LEAD PLAINTIFF DEADLINE IS NOVEMBER 21, 2025.
If you have suffered losses and would like to discuss your rights, please fill out this form or you may contact Jonathan Naji, Esq. at (484) 270-1453 or via e-mail at info@ktmc.com.
Case Background:
A class action lawsuit was filed on behalf of those who purchased or otherwise acquired Fortinet, Inc. (“Fortinet”) (NASDAQ: FTNT) common stock between November 8, 2024, and August 6, 2025, inclusive (the “Class Period”).
Fortinet is a cybersecurity company best known for its FortiGate firewalls. Fortinet sells its FortiGate firewalls bundled with software and support services. The firewalls themselves have a limited support life cycle of roughly ten years depending on the model. After the life cycle ends, Fortinet stops providing hardware support along with no longer providing firmware updates and security patches. This is referred to as “end-of-support” or “end of service” (“EOS”). When hardware approaches EOS, customers are prompted by Fortinet to “refresh” their hardware with newer models. Periodically, large swaths of older FortiGate models reach EOS at the same time and require a refresh. Fortinet calls this a “refresh cycle.” Refresh cycles typically boost Fortinet’s product revenue for a time as customers purchase new hardware. A refresh cycle also typically leads to an increase in service revenue, because customers often renew or expand their subscriptions when upgrading their hardware.
The Class Period begins on November 8, 2024. The day before, November 7, 2024, during aftermarket hours, Fortinet held an earnings call to discuss the company’s third quarter 2024 financial results. On the call, while discussing the company’s FortiGate refresh opportunity, Fortinet touted that “a record number of FortiGates will reach the end of their support life cycle, and we expect these customers to start to refresh cycle for these products sometime in 2025.” Fortinet also indicated on the call that certain larger customers would start to methodically upgrade in 2025 and touted the size of the refresh, particularly as compared to the company’s 2023 refresh, noting that “the magnitude in 2026 is much, much larger” and that “the absolute number that we see in 2026 is by far the largest we’ve seen probably ever.” Throughout the Class Period, Defendants repeatedly represented that the refresh cycle would “gain momentum” in the second half of 2025 and beyond.
Then, on August 6, 2025, after the markets closed, Fortinet revealed that it was already approximately 40% to 50% of the way through the 2026 upgrade cycle at the end of the second quarter [of 2025]. In response, a Wall Street analyst asked, “why are we not seeing more upside in the numbers this year from the refresh cohort,” given “that we are 40% to 50% through” “a really big or larger than normal refresh cohort?” In response, Fortinet revealed that: (1) it’s hard for us to predict the total number of FortiGates requiring an upgrade; (2) customers had excess firewall capacity from purchasing firewalls in prior years and therefore did not need to upgrade; and (3) the refresh could not have had “much business impact” as it consisted of only a “small percentage” of Fortinet’s business as the products were 12 to 15 years old and had been sold at a time when Fortinet’s business was 5-10 times smaller, meaning that the total number of FortiGates eligible for an upgrade was inherently limited.
On this news, the price of Fortinet common stock fell over 22%, from a close of $96.58 per share on August 6, 2025, to close at $75.30 per share on August 7, 2025.
The complaint alleges that, throughout the Class Period, Defendants made false and/or misleading statements and/or failed to disclose that: (1) Fortinet knew that the company’s refresh cycle would never be as lucrative as they represented because it consisted of old products that were a “small percentage” of Fortinet’s business; (2) Fortinet misrepresented and concealed that the company did not have a clear picture of the true number of FortiGate firewalls that could be upgraded; (3) while telling investors that the refresh would gain momentum over the course of two years, Fortinet misrepresented and concealed that the company had aggressively pushed through roughly half of the refresh in a period of just a few months, by the end of second quarter 2025; and (4) as a result of the foregoing, Defendants’ statements about the company’s business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis at all relevant times.
What is a Lead Plaintiff?
A lead plaintiff is a representative party that acts on behalf of other class members in directing the litigation. In order to be appointed lead plaintiff, the Court must determine that the class member’s claim is typical of the claims of other class members, and that the class member will adequately represent the class. Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. Filling out the online form above or communicating with any counsel is not necessary to participate or share in any recovery achieved in this case. Any member of the purported class may move the court to serve as a lead plaintiff through counsel of his/her choice, or may choose to do nothing and remain an inactive class member.