ARISTA NETWORKS, INC., DEF 14A filed on 4/16/2026
Proxy Statement (definitive)
v3.26.1
Cover
 12 Months Ended
Dec. 31, 2025
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name ARISTA NETWORKS, INC.
Entity Central Index Key 0001596532
v3.26.1
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
Pay Versus Performance
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation
S-K,
we are providing the following information about the relationship between executive compensation actually paid (“CAP”) and certain measures of the financial performance of the Company. For further information concerning the Company’s variable
pay-for-performance
philosophy and how the Company aligns executive compensation with corporate performance, please refer to the section of this proxy statement entitled “Compensation Discussion and Analysis” (“CD&A”).
The following table reports the compensation of our Principal Executive Officer (“PEO”) and the average compensation of the other Named Executive Officers
(“non-PEO
NEOs”) as reported in the Summary Compensation Table for the past five fiscal years, as well as their “Compensation Actually Paid” as calculated pursuant to recently adopted SEC rules and certain performance measures required by the rules.
 
                    Value of Initial Fixed $100
Investment Based On:		        
Fiscal
Year
   Summary
Compensation
Table Total
PEO		   Compensation
Actually Paid
to PEO		   Average
Summary
Compensation
Table Total for
non-PEO NEOs
   Avg.
Compensation
Actually
Paid to
non-PEO

NEOs		   Total
Shareholder
Return		   Peer Group
Total
Shareholder
Return		   Net
Income		   Revenue  
(a)
   (b)   (c)   (d)   (e)   (f)   (g)   (h)   (i)  
2025
    
$
2,872,145
    
$
26,188,077
    
$
17,105,036
    
$
25,236,315
    
$
721
    
$
163
    
$
3,511
    
$
9,006
2024
    
$
8,949,403
    
$
62,201,559
    
$
10,891,249
    
$
27,045,747
    
$
608
    
$
141
    
$
2,852
    
$
7,003
2023
    
$
15,561,987
    
$
63,914,394
    
$
4,918,724
    
$
20,487,088
    
$
324
    
$
124
    
$
2,087
    
$
5,860
2022
    
$
10,735,887
    
$
3,171,085
    
$
3,285,597
    
($
785,576
)
    
$
167
    
$
109
    
$
1,352
    
$
4,381
2021
    
$
15,993,632
    
$
65,318,255
    
$
4,157,062
    
$
25,133,973
    
$
198
    
$
121
    
$
841
    
$
2,948
Column (b)
Represents the total compensation reported for our CEO, Jayshree Ullal, in the Summary Compensation Table for each listed year. Ms. Ullal served as our CEO (PEO) for each year presented.
Column (c)
Represents the amount of CAP for a particular year, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amounts of compensation paid to our CEO during the applicable year.
To calculate CAP, the following amounts were deducted from and added to the “Total” compensation amount for the CEO reflected in each year’s Summary Compensation Table as follows:
 
  
 
    2025  
Summary Compensation Table Total
   
$
2,872,145
 
Subtract
Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
    ($ 2,262,785 ) 
Add
Fair Value at Fiscal
Year-End
of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year
    $ 5,401,581  
Add
Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
    $ 18,556,566  
Add
Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
    $ —  
Add
Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years for Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
    $ 1,620,571  
Subtract
Fair Value as of Prior Fiscal
Year-End
of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
    $ —  
Add
Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation
    $ —  
Compensation Actually Paid
   
$
26,188,077
 
 
Note that we have not reported any amounts in our Summary Compensation Table with respect to “Change in Pension and Nonqualified Deferred Compensation” and, accordingly, the adjustments with respect to such items prescribed by the
pay-versus-
performance rules are not relevant to our analysis and no adjustments have been made.
For purposes of calculating CAP, the fair value of equity awards is calculated in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718 (FASB ASC Topic 718) using consistent assumption methodologies used to calculate the grant date fair value of awards, and for awards subject to performance-based vesting conditions, based on the probable outcome of such performance-based vesting conditions as of the last day of the fiscal year.
Column (d)
Represents the average of the total compensation reported for our
non-PEO
NEOs in the Summary Compensation Table for each listed year. The
non-PEO
NEOs in each year were as follows:
2025: Chantelle Breithaupt; Kenneth Duda; Todd Nightingale; Marc Taxay
2024: Chantelle Breithaupt; Ita Brennan; Kenneth Duda; John McCool; Anshul Sadana; Marc Taxay
2023: Ita Brennan; Kenneth Duda; Anshul Sadana; Marc Taxay
2022: Ita Brennan; Kenneth Duda; Anshul Sadana; Marc Taxay
2021: Ita Brennan; Kenneth Duda; Anshul Sadana; Marc Taxay
Column (e)
Represents the average amount of CAP for a particular Covered Year, as computed in accordance with SEC rules, to our
non-PEO
NEOs. The dollar amounts do not reflect the actual amounts of compensation paid to our
non-PEO
NEOs during the applicable year.
To calculate the average CAP payable to our
non-PEO
NEOs, the following amounts were deducted from and added to the “Total” compensation amount for such
non-PEO
NEOs reflected in each year’s Summary Compensation Table as follows:
 
