SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Taxay Marc

(Last)

(First)

(Middle)

5453 GREAT AMERICA PARKWAY

(Street)

SANTA CLARA

95054

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/13/2016

3. Issuer Name and Ticker or Trading Symbol
Arista Networks, Inc. [ t@net5wks ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP and General Counsel

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	467	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-qualified Stock Option (Right to Buy)⁽¹⁾	02/19/2014	03/10/2023	Common Stock	30,000	$7.76	D
Non-qualified Stock Option (Right to Buy)⁽¹⁾	12/01/2014	04/18/2023	Common Stock	10,000	$7.76	D
Non-qualified Stock Option (Right to Buy)⁽³⁾	04/28/2016	04/07/2026	Common Stock	15,000	$65.01	D
Non-qualified Stock Option (Right to Buy)⁽²⁾	05/01/2016	01/12/2024	Common Stock	10,000	$22.49	D
Non-qualified Stock Option (Right to Buy)⁽²⁾	05/01/2016	02/10/2024	Common Stock	10,000	$30.67	D
Non-qualified Stock Option (Right to Buy)⁽³⁾	04/01/2017	02/11/2026	Common Stock	10,000	$56.24	D
Non-qualified Stock Option (Right to Buy)⁽²⁾	12/01/2017	12/15/2024	Common Stock	10,000	$68.34	D
Non-qualified Stock Option (Right to Buy)⁽²⁾	12/01/2017	09/10/2025	Common Stock	10,000	$64.46	D
Restrict Stock Unit	⁽⁴⁾	⁽⁴⁾	Common Stock	24,000	⁽⁴⁾	D
Restricted Stock Unit	⁽⁶⁾	⁽⁶⁾	Common Stock	12,000	⁽⁶⁾	D
Restricted Stock Unit	⁽⁵⁾	⁽⁵⁾	Common Stock	4,000	⁽⁵⁾	D

Explanation of Responses:

1. 1/4th of the shares subject to the option shall vest and become exercisable on the Date Exercisable set forth above and 1/48th of the shares subject to the option shall vest each month thereafter.

2. 1/5th of the shares subject to the option shall vest and become exercisable on the Date Exercisable set forth above and 1/60th of the shares subject to the option shall vest monthly thereafter.

3. 1/60th of the shares subject to the option shall vest and become exercisable on the Date Exercisable set forth above and vest monthly over five years.

4. Twenty-five percent (25%) of the restricted Stock Unit will vest on May 20, 2016 and six and one-quarter (6.25%) of the award will vest every quarter on each quarterly vest date thereafter. A quarterly vest date is the first market trading day on or after Febraury 20, May 20, August 20, or November 20 of each year.

5. Six and one-quarter percent (6.25%) of the restricted Stock Unit will vest on February 20, 2017 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.

6. Five percent (5%) of the restricted Stock Unit will vest on May 20, 2016 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.

	Marc Taxay	04/25/2016
	** 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 5 (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.
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