F5, INC.·4

Feb 3, 6:56 PM ET

WHALEN CHAD MICHAEL 4

4 · F5, INC. · Filed Feb 3, 2026

Research Summary

AI-generated summary of this filing

Updated

F5 (FFIV) EVP Chad Whalen Receives RSUs; 941 Shares Withheld for Taxes

What Happened

  • Chad Whalen, EVP Worldwide Sales of F5, Inc. (FFIV), received 2,317 shares upon the vesting/conversion of restricted stock units (RSUs) on February 1, 2026. To satisfy withholding for tax obligations, 941 of those shares were surrendered at a per‑share value of $275.61 for total tax withholding of $259,349.
  • The filing shows the vesting/conversion reported as multiple derivative transactions (667, 717 and 933‑share conversions, which sum to the 2,317 shares). The tax withholding is reported under code F; the conversions are reported under code M.

Key Details

  • Transaction date: February 1, 2026; Filing date: February 3, 2026 (no late filing indicated in the report).
  • Vesting breakdown: three RSU conversions of 667, 717 and 933 shares (total 2,317).
  • Tax withholding: 941 shares surrendered at $275.61 each, totaling $259,349.
  • Transaction codes: M = conversion/exercise of derivative (RSU conversion), F = payment of tax liability (share withholding).
  • Footnotes: Shares arose from service‑based RSU awards (Nov 1, 2023; Nov 1, 2024; Nov 3, 2025) that vest in quarterly increments (see footnotes F1–F6). Each RSU equals one share on the vest date.
  • Shares owned after the transaction: not specified in the provided filing details.

Context

  • This was an RSU vesting event with shares withheld to cover taxes (a routine, non‑market sale). No open‑market sale or purchase by the insider is reported — the disposal was solely for tax withholding.
  • For retail investors: RSU vesting is common compensation; withholding to cover taxes is standard and does not necessarily indicate a change in the insider’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-02-01
WHALEN CHAD MICHAEL
EVP, Worldwide Sales
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-01+2,31727,958 total
  • Tax Payment

    Common Stock

    2026-02-01$275.61/sh941$259,34927,017 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F2][F3][F4]
    2026-02-016677,346 total
    Exercise: $0.00Common Stock (667 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F2][F5][F4]
    2026-02-017175,021 total
    Exercise: $0.00Common Stock (717 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F2][F6][F4]
    2026-02-019332,798 total
    Exercise: $0.00Common Stock (933 underlying)
Footnotes (6)
  • [F1]Shares acquired upon the vesting of November 1, 2023, November 1, 2024, and November 3, 2025 awards of service-based Restricted Stock Units.
  • [F2]Each Restricted Stock Unit represents a contingent right to receive one share of F5, Inc. Common Stock on the vest date.
  • [F3]This November 3, 2025 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2026.
  • [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.
  • [F5]This November 1, 2024 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2025.
  • [F6]This November 1, 2023 award of service-based Restricted Stock Units vests in twelve equal quarterly increments beginning February 1, 2024.
Signature
/s/ Angelique M. Okeke by Power of Attorney|2026-02-03

Documents

1 file
  • 4
    wk-form4_1770162967.xmlPrimary

    FORM 4