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FFIV insider filing: RSU vesting, tax withholding, 8,318 shares sold

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

Rhea-AI Filing Summary

F5, Inc. reported insider transactions by an officer on a Form 4. On 11/01/2025, service-based RSUs vested for 3,003 shares at $0. The same day, 11,787 shares were withheld at $253.05 to cover taxes. On 11/03/2025, the officer sold a total of 8,318 shares in multiple tranches under a Rule 10b5-1 plan at weighted average prices ranging from about $248.44 to $252.98. Following these transactions, the officer directly owns 22,493 shares and serves as EVP, Global Services & Strategy.

Positive

  • None.

Negative

  • None.

Insights

Routine Form 4: RSU vesting, tax withholding, and pre‑planned sales.

The filing shows RSU vesting on Nov 1, 2025 for 3,003 shares at $0, typical for equity awards converting into common shares. To satisfy taxes, the issuer withheld 11,787 shares at $253.05 (code F), a standard non-cash settlement mechanism.

Open-market sales totaling 8,318 shares occurred on Nov 3, 2025 under a Rule 10b5-1 trading plan dated Sep 5, 2024, with weighted average prices disclosed in defined ranges. The officer now holds 22,493 shares directly. These are administrative equity events; investment impact is typically neutral.

Insider FOUNTAIN THOMAS DEAN
Role EVP Global Services & Strategy
Sold 8,318 shs ($2.08M)
Type Security Shares Price Value
Sale Common Stock 1,683 $248.4421 $418K
Sale Common Stock 3,265 $249.3849 $814K
Sale Common Stock 1,095 $250.1762 $274K
Sale Common Stock 2,161 $251.0461 $543K
Sale Common Stock 114 $252.98 $29K
Exercise Restricted Stock Unit 1,009 $0.00 --
Exercise Restricted Stock Unit 1,043 $0.00 --
Exercise Restricted Stock Unit 951 $0.00 --
Exercise Common Stock 3,003 $0.00 --
Tax Withholding Common Stock 11,787 $253.05 $2.98M
Holdings After Transaction: Common Stock — 29,128 shares (Direct); Restricted Stock Unit — 0 shares (Direct)
Footnotes (1)
  1. Shares acquired upon the vesting of the November 1, 2022, November 1, 2023, and November 1, 2024 awards of service-based Restricted Stock Units. This transaction was executed pursuant to a Rule 10b5-1 trading plan dated 09/05/2024. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $247.87 to $248.83. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $248.875 to $249.85. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $249.88 to $250.625. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $251.00 to $251.50. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date. This November 1, 2022 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2023. 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. This November 1, 2023 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2024. This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
Form 4 Insider Transactions: What Each Field Means →
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).
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*
FOUNTAIN THOMAS DEAN
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP Global Services & Strategy
3. Date of Earliest Transaction (Month/Day/Year)
11/01/2025
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
Common Stock 11/01/2025 M 3,003(1) A $0 42,598 D
Common Stock 11/01/2025 F 11,787 D $253.05 30,811 D
Common Stock 11/03/2025 S 1,683(2) D $248.4421(3) 29,128 D
Common Stock 11/03/2025 S 3,265(2) D $249.3849(4) 25,863 D
Common Stock 11/03/2025 S 1,095(2) D $250.1762(5) 24,768 D
Common Stock 11/03/2025 S 2,161(2) D $251.0461(6) 22,607 D
Common Stock 11/03/2025 S 114(2) D $252.98 22,493 D
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(7) $0 11/01/2025 M 1,009 (8) (9) Common Stock 1,009 $0 0 D
Restricted Stock Unit(7) $0 11/01/2025 M 1,043 (10) (9) Common Stock 1,043 $0 4,169 D
Restricted Stock Unit(7) $0 11/01/2025 M 951 (11) (9) Common Stock 951 $0 7,604 D
Explanation of Responses:
1. Shares acquired upon the vesting of the November 1, 2022, November 1, 2023, and November 1, 2024 awards of service-based Restricted Stock Units.
2. This transaction was executed pursuant to a Rule 10b5-1 trading plan dated 09/05/2024.
3. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $247.87 to $248.83. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
4. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $248.875 to $249.85. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
5. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $249.88 to $250.625. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
6. The price in Column 4 is a weighted average sale price. The prices actually received ranged from $251.00 to $251.50. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
7. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
8. This November 1, 2022 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2023.
9. 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.
10. This November 1, 2023 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2024.
11. This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
Remarks:
/s/ Lisa L. Dilek by Power of Attorney 11/04/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did F5, Inc. (FFIV) report?

An officer reported RSU vesting of 3,003 shares, tax withholding of 11,787 shares at $253.05, and open‑market sales totaling 8,318 shares.

Were the FFIV sales made under a 10b5-1 plan?

Yes. The sales on 11/03/2025 were executed pursuant to a Rule 10b5-1 trading plan dated 09/05/2024.

What prices were received for the FFIV share sales?

Weighted average prices with ranges were disclosed, including $247.87–$248.83, $248.875–$249.85, $249.88–$250.625, and $251.00–$251.50, plus a tranche at $252.98.

How many FFIV shares does the officer own after these transactions?

The officer directly owns 22,493 shares following the reported transactions.

What is the officer’s role at F5, Inc. (FFIV)?

The reporting person is an Officer, serving as EVP Global Services & Strategy.

What do the Form 4 transaction codes mean here?

M: RSU conversion; F: shares withheld for taxes; S: open‑market sale.