F5, INC. — Director's Dealing 2012

Nov 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: F5 NETWORKS INC (FFIV)
CIK: 0001048695
Period of Report: 2012-10-30

Reporting Person: Rivelo Manuel Felix (EVP, Strategic Solutions)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-01	Common Stock	M	10000	$0.00	Acquired	10638	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-01	Restricted Stock Units	$0.00	M	10000	Disposed		Common Stock (10000)	Direct
2012-10-30	Restricted Stock Units	$0.00	A	15285	Acquired		Common Stock (15285)	Direct

Footnotes

F1: Shares acquired upon vesting of the November 1, 2011 award of service-based Restricted Stock Units.

F2: Each Restricted Stock Unit represents a contingent right to receive one share of F5 Networks, Inc. Common Stock on the vest date.

F3: 25% of the November 1, 2011 award of service-based Restricted Stock Units vests on November 1, 2012, and the remaining 75% vests in twelve equal quarterly increments beginning February 1, 2013.

F4: If the reporting person continues to serve as an officer of the Company on the vest date, the corresponding number of shares of Common Stock of F5 Networks, Inc. will be issued to the reporting person on the vest date.

F5: Concurrent with this award of service-based Restricted Stock Units, the Company granted the reporting person additional Restricted Stock Units that vest based on performance targets ("Performance RSUs"). If the performance targets are achieved at 100%, the reporting person will receive 15,285 Performance RSUs over the four-year vesting period; the actual number of Performance RSUs received may be more or less depending on whether and to the extent that performance is greater than or less than targets. Performance RSUs are not reported in Table II; the underlying shares of Performance RSUs will be reported in Table I if and when the Compensation Committee of the Board of Directors determines that the performance targets have been achieved.

F6: The November 1, 2012 award of service-based Restricted Stock Units vests in sixteen equal quarterly increments beginning February 1, 2013.