SEC Form 4 · accession 0001209191-16-147743
F5, INC. · FFIV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John D DiLullo
Officer — EVP, Worldwide Sales
Period of report
Oct 28, 2016
Accepted (ET)
Nov 1, 2016 · 9:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001048695
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 1, 2016 | M | 10,167 | $0.00 | A | 10,618 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4,F5,F6 | $0.00 | Oct 28, 2016 | A | 9,856 | A | — | — | Common Stock | 9,856 | 9,856 | D |
| Restricted Stock UnitsF3,F7,F6 | $0.00 | Oct 28, 2016 | A | 7,301 | A | — | — | Common Stock | 7,301 | 7,301 | D |
| Restricted Stock UnitsF3,F8,F6 | $0.00 | Nov 1, 2016 | M | 10,167 | D | — | — | Common Stock | 10,167 | 30,502 | D |
Explanation of responses
- F1Shares acquired upon vesting of the November 2, 2015 award of service-based Restricted Stock Units.
- F2Includes 451 shares acquired on April 29, 2016 under the F5 Networks, Inc. stock purchase plan.
- F3Each Restricted Stock Unit represents a contingent right to receive one share of F5 Networks, Inc. Common Stock on the vest date.
- F4Concurrent with the 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 9,856 Performance RSUs over the 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.
- F5This November 1, 2016 award of service-based Restricted Stock Units vests in sixteen equal quarterly increments beginning February 1, 2017.
- F6If 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.
- F7This November 1, 2016 award of service-based Restricted Stock Units vests 100% on November 1, 2018.
- F8This November 2, 2015 award of service-based Restricted Stock Units vests twenty five percent (25%) on November 1, 2016, and the remaining seventy five percent (75%) vests in twelve equal quarterly increments beginning February 1, 2017.