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FFIV Form 4: CEO receives 19,163 RSUs; perf award up to 33,487

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

F5 (FFIV) Form 4: The President, CEO & Director reported an equity grant dated 11/03/2025. The award includes 19,163 service‑based Restricted Stock Units at a price of $0, with 19,163 derivative securities beneficially owned following the transaction, held directly.

The service‑based RSUs vest in twelve equal quarterly increments beginning February 1, 2026. Separately, a performance‑based opportunity was granted: if performance targets are achieved at 100%, 33,487 Performance RSUs could be earned over the vesting period; actual shares depend on target achievement and continued service.

Positive

  • None.

Negative

  • None.

Insights

Routine CEO RSU grant with additional performance-based opportunity.

F5 reported a non-cash equity grant to its CEO consisting of 19,163 service-based RSUs at $0. These vest in twelve equal quarterly tranches starting February 1, 2026, aligning retention with long-term value creation mechanics typical for senior executives.

An additional performance component could deliver up to 33,487 RSUs at 100% target, with final payout contingent on Committee-certified results and continued service. Because issuance depends on future performance determinations, actual impact will vary based on those outcomes.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Locoh-Donou Francois

(Last) (First) (Middle)
C/O F5, INC.
801 5TH AVENUE

(Street)
SEATTLE WA 98104

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
F5, INC. [ FFIV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President, CEO & Director
3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit(1)(2) $0 11/03/2025 A 19,163 (3) (4) Common Stock 19,163 $0 19,163 D
Explanation of Responses:
1. Concurrent with the award of 19,163 service-based Restricted Stock Units, the Company granted the reporting person additional Restricted Stock Units the number of which that can be earned will be based on performance targets ("Performance RSUs"). If the performance targets are achieved at 100%, the reporting person can receive 33,487 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 and may be less if the reporting person does not remain employed during the vesting period. Performance RSUs are not reported in Table II; the underlying shares of Performance RSUs will be reported in Table I if and when the Talent and Compensation Committee of the Board of Directors determines that the performance targets have been achieved.
2. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
3. This November 3, 2025 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2026.
4. If the reporting person continues to provide services to the Company through the vest date, the corresponding number of shares of Common Stock of F5, Inc. will be issued to the reporting person on the vest date.
Remarks:
/s/ Angelique M. Okeke by Power of Attorney 11/05/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did F5 (FFIV) report on this Form 4?

An equity grant to the President, CEO & Director dated 11/03/2025, including 19,163 service‑based RSUs at $0 price.

How do the service-based RSUs for FFIV’s CEO vest?

They vest in twelve equal quarterly increments beginning February 1, 2026.

What is the performance RSU opportunity disclosed by FFIV?

At 100% target achievement, up to 33,487 Performance RSUs could be earned over the vesting period, subject to Committee determination.

How many derivative securities are beneficially owned after the transaction?

19,163 derivative securities beneficially owned following the reported transaction, held directly.

Does the Form 4 indicate a cash transaction price?

No; the RSUs are reported with a price of $0, reflecting a non‑cash equity award.
F5 INC

NASDAQ:FFIV

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FFIV Stock Data

13.84B
57.68M
0.59%
100.31%
3.35%
Software - Infrastructure
Computer Communications Equipment
Link
United States
SEATTLE