Statement of Changes in Beneficial Ownership (4)
25 November 2021 - 12:50AM
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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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.
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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. |
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(Last)
(First)
(Middle)
5453 GREAT AMERICA PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/22/2021 |
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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 | 11/22/2021 | | M | | 4000 | A | $0.0 (1) | 18488 (2) | D | |
| Common Stock | 11/22/2021 | | M | | 1500 | A | $0.0 (1) | 19988 | D | |
| Common Stock | 11/22/2021 | | M | | 1252 | A | $0.0 (1) | 21240 | D | |
| Common Stock | 11/22/2021 | | M | | 1752 | A | $0.0 (1) | 22992 | D | |
| Common Stock | 11/22/2021 | | M | | 2664 | A | $0.0 (1) | 25656 | D | |
| Common Stock | 11/22/2021 | | F(3) | | 5539 | D | $128.16 | 20117 | D | |
| Common Stock | | | | | | | | 52560 | I | By Childrens' Trust (4) |
| Common Stock | | | | | | | | 228000 | I | By Foundation (5) |
| Common Stock | | | | | | | | 564072 | I | By GRAT JD (6) |
| Common Stock | | | | | | | | 564072 | I | By GRAT KD (7) |
| Common Stock | | | | | | | | 152764 | I | by Trust (8) |
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) | 11/22/2021 | | M | | | 4000 | (9) | (9) | Common Stock | 4000 | $0.0 | 16000 | D | |
| Restricted Stock Unit-3 | $0.0 (1) | 11/22/2021 | | M | | | 1500 | (10) | (10) | Common Stock | 1500 | $0.0 | 7500 | D | |
| Restricted Stock Unit-4 | $0.0 (1) | 11/22/2021 | | M | | | 1252 | (11) | (11) | Common Stock | 1252 | $0.0 | 13748 | D | |
| Restricted Stock Unit-5 | $0.0 (1) | 11/22/2021 | | M | | | 1752 | (12) | (12) | Common Stock | 1752 | $0.0 | 19248 | D | |
| Restricted Stock Unit-6 | $0.0 (1) | 11/22/2021 | | M | | | 2664 | (13) | (13) | Common Stock | 2664 | $0.0 | 34644 | 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) | On November 18, 2021, the issuer completed a four-for-one stock split of the issuer's common stock. All amounts have been adjusted to give effect to this stock split. |
| (3) | Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units. |
| (4) | 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. |
| (5) | These shares are held by a 501(c) Foundation for which the reporting person and his spouse serve as co-trustee. |
| (6) | Reporting person's spouse is the trustee of the Jennifer Duda Annuity Trusts. |
| (7) | Reporting person is the trustee of the Kenneth Duda Annuity Trusts. |
| (8) | These shares are held by a family trust for which the reporting person is co-trustee. |
| (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. |
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 | | 11/24/2021 |
| **Signature of Reporting Person | Date |
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