Sec Form 13G Filing - Bechtolsheim Family Trust filing for Arista Networks Inc. (ANET) - 2023-02-03

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

  Names of Reporting Persons.

  Bechtolsheim Family Trust

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Citizenship or Place of Organization

  United States of America

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

  Sole Voting Power

   45,925,483 shares (See Item 4(a) below)

  Shared Voting Power

   0 (See Item 4(a) below)

  Sole Dispositive Power

  45,925,483 shares (See Item 4(a) below)

  Shared Dispositive Power

   0 (See Item 4(a) below)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  45,925,483 (See Item 4(a) below)

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  Percent of Class Represented by Amount in Row (9)

& #xA0;

  14.96%

  Type of Reporting Person (See Instructions)

  IN

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filing; Address of Principal Business Office or, if none, Residence; Citizenship

Title of Class of Securities:

CUSIP Number:

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

☐     Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

☐     Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

☐     Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

☐     Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

☐     An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E);

☐     An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

☐     A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

☐     A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

☐     A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment

☐     A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);

☐     Group, in accordance with §240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d–

Ownership.

Amount beneficially owned:45,925,483 shares which includes (i) 99,971 shares held directly by Mr. Bechtolsheim, (ii) 45,807,012 shares held by the Bechtolsheim Family Trust for which Mr. Bechtolsheim serves as trustee, and exercises voting and investment control, and (iii) restricted stock units and options to purchase an aggregate of 18,500 shares of common stock held by Mr. Bechtolsheim that are exercisable within 60 days of December 31, 2022.

Percent of class: 14.96% (percentage ownership is calculated based on 306,890,425 shares outstanding as of December 31, 2022, and assumes that the 18,500 shares of common stock underlying the stock options and restricted stock units are deemed outstanding pursuant to SEC Rule 13d-3(d)(1)(i)).

Number of shares as to which the person has:

Sole power to vote or to direct the vote:                45,925,483 shares (See item 4(a) above).

Shared power to vote or to direct the vote:    0 shares (See item 4(a) above).

Sole power to dispose or to direct the disposition of:    45,925,483 shares (See item 4(a) above).

Shared power to dispose or to direct the disposition of:    0 shares (See item 4(a) above).

Ownership of Five Percent or Less of a Class.

Ownership of More than Five Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications.