Form 8-K





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

August 17, 2016




(Exact name of registrant as specified in its charter)




Delaware   001-35594   20-2530195

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

4401 Great America Parkway

Santa Clara, California 95054

(Address of principal executive offices, including zip code)

(408) 753-4000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 17, 2016, the Board of Directors (the “Board”) of Palo Alto Networks, Inc. (the “Company”) promoted Mark Anderson, 54, to President with overall responsibility for the Company’s sales, go-to-market strategy, customer support and business development, effective on August 22, 2016.

Mr. Anderson most recently served as the Company’s Executive Vice President, Worldwide Field Operations, a position he has held since May 2016. From June 2012 when he joined the Company until May 2016 he served as Senior Vice President, Worldwide Field Operations. From October 2004 to May 2012, Mr. Anderson served in several roles, including as Executive Vice President of Worldwide Sales, for F5 Networks, an IT infrastructure company. From March 2003 to September 2004, Mr. Anderson served as Executive Vice President of North American Sales at Lucent Technologies, a telecommunications equipment and services company.

There are no arrangements or understandings between Mr. Anderson and any other person pursuant to which Mr. Anderson was selected as an officer. There are no family relationships between Mr. Anderson and any director or other executive officer. Mr. Anderson has not had an interest in any transaction since the beginning of the Company’s last fiscal year, or any currently proposed transaction, that requires disclosure pursuant to Item 404(a) of Regulation S-K.

Mark McLaughlin continues to serve as the Company’s Chief Executive Officer and Chairman of the Board.

Item 9.01 Financial Statements and Exhibits


(d) Exhibits.


Exhibit No.


Description of Exhibit

99.1    Press release dated as of August 22, 2016.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



/s/ Mark D. McLaughlin


Mark D. McLaughlin

Chief Executive Officer

Date: August 22, 2016



Exhibit No.


Description of Exhibit

99.1    Press release dated as of August 22, 2016.