  
 
    2025  
Summary Compensation Table Total
   
$
17,105,036
 
Subtract
Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
    ($  16,711,162 ) 
Add
Fair Value at Fiscal
Year-End
of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year
    $ 22,070,693  
Add
Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
    $ 3,194,331  
Add
Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
    $ —  
Add
Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years for Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
    ($ 422,584 ) 
Subtract
Fair Value as of Prior Fiscal
Year-End
of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
    $ —  
Add
Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation
    $ —  
Compensation Actually Paid
   
$
25,236,315
 
The assumptions used for determining the fair values shown in this table are materially consistent with those described in the note regarding Column (c).
Column (f)
Total shareholder return (“TSR”) is calculated by assuming that a $100 investment was made on the day prior to the first fiscal year reported below and reinvesting all dividends until the last day of each reported fiscal year.
Because listed fiscal years are presented in the table in reverse chronological order (from top to bottom), the table should be read from bottom to top for purposes of understanding cumulative returns over time.
 
Column (g)
The peer group utilized in the table above is the NYSE Composite Index, as used in the company’s performance graph in our annual report. For each listed fiscal year, the peer group cumulative TSR was calculated based on a deemed fixed investment of $100 in the index made on the day prior to the first fiscal year reported below and reinvesting all dividends until the last day of each reported fiscal year.
Column (h)
The dollar amounts reported are the Company’s net income reflected in the Company’s audited financial statements.
Column (i)
In the Company’s assessment, revenue is the financial performance measure that is the most important financial performance measure (other than total shareholder return and net income) used by the company in 2025 to link compensation actually paid to performance. The dollar amounts reported are the Company’s gross revenues (in millions) as reflected in the Company’s audited financial statements.
       
Company Selected Measure Name Revenue        
Named Executive Officers, Footnote
Represents the average of the total compensation reported for our
non-PEO
NEOs in the Summary Compensation Table for each listed year. The
non-PEO
NEOs in each year were as follows:
2025: Chantelle Breithaupt; Kenneth Duda; Todd Nightingale; Marc Taxay
2024: Chantelle Breithaupt; Ita Brennan; Kenneth Duda; John McCool; Anshul Sadana; Marc Taxay
2023: Ita Brennan; Kenneth Duda; Anshul Sadana; Marc Taxay
2022: Ita Brennan; Kenneth Duda; Anshul Sadana; Marc Taxay
2021: Ita Brennan; Kenneth Duda; Anshul Sadana; Marc Taxay
       
Peer Group Issuers, Footnote The peer group utilized in the table above is the NYSE Composite Index, as used in the company’s performance graph in our annual report. For each listed fiscal year, the peer group cumulative TSR was calculated based on a deemed fixed investment of $100 in the index made on the day prior to the first fiscal year reported below and reinvesting all dividends until the last day of each reported fiscal year.        
PEO Total Compensation Amount $ 2,872,145 $ 8,949,403 $ 15,561,987 $ 10,735,887 $ 15,993,632
PEO Actually Paid Compensation Amount $ 26,188,077 62,201,559 63,914,394 3,171,085 65,318,255
Adjustment To PEO Compensation, Footnote
To calculate CAP, the following amounts were deducted from and added to the “Total” compensation amount for the CEO reflected in each year’s Summary Compensation Table as follows:
 
  
 
    2025  
Summary Compensation Table Total
   
$
2,872,145
 
Subtract
Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
    ($ 2,262,785 ) 
Add
Fair Value at Fiscal
Year-End
of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year
    $ 5,401,581  
Add
Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
    $ 18,556,566  
Add
Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
    $ —  
Add
Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years for Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
    $ 1,620,571  
Subtract
Fair Value as of Prior Fiscal
Year-End
of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
    $ —  
Add
Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation
    $ —  
Compensation Actually Paid
   
$
26,188,077
 
 
Note that we have not reported any amounts in our Summary Compensation Table with respect to “Change in Pension and Nonqualified Deferred Compensation” and, accordingly, the adjustments with respect to such items prescribed by the
pay-versus-
performance rules are not relevant to our analysis and no adjustments have been made.
For purposes of calculating CAP, the fair value of equity awards is calculated in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718 (FASB ASC Topic 718) using consistent assumption methodologies used to calculate the grant date fair value of awards, and for awards subject to performance-based vesting conditions, based on the probable outcome of such performance-based vesting conditions as of the last day of the fiscal year.
       
