Statement of Changes in Beneficial Ownership (4)
24 Maio 2022 - 7:55PM
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
*
Duda Kenneth |
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) CTO and SVP Software Eng. |
(Last)
(First)
(Middle)
5453 GREAT AMERICA PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/20/2022 |
(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 | 5/20/2022 | | M | | 4000 | A | $0.0 (1) | 33367 | D | |
Common Stock | 5/20/2022 | | M | | 1500 | A | $0.0 (1) | 34867 | D | |
Common Stock | 5/20/2022 | | M | | 1252 | A | $0.0 (1) | 36119 | D | |
Common Stock | 5/20/2022 | | M | | 1752 | A | $0.0 (1) | 37871 | D | |
Common Stock | 5/20/2022 | | M | | 2664 | A | $0.0 (1) | 40535 | D | |
Common Stock | 5/20/2022 | | M | | 1428 | A | $0.0 (1) | 41963 | D | |
Common Stock | 5/20/2022 | | M | | 685 | A | $0.0 (1) | 42648 | D | |
Common Stock | 5/20/2022 | | M | | 768 | A | $0.0 (1) | 43416 | D | |
Common Stock | 5/20/2022 | | F(2) | | 6969 | D | $102.64 | 36447 | D | |
Common Stock | | | | | | | | 248462 | I | By Childrens' Trust (3) |
Common Stock | | | | | | | | 272100 | I | By Foundation (4) |
Common Stock | | | | | | | | 373056 | I | By GRAT JD (5) |
Common Stock | | | | | | | | 373056 | I | By GRAT KD (6) |
Common Stock | | | | | | | | 174386 | I | by Trust (7) |
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-10 | $0.0 (1) | 5/20/2022 | | M | | | 768 | (8) | (8) | Common Stock | 768 | $0.0 | 5344 | D | |
Restricted Stock Unit-2 | $0.0 (1) | 5/20/2022 | | M | | | 4000 | (9) | (9) | Common Stock | 4000 | $0.0 | 8000 | D | |
Restricted Stock Unit-3 | $0.0 (1) | 5/20/2022 | | M | | | 1500 | (10) | (10) | Common Stock | 1500 | $0.0 | 4500 | D | |
Restricted Stock Unit-4 | $0.0 (1) | 5/20/2022 | | M | | | 1252 | (11) | (11) | Common Stock | 1252 | $0.0 | 11248 | D | |
Restricted Stock Unit-5 | $0.0 (1) | 5/20/2022 | | M | | | 1752 | (12) | (12) | Common Stock | 1752 | $0.0 | 15748 | D | |
Restricted Stock Unit-6 | $0.0 (1) | 5/20/2022 | | M | | | 2664 | (13) | (13) | Common Stock | 2664 | $0.0 | 29316 | D | |
Restricted Stock Unit-7 | $0.0 (1) | 5/20/2022 | | M | | | 1428 | (14) | (14) | Common Stock | 1428 | $0.0 | 19984 | D | |
Restricted Stock Unit-9 | $0.0 (1) | 5/20/2022 | | M | | | 685 | (15) | (15) | Common Stock | 685 | $0.0 | 4767 | 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) | 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. |
(4) | These shares are held by a 501(c) Foundation for which the reporting person and his spouse serve as co-trustee. |
(5) | Reporting person's spouse is the trustee of the Jennifer Duda Annuity Trusts. |
(6) | Reporting person is the trustee of the Kenneth Duda Annuity Trusts. |
(7) | These shares are held by a family trust for which the reporting person is co-trustee. |
(8) | 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. |
(9) | Five percent (5%) of the restricted stock units awarded vested on February 20, 2018 and five percent (5%) of the award will continue to vest 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. |
(10) | 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. |
(11) | 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. |
(12) | 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. |
(13) | 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. |
(14) | 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. |
(15) | 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 |
Duda Kenneth 5453 GREAT AMERICA PARKWAY SANTA CLARA, CA 95054 |
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| CTO and SVP Software Eng. |
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Signatures
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By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Kenneth Duda | | 5/24/2022 |
**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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