F5, INC. — Director's Dealing 2014

May 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: F5 NETWORKS INC (FFIV)
CIK: 0001048695
Period of Report: 2014-05-01

Reporting Person: Rogers Scot Frazier (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-01	Common Stock	M	1033	$0.00	Acquired	2557	Direct
2014-05-01	Common Stock	S	300	$105.18	Disposed	2257	Direct
2014-05-01	Common Stock	S	320	$106.5069	Disposed	1937	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-01	Restricted Stock Units	$0.00	M	442	Disposed		Common Stock (442)	Direct
2014-05-01	Restricted Stock Units	$0.00	M	591	Disposed		Common Stock (591)	Direct
2014-05-01	Restricted Stock Units	$0.00	A	4755	Acquired		Common Stock (4755)	Direct

Footnotes

F1: Shares acquired upon vesting of the August 1, 2012, and November 1, 2013, awards of service-based Restricted Stock Units.

F2: Includes 26 shares acquired on April 30, 2014 under the F5 Networks, Inc. stock purchase plan.

F3: This transaction was executed pursuant to a Rule 10b5-1 trading plan, in multiple trades at prices ranging from $105.00 to $105.49. The reported price is the weighted average sale price. The reporting person undertakes to provide to the Company, any security holder of the Company, or Securities and Exchange Commission staff, upon request, complete information regarding the number of shares sold at each separate price.

F4: This transaction was executed pursuant to a Rule 10b5-1 trading plan, in multiple trades at prices ranging from $106.36 to $106.71. The reported price is the weighted average sale price. The reporting person undertakes to provide to the Company, any security holder of the Company, or Securities and Exchange Commission staff, upon request, complete information regarding the number of shares sold at each separate price.

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

F6: 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.

F7: 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.

F8: 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.

F9: Twenty five percent (25%) of this May 1, 2014 award of service-based Restricted Stock Units vests on May 1, 2015, and the remaining seventy-five percent (75%) vests in twelve equal quarterly increments beginning August 1, 2015.