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Item 16. Form 10-K Summary

19K characters. Original on sec.gov · Markdown

Item 16. Form 10-K Summary

Not applicable.

Table of Contents

EXHIBIT INDEX

Exhibit NumberExhibit Description
2.1—Merger Agreement dated as of March 9, 2019, by and among the Registrant, Nginx, Inc., Neva Merger Sub Limited, and Fortis Advisors LLC(1)
2.2—Merger Agreement, dated December 19, 2019, by and among F5 Networks, Inc., Silhouette Merger Sub, Inc., Shape Security, Inc., and Shareholder Representative Services LLC(2)+
3.1—Third Amended and Restated Articles of Incorporation of the Registrant(3)
3.2—Seventh Amended and Restated Bylaws adopted January 21, 2020(4)
4.1—Description of the Registrant's Securities(5)
4.2—Specimen Common Stock Certificate(6)
10.1—Commitment Letter, dated as of December 19, 2019, by and among F5 Networks, Inc., JPMorgan Chase Bank, N.A, Bank of America, N.A., and BofA Securities, Inc.(2)
10.2—Term Credit Agreement, dated as of January 24, 2020, among F5 Networks, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent(7)
10.3—Revolving Credit Agreement dated as of January 31, 2020, among F5 Networks, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as the Administrative Agent(8)
10.4—Second Amended and Restated Office Lease Agreement dated April 5, 2010, between the Registrant and CLP--Elliott West, L.P.(9)
10.5—Office Lease Agreement between the Registrant and Selig Real Estate Holdings XXV, L.L.C. dated October 31, 2006(10)
10.6—Office Lease Agreement between the Registrant and Fifth & Columbia Investors, LLC dated May 3, 2017(11)
10.7—Form of Indemnification Agreement between the Registrant and each of its directors and certain of its officers(12) §
10.8—F5 Networks, Inc. 2011 Employee Stock Purchase Plan (Amended and Restated effective March 14, 2019)(13) §
10.9—Form of Change of Control Agreement between the Registrant and the executive officers(14) §
10.10—Traffix Communication Systems Ltd. 2007 Israeli Employee Share Option Plan(15) §
10.11—F5 Networks, Inc. 2014 Incentive Plan, as amended and restated(16) §
10.12—Nginx, Inc. 2011 Share Plan(17) §
10.13—Nginx, Inc. Acquisition Equity Incentive Plan(17) §
10.14—Nginx, Inc. Acquisition Equity Incentive Plan Award Agreement(18) §
10.15—F5 Networks, Inc. Assumed Shape 2011 Stock Plan(19) §
10.16—F5 Networks, Inc. Shape Acquisition Equity Incentive Plan(19) §
10.17—F5 Networks, Inc. Shape Acquisition Equity Incentive Plan Award Agreement (Accelerated Vesting)(20) §
10.18—Form of 2014 Incentive Plan Award Agreement (Accelerated Vesting) as revised October 2017(21) §
10.19*—Form of 2014 Incentive Plan Award Agreement (Accelerated Vesting) as revised November 2019 §
10.20—Offer Letter from the Registrant to François Locoh-Donou(22) §
10.21—Offer Letter from the Registrant to Francis J. Pelzer(23) §
10.22—Separation Agreement and General Release of all Claims between the Registrant and John DiLullo(23) §
21.1*—Subsidiaries of the Registrant
23.1*—Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm
31.1*—Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*—Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*—Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*—XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH*—Inline XBRL Taxonomy Extension Schema Document
101.CAL*—Inline XBRL Taxonomy Extension Calculation Linkbase Document

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Exhibit NumberExhibit Description
101.DEF*—Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*—Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*—Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*—Cover Page Interactive Data File (embedded within the Inline XBRL document)
  • Filed herewith.

§ Indicates a management contract or compensatory plan or arrangement.

  • Schedules and annexes have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or annex will be furnished supplementally to the Securities and Exchange Commission upon request.

(1)Incorporated by reference from Current Report on Form 8-K dated March 11, 2019 and filed with the SEC on March 11, 2019.

