Statement of Changes in Beneficial Ownership (4)
May 02 2017 - 11:22AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Kearny Ryan C.
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2. Issuer Name
and
Ticker or Trading Symbol
F5 NETWORKS INC
[
FFIV
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
CTO& EVP, Product & Technology
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(Last)
(First)
(Middle)
C/O F5 NETWORKS, INC., 401 ELLIOTT AVE. W.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/28/2017
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(Street)
SEATTLE, WA 98119
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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4/28/2017
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A
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340
(1)
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A
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$0.00
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966
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D
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Common Stock
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5/1/2017
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M
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851
(2)
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A
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$0.00
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1817
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Unit
(3)
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$0.00
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5/1/2017
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M
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509
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(4)
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(5)
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Common Stock
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509
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$0.00
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1017
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D
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Restricted Stock Unit
(3)
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$0.00
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5/1/2017
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M
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342
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(6)
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(5)
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Common Stock
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342
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$0.00
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4792
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D
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Explanation of Responses:
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(1)
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Shares acquired based on performance targets for the November 1, 2016 award of Restricted Stock Units.
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(2)
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Shares acquired upon vesting of the November 2, 2015 and November 1, 2016 awards of service-based Restricted Stock Units.
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(3)
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Each Restricted Stock Unit represents a contingent right to receive one share of F5 Networks, Inc. Common Stock on the vest date.
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(4)
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The service-based Restricted Stock Units outstanding under this 11/02/2015 grant vest as follows: 508 vest 11/01/2016, 508 vest 02/01/2017, 509 vest 05/01/2017, 508 vest 08/01/2017, and 509 vest 11/01/2017.
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(5)
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If the reporting person continues to serve as an officer of the Company on 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.
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(6)
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This November 1, 2016 award of service-based Restricted Stock Units vests in sixteen equal quarterly increments beginning February 1, 2017.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Kearny Ryan C.
C/O F5 NETWORKS, INC.
401 ELLIOTT AVE. W.
SEATTLE, WA 98119
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CTO& EVP, Product & Technology
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Signatures
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/s/ Scot F. Rogers by Power of Attorney
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5/2/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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