Non-PEO NEO Average Total Compensation Amount $ 17,105,036 10,891,249 4,918,724 3,285,597 4,157,062
Non-PEO NEO Average Compensation Actually Paid Amount $ 25,236,315 27,045,747 20,487,088 (785,576) 25,133,973
Adjustment to Non-PEO NEO Compensation Footnote
To calculate the average CAP payable to our
non-PEO
NEOs, the following amounts were deducted from and added to the “Total” compensation amount for such
non-PEO
NEOs reflected in each year’s Summary Compensation Table as follows:
 
  
 
    2025  
Summary Compensation Table Total
   
$
17,105,036
 
Subtract
Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
    ($  16,711,162 ) 
Add
Fair Value at Fiscal
Year-End
of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year
    $ 22,070,693  
Add
Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
    $ 3,194,331  
Add
Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
    $ —  
Add
Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years for Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
    ($ 422,584 ) 
Subtract
Fair Value as of Prior Fiscal
Year-End
of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
    $ —  
Add
Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation
    $ —  
Compensation Actually Paid
   
$
25,236,315
 
The assumptions used for determining the fair values shown in this table are materially consistent with those described in the note regarding Column (c). 		       
Compensation Actually Paid vs. Total Shareholder Return
Compensation Actually Paid Versus Cumulative TSR
 
 
LOGO
       
Compensation Actually Paid vs. Net Income
Compensation Actually Paid Versus Net Income
 
 
LOGO
       
Compensation Actually Paid vs. Company Selected Measure
Compensation Actually Paid
Ver
sus Revenue
 
 
LOGO
 
        
Total Shareholder Return Vs Peer Group
Company TSR vs. Peer Group Cumulative TSR
 
 
LOGO
 
        
Tabular List, Table
TABULAR LIST OF PERFORMANCE MEASURES
The following table identifies the most important financial performance measures used by our Compensation Committee to link the “compensation actually paid” to our CEO and other NEOs in 2025, calculated in accordance with SEC regulations, to company performance. The role of each of these performance measures on our NEOs’ compensation is discussed in the CD&A.
 
Most Important Performance Measures
Revenue
Non-GAAP
Operating Income
Non-GAAP
Gross Margin
Compound Annual Growth Rate of Revenue
        
Total Shareholder Return Amount $ 721 608 324 167 198
Peer Group Total Shareholder Return Amount 163 141 124 109 121
Net Income (Loss) $ 3,511 $ 2,852 $ 2,087 $ 1,352 $ 841
Company Selected Measure Amount 9,006,000,000 7,003,000,000 5,860,000,000 4,381,000,000 2,948,000,000
Measure:: 1          
Pay vs Performance Disclosure          
Name Revenue        
Measure:: 2          
Pay vs Performance Disclosure          
Name Non-GAAP Operating Income        
Measure:: 3          
Pay vs Performance Disclosure          
Name Non-GAAP Gross Margin        
Measure:: 4          
Pay vs Performance Disclosure          
Name Compound Annual Growth Rate of Revenue        
Jayshree Ullal [Member]          
Pay vs Performance Disclosure          
PEO Name Jayshree Ullal        
Ms. Ullal [Member]          
Pay vs Performance Disclosure          
PEO Name Ms. Ullal        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 5,401,581        
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 18,556,566        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,620,571        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (2,262,785)        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 22,070,693        
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 3,194,331        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (422,584)        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (16,711,162)        
v3.26.1
Award Timing Disclosure
 12 Months Ended
Dec. 31, 2025
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
No Timing of Equity Awards In Relation to Disclosure of Material
Non-Public
Information
During 2025, we granted equity awards to certain service providers who were not named executive officers. Equity awards approved by our board of directors or our Compensation Committee typically are granted during their regularly scheduled meetings, but our Compensation Committee has also delegated authority to our CEO to grant equity awards to any employee who (i) has a corporate rank of Senior Vice President or below and (ii) is not a Section 16 officer or an executive direct report of our CEO. We do not take material
non-public
information into account in determining the timing and terms of equity awards, and the delegation of authority to our CEO requires that any award she grants will become effective on the tenth business day of the month in which she approves the award (or, if the tenth business day of that month has passed, on the tenth business day of the immediately following month). We have not timed the disclosure of material nonpublic information to affect the value of executive compensation. We did not grant stock options to our named executive officers in 2025, and we have never granted stock appreciation rights to any service providers.
Award Timing Predetermined true
MNPI Disclosure Timed for Compensation Value false
v3.26.1
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true