X0306 4 2019-07-31 0 0001327567 Palo Alto Networks Inc PANW 0001468233 Arora Nikesh C/O PALO ALTO NETWORKS INC. 3000 TANNERY WAY SANTA CLARA CA 95054 1 1 0 0 Chief Executive Officer Common Stock 2019-07-31 4 A 0 48556 0.00 A 412912 D Common Stock 2019-07-31 4 A 0 48556 0.00 A 461468 D Common Stock 2019-07-31 4 A 0 1655 0.00 A 463123 D Each share is represented by a restricted stock unit ("RSU"). One-twelfth (1/12) of the shares will vest on September 7, 2019 and one-twelfth (1/12) of the shares shall vest quarterly thereafter, in each case, subject to the Reporting Person continuing to be a Service Provider through each vesting date. Each share is represented by a performance-based restricted stock unit ("PSU"). The number of shares reported is at the target award amount. The Reporting Person may potentially earn from 75% to 100% of one-third (1/3) the total target award amount each year based on the achievement, if any, of the performance criteria at the end of each annual performance period over a three year period. The actual award earned shall be determined upon certification by the Issuer's Compensation Committee. If earned, the eligible PSUs from each performance period will vest on each of October 20, 2020, October 20, 2021, and October 20, 2022, subject to the Reporting Person continuing to be a Service Provider through each vesting date. Each share is represented by an RSU. One-fourth (1/4) of the RSUs will vest quarterly over a one year period, subject to the Reporting Person continuing to be a Service Provider through each vesting date. /s/ Jeff True, Attorney-in-Fact for Nikesh Arora 2019-08-02