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F5, Inc. (FFIV) EVP sells 703 shares under plan as RSUs vest

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

F5, Inc. EVP, Worldwide Sales Chad Michael Whalen reported multiple equity transactions. On August 3, 2026 he sold 703 shares of common stock at 404.8600 per share under a Rule 10b5-1 trading plan dated 12/05/2025. On August 1, 2026, service-based RSUs vested into 2318 shares of common stock, and 911 shares were withheld at 402.5700 per share in connection with those awards.

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Insider WHALEN CHAD MICHAEL
Role EVP, Worldwide Sales
Sold 703 shs ($285K)
Approx. gross sale proceeds $285K
Approx. exercise cost $0.00
Type Security Shares Price Value
Sale Common Stock F2 703 $404.86 $285K
Exercise Restricted Stock Unit F3, F4, F5 668 $0.00 $0.00
Exercise Restricted Stock Unit F3, F6, F5 717 $0.00 $0.00
Exercise Restricted Stock Unit F3, F7, F5 933 $0.00 $0.00
Exercise Common Stock F1 2,318 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 911 $402.57 $367K
Holdings After Transaction: Restricted Stock Unit — 10,530 shares (Direct); Common Stock — 21,536 shares (Direct)
Footnotes (7)
  1. F1. Shares acquired upon the vesting of the November 1, 2023, November 1, 2024, and November 3, 2025 awards of service-based Restricted Stock Units.
  2. F2. This transaction was executed pursuant to a Rule 10b5-1 trading plan dated 12/05/2025.
  3. F3. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
  4. F4. This November 3, 2025 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2026.
  5. F5. 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.
  6. F6. This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
  7. F7. This November 1, 2023 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2024.
Common shares sold 703 shares Sale of common stock on August 3, 2026 under Rule 10b5-1 plan
Sale price per share 404.8600 per share Price for the 703 common shares sold on August 3, 2026
Shares from RSU vesting 2318 shares Common shares acquired upon RSU vesting on August 1, 2026
Shares withheld 911 shares Shares withheld at 402.5700 per share in connection with vesting
10b5-1 plan date 12/05/2025 Date of Rule 10b5-1 trading plan governing the reported sale
Rule 10b5-1 trading plan regulatory
"This transaction was executed pursuant to a Rule 10b5-1 trading plan dated 12/05/2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Restricted Stock Unit financial
"Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
service-based Restricted Stock Units financial
"Shares acquired upon the vesting of awards of service-based Restricted Stock Units."
Service-based restricted stock units are promises by a company to give employees shares of stock only after they remain employed for a specified period; the stock is delivered gradually or all at once once the service condition is met. Investors care because these awards affect future share supply and company costs, align employee interests with long-term performance, and can influence dilution and earnings reports when the promised shares are recorded or issued.

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FAQ

What stock sale did F5 (FFIV) executive Chad Michael Whalen report?
Chad Michael Whalen reported selling 703 shares of F5 common stock at 404.8600 per share on August 3, 2026. The sale was executed pursuant to a Rule 10b5-1 trading plan dated 12/05/2025.

How many F5 (FFIV) shares did Whalen receive from RSU vesting?
Whalen acquired 2318 shares of F5 common stock on August 1, 2026 from the vesting of service-based Restricted Stock Unit awards. These RSUs were granted on November 1, 2023, November 1, 2024, and November 3, 2025.

Was Whalen's F5 (FFIV) stock sale made under a Rule 10b5-1 plan?
Yes. The reported sale of 703 shares of F5 common stock on August 3, 2026 was executed under a Rule 10b5-1 trading plan dated 12/05/2025, indicating it followed a pre-established trading arrangement.

What share withholding was reported in Whalen's F5 (FFIV) Form 4?
The Form 4 shows 911 shares of F5 common stock withheld at 402.5700 per share on August 1, 2026. This withholding was reported in connection with obligations arising from the vesting of Whalen’s equity awards.

What do the Restricted Stock Units in the F5 (FFIV) report represent?
Each Restricted Stock Unit represents a contingent right to receive one share of F5 common stock upon vesting. If Whalen continues providing services through each vesting date, the corresponding number of common shares will be issued to him on that date.
SEC Form 4
FORM 4UNITED 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).
X
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*
WHALEN CHAD MICHAEL
(Last)(First)(Middle)
C/O F5, INC.
801 5TH AVENUE
(Street)
SEATTLE WASHINGTON 98104
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
F5, INC. [ FFIV ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Worldwide Sales
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/01/2026M2,318(1)A$023,150D
Common Stock08/01/2026F911D$402.5722,239D
Common Stock08/03/2026S703(2)D$404.8621,536D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(3)$008/01/2026M668 (4) (5)Common Stock668$06,010D
Restricted Stock Unit(3)$008/01/2026M717 (6) (5)Common Stock717$03,587D
Restricted Stock Unit(3)$008/01/2026M933 (7) (5)Common Stock933$0933D
Explanation of Responses:
1. Shares acquired upon the vesting of the November 1, 2023, November 1, 2024, and November 3, 2025 awards of service-based Restricted Stock Units.
2. This transaction was executed pursuant to a Rule 10b5-1 trading plan dated 12/05/2025.
3. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
4. This November 3, 2025 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2026.
5. 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.
6. This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
7. This November 1, 2023 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2024.
Remarks:
/s/ Angelique M. Okeke by Power of Attorney08/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR