abstentions 604,142,871 40,813,457 415,112”

Fortinet, Inc. shareholders approved Election of nine directors to Fortinet's Board of Directors, each to serve for a one-year term expiring at the 2027 Annual Meeting of Stockholders and until such director's successor is elected and qualified. at the 2026-06-12 meeting.

“Proposal One - Election of Directors. Fortinet’s stockholders approved the election of nine directors to Fortinet’s Board of Directors, each to serve for a one-year term expiring at the 2027 Annual Meeting of Stockholders and until such director’s successor is elected and qualified, by the following votes: Nominee Votes For Votes Against Abstentions Broker Non-Votes Ken Xie 529,845,773 42,170,335 0 73,355,332 Michael Xie 567,230,046 4,786,062 0 73,355,332 Kenneth A. Goldman 483,789,941 88,226,167 0 73,355,332 Ming Hsieh 501,896,064 70,120,044 0 73,355,332 Jean Hu 571,412,763 603,345 0 73,355,332 Janet Napolitano 570,789,627 1,226,481 0 73,355,332 Judith Sim 532,383,923 39,632,185 0 73,355,332 Admiral James Stavridis (Ret) 527,197,202 44,818,906 0 73,355,332 Derek Kan 569,411,608 2,604,500 0 73,355,332”

Fortinet, Inc. reported first quarter ended March 31, 2026 results: revenue $1.85 billion, EPS $0.72. Guidance raised.

“Fortinet Reports Strong First Quarter 2026 Financial Results Exceeds high end of first quarter guidance on revenue and profitability Raises 2026 revenue guidance to 15% year over year growth Highlights • Revenue grew 20% year over year to $1.85 billion • Product revenue grew 41% year over year to $645 million • Billings grew 31% year over year to $2.09 billion 1 • GAAP operating margin of 31% • Non-GAAP operating margin of 36% 1 • GAAP earnings per share grew 29% year over year to $0.72 • Non-GAAP earnings per share grew 41% year over year to $0.82 1 • Record operating cash flow of $1.08 billion • Record free cash flow of $1.01 billion”

Christiane Ohlgart was appointed as Chief Financial Officer at Fortinet, Inc..

“the Board of Directors (the “Board”) of the Company appointed Ms. Ohlgart to serve as the Company’s Chief Financial Officer (including as its Principal Financial Officer), effective as of the Retirement.”

Keith Jensen retired as Chief Financial Officer at Fortinet, Inc..

“Keith Jensen, the Company’s Chief Financial Officer, age 66, had notified the Company that he intended to retire on May 15, 2025”

Christiane Ohlgart was appointed as Chief Financial Officer at Fortinet, Inc..

“Effective as of and contingent upon the Retirement, the Company intends to appoint Christiane Ohlgart, age 57, to serve as Chief Financial Officer of the Company (including as its Principal Financial Officer).”

Keith Jensen retired as Chief Financial Officer at Fortinet, Inc..

“On February 4, 2025, Keith Jensen, Fortinet’s Chief Financial Officer, age 66, notified the Company that he intends to retire on May 15, 2025”

Janet Napolitano was appointed as Director at Fortinet, Inc..

“On November 6, 2024, the Board of Directors (the “Board”) of Fortinet, Inc. (the “Company”) increased the size of the Board from nine to ten directors and filled the newly created vacancy on the Board by appointing Janet Napolitano to join the Board as a director, in each case, effective November 7, 2024.”

Fortinet, Inc. reported first quarter ended March 31, 2024 results: revenue Total revenue was $1.35 billion, net income GAAP net income was $299.3 million, EPS GAAP diluted net income per share was $0.39.

“Fortinet Reports First Quarter 2024 Financial Results First Quarter 2024 Highlights • Total revenue of $1.35 billion, up 7% year over year”

Christiane Ohlgart was appointed as Chief Accounting Officer at Fortinet, Inc..

“the Company appointed Christiane Ohlgart, age 56, to serve as Chief Accounting Officer of the Company (including as its Principal Accounting Officer), effective March 18, 2024.”

Fortinet, Inc. reported the fourth quarter and year ended December 31, 2023 results: revenue $1.42 billion, EPS $0.40.

“ftntq4-2023ex991.htm PRESS RELEASE Document Press Release Fortinet Reports Fourth Quarter and Full Year 2023 Financial Results Fourth Quarter 2023 Highlights • Total revenue of $1.42 billion, up 10.3% year over year • Billings of $1.86 billion, up 8.5% year over year 1 • GAAP operating income of $385 million • Non-GAAP operating income of $454 million 1 • GAAP”

John Whittle was appointed as Chief Operating Officer at Fortinet, Inc..

“On January 15, 2024, John Whittle was appointed the Chief Operating Officer of Fortinet, Inc. (“Fortinet”).”

Patrice Perche departed as Chief Revenue Officer and Executive Vice President of Support at Fortinet, Inc..

“On November 28, 2023, Patrice Perche, Fortinet’s Chief Revenue Officer and Executive Vice President of Support, age 61 years old, notified Fortinet, Inc. (the “Company”) that he intends to retire in mid-2024 after approximately 19 years of service in various roles at the Company.”

Fortinet, Inc. reported the fiscal year 2023 results: revenue Revenue in the range of $5.270 billion to $5.330 billion, EPS $1.54 to $1.56. Guidance initiated.

“For the fiscal year 2023, Fortinet currently expects: • Revenue in the range of $5.270 billion to $5.330 billion • Service revenue in the range of $3.355 billion to $3.375 billion • Billings in the range of $6.095 billion to $6.235 billion • Non-GAAP gross margin in the range of 76.0% to 77.0% • Non-GAAP operating margin in the range of 26.5% to 27.5% • Diluted non-GAAP net income per share attributable to Fortinet, Inc. in the range of $1.54 to $1.56”

Fortinet, Inc. reported the fourth quarter of 2023 results: revenue Revenue in the range of $1.380 billion to $1.440 billion, EPS $0.42 to $0.44. Guidance initiated.

“For the fourth quarter of 2023, Fortinet currently expects: • Revenue in the range of $1.380 billion to $1.440 billion • Billings in the range of $1.560 billion to $1.700 billion • Non-GAAP gross margin in the range of 75.5% to 76.5% • Non-GAAP operating margin in the range of 27.5% to 28.5% • Diluted non-GAAP net income per share attributable to Fortinet, Inc. in the range of $0.42 to $0.44”

Fortinet, Inc. reported the third quarter ended September 30, 2023 results: revenue $1.33 billion, net income $322.9 million, EPS $0.41.

“--- EX-99.1 2 ftntq3-2023ex991.htm PRESS RELEASE Document Press Release Fortinet Reports Third Quarter 2023 Financial Results Third Quarter 2023 Highlights • Total revenue of $1.33 billion, up 16% year over year • Service revenue of $868.7 million, up 28% year over year • Billings of $1.49 billion, up 6% year over year 1 • Deferred revenue of $5.29 billion, up 26%”

Fortinet, Inc. reported the second quarter ended June 30, 2023 results: revenue $1.29 billion, net income $266.3 million, EPS $0.33. Guidance initiated.

“Results Second Quarter 2023 Highlights • Product revenue of $472.6 million, up 18% year over year • Service revenue of $820.2 million, up 30% year over year • Total revenue of $1.29 billion, up 26% year over year • Billings of $1.54 billion, up 18% year over year 1 • Deferred revenue of $5.13 billion, up 30% year over year • GAAP operating income of $279.0 million,”

Fortinet, Inc.: Restated Bylaws became effective to remove the supermajority voting requirement (effective 2023-06-21).

“The Board previously also approved amended and restated bylaws (the “Restated Bylaws”), which became effective upon the effectiveness of the Majority Voting Amendment. The Restated Bylaws remove the supermajority voting requirement in Fortinet’s current amended and restated bylaws.”

Fortinet, Inc.: Stockholders approved an amendment to permit exculpation of officers from personal liability for certain breaches of the duty of care (Officer Exculpation Amendment) (effective 2023-06-21).

“the adoption of an amendment to the Current Certificate to permit the exculpation of officers by Fortinet from personal liability for certain breaches of the duty of care (the “Officer Exculpation Amendment")”

Fortinet, Inc.: Stockholders approved an amendment to remove the supermajority voting requirement from the certificate of incorporation (Majority Voting Amendment) (effective 2023-06-21).

