SEC Form 4
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).
X
 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*
Duda Kenneth
(Last) (First) (Middle)
5453 GREAT AMERICA PARKWAY
(Street)
SANTA CLARA CA 95054
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Arista Networks, Inc. [ ANET ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CTO and SVP Software Eng.
3. Date of Earliest Transaction (Month/Day/Year)
12/06/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 12/06/2024 M(1) 80,000 A $4.0288 92,976 D
Common Stock 12/06/2024 S(1) 4,855 D $106.0239(2) 88,121 D
Common Stock 12/06/2024 S(1) 13,250 D $106.8384(3) 74,871 D
Common Stock 12/06/2024 S(1) 24,803 D $108.2564(4) 50,068 D
Common Stock 12/06/2024 S(1) 27,977 D $108.8995(5) 22,091 D
Common Stock 12/06/2024 S(1) 8,729 D $109.7798(6) 13,362 D
Common Stock 12/06/2024 S(1) 386 D $110.6273(7) 12,976 D
Common Stock 12/06/2024 S(8) 3,885 D $106.0239(2) 1,310,715 I By Childrens' Trust(9)
Common Stock 12/06/2024 S(8) 10,600 D $106.8384(3) 1,300,115 I By Childrens' Trust(9)
Common Stock 12/06/2024 S(8) 19,842 D $108.2564(4) 1,280,273 I By Childrens' Trust(9)
Common Stock 12/06/2024 S(8) 22,382 D $108.8995(5) 1,257,891 I By Childrens' Trust(9)
Common Stock 12/06/2024 S(8) 6,983 D $109.7798(6) 1,250,908 I By Childrens' Trust(9)
Common Stock 12/06/2024 S(8) 308 D $110.6273(7) 1,250,600 I By Childrens' Trust(9)
Common Stock 12/06/2024 S(10) 971 D $106.0239(2) 697,429 I By Foundation(11)
Common Stock 12/06/2024 S(10) 2,650 D $106.8384(3) 694,779 I By Foundation(11)
Common Stock 12/06/2024 S(10) 4,961 D $108.2564(4) 689,818 I By Foundation(11)
Common Stock 12/06/2024 S(10) 5,595 D $108.8995(5) 684,223 I By Foundation(11)
Common Stock 12/06/2024 S(10) 1,746 D $109.7798(6) 682,477 I By Foundation(11)
Common Stock 12/06/2024 S(10) 77 D $110.6273(7) 682,400 I By Foundation(11)
Common Stock 626,224 I By GRAT JD(12)
Common Stock 626,224 I By GRAT KD(13)
Common Stock 524,484 I by Trust(14)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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) $4.0288 12/06/2024 M(1) 80,000 (15) (15) Common Stock 80,000 $0.0 240,000 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 14, 2024.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.49 to $106.44, 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 $106.50 to $107.49, 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 $107.50 to $108.495, 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 $108.50 to $109.45, 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 $109.51 to $110.50, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.57 to $110.74, 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.
8. 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 14, 2024.
9. 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.
10. The sale of shares was effected pursuant to a Rule 10b5-1 trading plan entered into on March 14, 2024 by the reporting person's 501(c) Foundation, for which the reporting person and his spouse serve as co-trustee.
11. These shares are held by a 501(c) Foundation for which the reporting person and his spouse serve as co-trustee.
12. Reporting person's spouse is the trustee of the Jennifer Duda Annuity Trusts.
13. Reporting person is the trustee of the Kenneth Duda Annuity Trusts.
14. These shares are held by a family trust for which the reporting person is co-trustee.
15. 1/5th of the shares subject to the option vested on Dec. 1, 2017 and 1/60th of the shares subject to the option vested each month thereafter provided that the reporting person continue to be a service provider to the Issuer as of each vest date.
By: Isabelle Bertin-Bailly, Attorney-in-Fact For: Kenneth Duda 12/10/2024
** 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.
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