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F5 (FFIV) EVP Fountain vests 2,700 RSUs, 1,492 shares withheld for taxes

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

Rhea-AI Filing Summary

F5, Inc. executive vice president of Global Services & Strategy Thomas Dean Fountain reported 2026-08-01 transactions involving service-based Restricted Stock Units. Three RSU awards were converted into 2,700 shares of common stock, and 1,492 shares of common stock were withheld at $402.57 per share to satisfy tax obligations. These transactions were not reported as pursuant to a Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.
Insider FOUNTAIN THOMAS DEAN
Role EVP Global Services & Strategy
Type Security Shares Price Value
Exercise Restricted Stock Unit F2, F3, F4 950 $0.00 $0.00
Exercise Restricted Stock Unit F2, F5, F4 708 $0.00 $0.00
Exercise Restricted Stock Unit F2, F6, F4 1,042 $0.00 $0.00
Exercise Common Stock F1 2,700 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,492 $402.57 $601K
Holdings After Transaction: Restricted Stock Unit — 12,166 shares (Direct); Common Stock — 9,268 shares (Direct)
Footnotes (6)
  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. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
  3. F3. This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
  4. F4. 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.
  5. F5. This November 3, 2025 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2026.
  6. F6. This November 1, 2023 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2024.
RSUs converted 2,700 shares Total common shares received from three RSU awards on 2026-08-01
Shares withheld for taxes 1,492 shares Common stock withheld to satisfy tax obligations on 2026-08-01
Withholding price $402.57 per share Per-share value used for 1,492 shares withheld under code F
First RSU tranche 950 units Restricted Stock Units converted into common stock on 2026-08-01
Second RSU tranche 708 units Restricted Stock Units converted into common stock on 2026-08-01
Third RSU tranche 1,042 units Restricted Stock Units converted into common stock on 2026-08-01
Restricted Stock Unit financial
"Each Restricted Stock Unit represents a contingent right to receive one share"
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
"awards of service-based Restricted Stock Units vests in twelve equal quarterly increments"
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.
vest date financial
"will be issued to the reporting person on the vest date"
withheld financial
"Payment of exercise price or tax liability by delivering or withholding securities"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did F5 (FFIV) executive Thomas Dean Fountain report in this Form 4?
Thomas Dean Fountain reported the vesting and conversion of 2,700 shares of F5 common stock from service-based Restricted Stock Units and the withholding of 1,492 shares at $402.57 per share to cover tax obligations on 2026-08-01.

How many F5 (FFIV) shares were acquired by Thomas Dean Fountain from RSU vesting?
On 2026-08-01, Thomas Dean Fountain acquired 2,700 shares of F5 common stock upon the conversion of three awards of service-based Restricted Stock Units, each RSU representing a contingent right to receive one share upon vesting, subject to continued service.

How many F5 (FFIV) shares were withheld for taxes in Thomas Dean Fountain’s Form 4?
The filing shows 1,492 shares of F5 common stock were disposed of via withholding at $402.57 per share to satisfy tax obligations related to the RSU vesting, rather than being sold in an open-market transaction.

Were Thomas Dean Fountain’s F5 (FFIV) transactions under a Rule 10b5-1 plan?
No. The Rule 10b5-1 checkbox is marked false, indicating these transactions were not reported as being executed under a pre-arranged Rule 10b5-1 trading plan, but instead appear as standard equity award vesting and related tax withholding.

What types of equity awards are involved in Thomas Dean Fountain’s F5 (FFIV) filing?
The filing involves service-based Restricted Stock Units, each representing a contingent right to receive one F5 common share. The footnotes describe awards granted in November 2023, November 2024, and November 2025 that vest in twelve equal quarterly installments, contingent on continued service.

What is the vesting structure of the RSUs reported by Thomas Dean Fountain at F5 (FFIV)?
The RSUs are service-based and vest in twelve equal quarterly increments beginning on specified dates in 2024, 2025, and 2026. Shares of F5 common stock are issued on each vest date if Fountain continues providing services through 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).
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 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 Global Services & Strategy
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 Stock08/01/2026M2,700(1)A$010,760D
Common Stock08/01/2026F1,492D$402.579,268D
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(2)$008/01/2026M950 (3) (4)Common Stock950$04,753D
Restricted Stock Unit(2)$008/01/2026M708 (5) (4)Common Stock708$06,370D
Restricted Stock Unit(2)$008/01/2026M1,042 (6) (4)Common Stock1,042$01,043D
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. Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
3. This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
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.
5. This November 3, 2025 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2026.
6. 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