“Fortinet’s stockholders approved (i) the adoption of an amendment to Fortinet’s amended and restated certificate of incorporation (the “Current Certificate”) to remove the supermajority voting requirement (the “Majority Voting Amendment")”

Fortinet, Inc. shareholders approved Adoption of amendment to certificate of incorporation to permit the exculpation of officers by Fortinet from personal liability for certain breaches of the duty of care.

“Fortinet’s stockholders approved the adoption of the Officer Exculpation Amendment by the following votes:”

Fortinet, Inc. shareholders approved Adoption of amendment to certificate of incorporation to remove the supermajority voting requirement.

“Fortinet’s stockholders approved the adoption of the Majority Voting Amendment by the following votes:”

Fortinet, Inc. shareholders approved Advisory vote on the frequency of future advisory votes on named executive officer compensation.

“Fortinet’s stockholders cast their votes with respect to the advisory vote on the frequency of future advisory votes on named executive officer compensation by the following votes:”

Fortinet, Inc. shareholders approved Advisory vote on named executive officer compensation.

“Fortinet’s stockholders cast their votes with respect to the advisory vote on Fortinet’s named executive officer compensation as follows:”

Fortinet, Inc. shareholders approved Ratification of appointment of Deloitte & Touche LLP as Fortinet’s independent registered accounting firm for the fiscal year ending December 31, 2023 at the 2023-12-31 meeting.

“Fortinet’s stockholders ratified the appointment of Deloitte & Touche LLP as Fortinet’s independent registered accounting firm for the fiscal year ending December 31, 2023 by the following votes:”

Fortinet, Inc. shareholders approved Election of eight directors, each to serve for a one-year term expiring at the 2024 Annual Meeting of Stockholders.

“Fortinet’s stockholders approved the election of eight directors to Fortinet’s Board of Directors, each to serve for a one-year term expiring at the 2024 Annual Meeting of Stockholders and until such director’s successor is elected and qualified, by the following votes:”

Fortinet, Inc. reported first quarter ended March 31, 2023 results: revenue $1.26 billion, net income $247.7 million, EPS $0.31. Guidance initiated.

“Results First Quarter 2023 Highlights • Product revenue of $500.7 million, up 35% year over year • Service revenue of $761.6 million, up 30% year over year • Total revenue of $1.26 billion, up 32% year over year • Billings of $1.50 billion, up 30% year over year 1 • Deferred revenue of $4.88 billion, up 33% year over year • GAAP operating income of $273.5 million,”

Fortinet, Inc.: Amended and restated bylaws to adopt universal proxy rules, update advance notice provisions, change notice period to 90-120 days before anniversary of annual meeting, and make other conforming changes (effective 2023-02-05).

“On February 5, 2023, in connection with the effectiveness of new Securities and Exchange Commission rules regarding universal proxy cards, certain recent changes to the Delaware General Corporation Law (the “DGCL”) and a periodic review of the bylaws of Fortinet Inc. (“Fortinet”), Fortinet’s board of directors approved and adopted Fortinet’s amended and restated bylaws (the “Amended and Restated Bylaws”).”

Fortinet, Inc. reported the year ended December 31, 2022 results: revenue $4.42 billion, net income $857.3 million, EPS $1.06.

“Revenue: Total revenue was $4.42 billion for 2022, an increase of 32.2% compared to $3.34 billion in 2021. • Billings 1 : Total billings were $5.59 billion for 2022, an increase of 33.8% compared to $4.18 billion in 2021. • Deferred Revenue: Total deferred revenue was $4.64 billion as of December 31, 2022, an increase of 34.4% compared to $3.45 billion as of December 31, 2021. • GAAP Operating Income and Margin: GAAP operating income was $969.6 million for 2022, representing a GAAP operating margin of 21.9%. GAAP operating income was $650.4 million for 2021, representing a GAAP operating margin of 19.5%. • Non-GAAP Operating Income and Margin 1 : Non-GAAP operating income was $1.21 billion for 2022, representing a non-GAAP operating margin of 27.3%. Non-GAAP operating income was $875.5 million for 2021, representing a non-GAAP operating margin of 26.2%. • GAAP Net Income and Diluted Net Income Per Share Attributable to Fortinet, Inc. 2 : GAAP net income was $857.3 million for 2022, com”

Fortinet, Inc. reported the fourth quarter ended December 31, 2022 results: revenue $1.28 billion, net income $313.8 million, EPS $0.40.

“Revenue: Total revenue was $1.28 billion for the fourth quarter of 2022, an increase of 33.1% compared to $963.6 million for the same quarter of 2021. • Billings 1 : Total billings were $1.72 billion for the fourth quarter of 2022, an increase of 31.6% compared to $1.31 billion for the same quarter of 2021. • GAAP Operating Income and Margin: GAAP operating income was $357.8 million for the fourth quarter of 2022, representing a GAAP operating margin of 27.9%. GAAP operating income was $214.9 million for the same quarter of 2021, representing a GAAP operating margin of 22.3%. • Non-GAAP Operating Income and Margin 1 : Non-GAAP operating income was $417.6 million for the fourth quarter of 2022, representing a non-GAAP operating margin of 32.5%. Non-GAAP operating income was $274.7 million for the same quarter of 2021, representing a non-GAAP operating margin of 28.5%. • GAAP Net Income and Diluted Net Income Per Share Attributable to Fortinet, Inc. 2 : GAAP net income was $313.8 million”

Fortinet, Inc. reported fiscal year 2022 results: revenue $4.410 billion to $4.450 billion, EPS $1.13 to $1.15.

“For the fiscal year 2022, Fortinet currently expects: • Revenue in the range of $4.410 billion to $4.450 billion • Service revenue in the range of $2.645 billion to $2.655 billion • Billings in the range of $5.540 billion to $5.595 billion • Non-GAAP gross margin in the range of 75.0% to 76.0% • Non-GAAP operating margin in the range of 26.0% to 27.0% • Diluted non-GAAP net income per share attributable to Fortinet, Inc. in the range of $1.13 to $1.15, assuming a non-GAAP effective tax rate of 17%. This assumes a diluted share count of 800 million to 810 million.”

Fortinet, Inc. reported fourth quarter of 2022 results: revenue $1.275 billion to $1.315 billion, EPS $0.38 to $0.40.

“Guidance For the fourth quarter of 2022, Fortinet currently expects: • Revenue in the range of $1.275 billion to $1.315 billion • Billings in the range of $1.665 billion to $1.720 billion • Non-GAAP gross margin in the range of 75.0% to 76.0% • Non-GAAP operating margin in the range of 30.0% to 31.0% • Diluted non-GAAP net income per share attributable to Fortinet, Inc. in the range of $0.38 to $0.40, assuming a non-GAAP effective tax rate of 17%. This assumes a diluted share count of 795 million to 805 million.”

Fortinet, Inc. reported third quarter ended September 30, 2022 results: revenue $1.15 billion, net income $231.6 million, EPS $0.29.

“Financial Highlights for the Third Quarter of 2022 • Revenue: Total revenue was $1.15 billion for the third quarter of 2022, an increase of 32.6% compared to $867.2 million for the same quarter of 2021. • Product Revenue: Product revenue was $468.7 million for the third quarter of 2022, an increase of 39.0% compared to $337.1 million for the same quarter of 2021. • Service Revenue: Service revenue was $680.8 million for the third quarter of 2022, an increase of 28.4% compared to $530.1 million for the same quarter of 2021. • Billings 1 : Total billings were $1.41 billion for the third quarter of 2022, an increase of 32.6% compared to $1.06 billion for the same quarter of 2021. • Deferred Revenue: Total deferred revenue was $4.19 billion as of September 30, 2022, an increase of 35.0% compared to $3.11 billion as of September 30, 2021. • GAAP Operating Income and Margin: GAAP operating income was $265.5 million for the third quarter of 2022, representing a GAAP operating margin of 23.1%.”

Kelly Ducourty departed as Director at Fortinet, Inc..

“On April 28, 2022, Kelly Ducourty notified the Board of Directors (the “Board”) of Fortinet Inc. (“Fortinet”) of her decision not to stand for reelection to the Board at Fortinet’s Annual Meeting of Stockholders to be held on June 17, 2022 (the “Annual Meeting”).”

James Stavridis was appointed as director at Fortinet, Inc..

“filled the newly created vacancy on the Board by appointing Admiral James Stavridis to join the Board as a director, in each case, effective October 22, 2021.”