SEC Form 4 · accession 0001209191-18-057135
F5, INC. · FFIV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kara Lynn Sprague
Officer — Sr. VP, General Manager of ADC
Period of report
Nov 1, 2018
Accepted (ET)
Nov 5, 2018 · 4:08 pm EST
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 | Nov 1, 2018 | M | 4,975 | $0.00 | A | 5,389 | 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 UnitF2,F3,F4 | $0.00 | Nov 1, 2018 | M | 4,975 | D | — | — | Common Stock | 4,975 | 14,926 | D |
| Restricted Stock UnitF2,F5,F6,F4 | $0.00 | Nov 1, 2018 | A | 5,584 | A | — | — | Common Stock | 5,584 | 5,584 | D |
Explanation of responses
- F1Shares acquired upon vesting of the November 1, 2017 award of service-based Restricted Stock Units.
- F2Each Restricted Stock Unit represents a contingent right to receive one share of F5 Networks, Inc. Common Stock on the vest date.
- F3This November 1, 2017 award of service-based Restricted Stock Units vests twenty five percent (25%) on November 1, 2018, and the remaining seventy five percent (75%) vests in twelve equal quarterly increments beginning February 1, 2019.
- F4If the reporting person continues to provide services to the Company through 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.
- F5Concurrent with the award of 5,584 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 5,584 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. The Performance RSUs vests over a three-year period in three equal annual installments. 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.
- F6This November 1, 2018 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2019.