F5, INC. — Director's Dealing 2017

Feb 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: F5 NETWORKS INC (FFIV)
CIK: 0001048695
Period of Report: 2017-02-01

Reporting Person: Kearny Ryan C. (CTO& EVP, Product & Technology)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-01	Common Stock	M	850	$0.00	Acquired	1472	Direct
2017-02-01	Common Stock	S	646	$132.2361	Disposed	826	Direct
2017-02-01	Common Stock	S	200	$133.05	Disposed	626	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-01	Restricted Stock Unit	$0.00	M	508	Disposed		Common Stock (508)	Direct
2017-02-01	Restricted Stock Unit	$0.00	M	342	Disposed		Common Stock (342)	Direct

Footnotes

F1: Shares acquired upon vesting of the November 2, 2015 and November 1, 2016 awards of service-based Restricted Stock Units.

F2: This transaction was executed pursuant to a Rule 10b5-1 trading plan, in multiple trades at prices ranging from $131.95 to $132.75 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.

F3: This transaction was executed pursuant to a Rule 10b5-1 trading plan, in multiple trades at prices ranging from $133.03 to $133.07 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: Each Restricted Stock Unit represents a contingent right to receive one share of F5 Networks, Inc. Common Stock on the vest date.

F5: The service-based Restricted Stock Units outstanding under this 11/02/2015 grant vest as follows: 508 vest 11/01/2016, 508 vest 02/01/2017, 509 vest 05/01/2017, 508 vest 08/01/2017, and 509 vest 11/01/2017.

F6: 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.

F7: This November 1, 2016 award of service-based Restricted Stock Units vests in sixteen equal quarterly increments beginning February 1, 2017.