Item 5. Other Information

Rule 10b5-1 Trading Arrangements

On February 22, 2024, M. Victoria Wong, Cisco’s Senior Vice President and Chief Accounting Officer, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Ms. Wong’s trading plan provides for the sale of 30,151 gross shares, excluding, as applicable, any shares withheld to satisfy tax withholding obligations in connection with the net settlement of the equity awards. Ms. Wong’s trading plan is scheduled to terminate on March 21, 2025, subject to early termination for certain specified events set forth therein.

On February 28, 2024, Charles H. Robbins, Cisco’s Chair and Chief Executive Officer, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Mr. Robbins’ trading plan provides for the sale of 484,640 gross shares (with any shares underlying performance-based equity awards being calculated at target), plus any related dividend-equivalent shares earned with respect to such shares and excluding, as applicable, any shares withheld to satisfy tax withholding obligations in connection with the net settlement of the equity awards. Mr. Robbins’ trading plan is scheduled to terminate on March 21, 2025, subject to early termination for certain specified events set forth therein.

On March 4, 2024, R. Scott Herren, Cisco’s Executive Vice President and Chief Financial Officer, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Mr. Herren’s trading plan provides for the sale of 256,366 gross shares (with any shares underlying performance-based equity awards being calculated at target), plus any related dividend-equivalent shares earned with respect to such shares and excluding, as applicable, any shares withheld to satisfy tax withholding obligations in connection with the net settlement of the equity awards. Mr. Herren’s trading plan is scheduled to terminate on March 21, 2025, subject to early termination for certain specified events set forth therein.

On March 15, 2024, Thimaya Subaiya, Cisco’s Executive Vice President, Operations, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Mr. Subaiya’s trading plan provides for the sale of 112,862 gross shares (with any shares underlying performance-based equity awards being calculated at target), plus any related dividend-equivalent shares earned with respect to such shares and shares from purchases made pursuant to Cisco’s employee stock purchase plan, and excluding, as applicable, any shares withheld to satisfy tax withholding obligations in connection with the net settlement of the equity awards. Mr. Subaiya’s trading plan is scheduled to terminate on March 21, 2025, subject to early termination for certain specified events set forth therein.

The information below is reported in lieu of information that would be reported under Item 5.02 under Form 8-K.

Compensatory Arrangement of Certain Officer

On May 15, 2024, Maria Martinez, former Executive Vice President and Chief Operating Officer of Cisco, entered into a Separation Agreement and General Release (the “Separation Agreement”) in connection with her termination of employment as an Executive Advisor effective May 15, 2024. The Separation Agreement provides that Ms. Martinez will be entitled to accelerated vesting of the time-based restricted stock unit awards which are scheduled to vest between August 10, 2024 and November 10, 2025 and will be deemed eligible for retirement vesting of certain performance-based restricted stock units. Ms. Martinez will also be entitled to a cash payment in the amount of $2,814,307.22, which is equal to eighteen months of her annual base salary, her annual target bonus award, and 17 months of COBRA premiums.

In consideration for such benefits, Ms. Martinez executed a release of claims relating to her employment and agreed to comply with the terms of the Separation Agreement, Cisco’s Code of Business Conduct and related policies, and Cisco’s Proprietary Information and Inventions Agreement.

The foregoing description of the Separation Agreement is qualified in its entirety by reference to the Separation Agreement, a copy of which is filed as Exhibit 10.2 to this Quarterly Report on Form 10-Q.