(2)Incorporated by reference from Current Report on Form 8-K dated December 19, 2019 and filed with the SEC on December 24, 2019.

(3)Incorporated by reference from Current Report on Form 8-K dated March 19, 2013 and filed with the SEC on March 19, 2013.

(4)Incorporated by reference from Current Report on Form 8-K dated January 21, 2020 and filed with the SEC on January 23, 2020.

(5)Incorporated by reference from Annual Report on Form 10-K for the year ended September 30, 2019.

(6)Incorporated by reference from Exhibit 4.1 of Registration Statement on Form S-1, File No. 333-75817.

(7)Incorporated by reference from Current Report on Form 8-K dated January 24, 2020 and filed with the SEC on January 24, 2020.

(8)Incorporated by reference from Quarterly Report on Form 10-Q for the quarter ended December 31, 2019.

(9)Incorporated by reference from Current Report on Form 8-K dated April 5, 2010 and filed with the SEC on April 8, 2010.

(10)Incorporated by reference from Current Report on Form 8-K dated October 31, 2006 and filed with the SEC on November 3, 2006.

(11)Incorporated by reference from Current Report on Form 8-K dated May 3, 2017 and filed with the SEC on May 3, 2017.

(12)Incorporated by reference from Exhibit 10.1 of Registration Statement on Form S-1, File No. 333-75817.

(13)Incorporated by reference from Current Report on Form 8-K dated March 14, 2019 and filed with the SEC on March 14, 2019.

(14)Incorporated by reference from Current Report on Form 8-K dated April 29, 2009 and filed with the SEC on May 4, 2009.

(15)Incorporated by reference from Registration Statement on Form S-8 File No. 333-179794.

(16)Incorporated by reference from Current Report on Form 8-K dated March 12, 2020 and filed with the SEC on March 13, 2020.

(17)Incorporated by reference from Registration Statement on Form S-8 File No. 333-231802.

(18)Incorporated by reference from Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.

(19)Incorporated by reference from Form S-8 filed with the SEC on February 3, 2020.

(20)Incorporated by reference from Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.

(21)Incorporated by reference from Annual Report on Form 10-K for the year ended September 30, 2017.

(22)Incorporated by reference from Current Report on Form 8-K dated January 27, 2017 and filed with the SEC on January 30, 2017.

(23)Incorporated by reference from Current Report on Form 8-K dated April 20, 2018 and filed with the SEC on April 25, 2018.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

F5 NETWORKS, INC.
By:/s/ FRANÇOIS LOCOH-DONOU
François Locoh-Donou
Chief Executive Officer and President

Dated: November 13, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

SignatureTitleDate
By:/s/ FRANÇOIS LOCOH-DONOUChief Executive Officer, President, and Director (principal executive officer)November 13, 2020
François Locoh-Donou
By:/S/ FRANCIS J. PELZERExecutive Vice President, Chief Financial Officer (principal financial officer and principal accounting officer)November 13, 2020
Francis J. Pelzer
By:/S/ ALAN J. HIGGINSONDirectorNovember 13, 2020
Alan J. Higginson
By:/S/ A. GARY AMESDirectorNovember 13, 2020
A. Gary Ames
By:/S/ SANDRA BERGERONDirectorNovember 13, 2020
Sandra Bergeron
By:/S/ ELIZABETH BUSEDirectorNovember 13, 2020
Elizabeth Buse
By:/S/ DEBORAH L. BEVIERDirectorNovember 13, 2020
Deborah L. Bevier
By:/S/ MICHEL COMBESDirectorNovember 13, 2020
Michel Combes
By:/S/ MICHAEL L. DREYERDirectorNovember 13, 2020
Michael L. Dreyer
By:/S/ PETER KLEINDirectorNovember 13, 2020
Peter Klein
By:/S/ NIKHIL MEHTADirectorNovember 13, 2020
Nikhil Mehta
By:/S/ MARIE MYERSDirectorNovember 13, 2020
Marie Myers
By:/S/ SRIPADA SHIVANANDADirectorNovember 13, 2020
Sripada Shivananda

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