F5, INC. — Director's Dealing 2014

Feb 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: F5 NETWORKS INC (FFIV)
CIK: 0001048695
Period of Report: 2014-02-01

Reporting Person: Rogers Scot Frazier (Interim General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-01	Common Stock	M	1823	$0.00	Acquired	2957	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-01	Restricted Stock Units	$0.00	M	442	Disposed		Common Stock (442)	Direct
2014-02-01	Restricted Stock Units	$0.00	M	1381	Disposed		Common Stock (1381)	Direct

Footnotes

F1: Shares acquired upon vesting of the August 1, 2012 and November 1, 2013 awards 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: The service-based Restricted Stock Units outstanding under this 8/1/2012 grant vest as follows: 441 vest 11/1/2013, 442 vest 2/1/2014, 442 vest 5/1/2014, and 442 vest 8/1/2014.

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: Twenty-five percent (25%) of the November 1, 2013 award of service-based Restricted Stock Units vest February 1, 2014, and the remaining seventy-five percent (75%) vest in seven equal quarterly increments beginning May 1, 2014.