F5 (FFIV) 10-K risk factor changes: FY2025 vs FY2024
The 2025-09-30 10-K against the 2024-09-30 one, compared heading by heading and sentence by sentence.
Item 1A41 rewritten36 added8 removed397 unchanged
All filing items691 rewritten487 added410 removed1,502 unchanged
Summary
counted, not written
- Item 1A lists 37 risk factor headings: 1 new, 3 reworded and 33 unchanged since FY2024. 0 headings from FY2024 no longer appear.
- Sentence by sentence, 487 added, 410 removed, 691 rewritten and 1,502 unchanged across 17 items that differ.
New Item 1A headings (1)
- The Cyber Incident has had and may continue to have an adverse effect on our business, reputation, customer, employee and partner relations, results of operations, financial condition and cash flowsCybersecurity
Removed Item 1A headings (0)
Every FY2024 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (3)
- Security vulnerabilities or control failures in our IT infrastructure or multicloud application
[removed: security and]delivery [added: and security] products and services as well as unforeseen product errors could have a material adverse impact on our[removed: business][added: business,] results of operations, financial condition and reputation - Our success depends on sales and continued innovation of our application
[removed: security and]delivery [added: and security] product lines - We may not be able to compete effectively in the application
[removed: security and]delivery [added: and security] market
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
41 rewritten, 36 added, 8 removed, 397 unchanged
[Operational and Execution [removed: Risk](#ifeff7b1376fc47f3849695e19e46267d_40)[s](#ifeff7b1376fc47f3849695e19e46267d_40)][added: Risks](#i3a383acf031140eeb9cced43e3baacdf_40)]
- Security vulnerabilities or control failures in our IT infrastructure or multicloud application [removed: security and] delivery [removed: solutions] and [added: security products and] services as well as unforeseen product errors could have a material adverse impact on our [removed: business] [added: business,] results of operations, financial condition and reputation;
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
[Strategic and Industry [removed: Risks](#ifeff7b1376fc47f3849695e19e46267d_43)][added: Risks](#i3a383acf031140eeb9cced43e3baacdf_43)]
- Our success depends on sales and continued innovation of our application [removed: security and] delivery [added: and security] product lines;
- Issues related to the development and use of artificial intelligence ("AI") could give rise to legal and/or regulatory action, damage our reputation or otherwise materially harm [removed: of] our business;
- We may not be able to compete effectively in the application [removed: security and] delivery [added: and security] market; and
[Legal and Regulatory [removed: Risks](#ifeff7b1376fc47f3849695e19e46267d_46)][added: Risks](#i3a383acf031140eeb9cced43e3baacdf_46)]
[Financial [removed: Risks](#ifeff7b1376fc47f3849695e19e46267d_49)][added: Risks](#i3a383acf031140eeb9cced43e3baacdf_49)]
[Risks Related to our Common [removed: Stock](#ifeff7b1376fc47f3849695e19e46267d_52)][added: Stock](#i3a383acf031140eeb9cced43e3baacdf_52)]
[General [removed: Risks](#ifeff7b1376fc47f3849695e19e46267d_55)][added: Risks](#i3a383acf031140eeb9cced43e3baacdf_55)]
- [removed: Continued macroeconomic] [added: Macroeconomic] downturns or uncertainties may harm our industry, business, and results of operations;
- Climate change [added: and associated regulation] may have an impact on our business.
Security vulnerabilities or control failures in our IT infrastructure or multicloud application [removed: security and] delivery [added: and security] products and services as well as unforeseen product errors could have a material adverse impact on our [removed: business] [added: business,] results of operations, financial condition and reputation
[removed: Our IT infrastructure and] those of our partners and customers are subject to the increasing threat of intrusions by a wide range of bad actors and malicious parties, including computer programmers, hackers or sophisticated nation-state and nation-state supported actors, or they may be compromised due to employee error or wrongful conduct, malfeasance, or other disruptions.
Despite our security measures, and those of our third-party vendors, our IT infrastructure has experienced breaches or [removed: disruptions] [added: disruptions, including the Cyber Incident,] and may be vulnerable in the future to breach, attacks or disruptions.
If any breach or [removed: attack] [added: attack, including the Cyber Incident,] compromises our IT infrastructure, creates system disruptions or slowdowns or exploits security vulnerabilities therein, the information stored on our networks or those of our customers could be accessed and modified, publicly disclosed, or lost or stolen, and we may be subject to liability to our customers, individuals, suppliers, business partners and others, and may suffer reputational and financial harm.
Our multicloud application [removed: security and] delivery [added: and security] products and services are used by our customers to manage their critical applications and data.
Despite our efforts to harden our IT infrastructure, our [removed: security and] delivery [added: and security] products and services against these risks, those efforts may not be successful, and from time to time, those systems and products could be compromised.
Threat actors can seek to exploit, among other things, known or unknown vulnerabilities and control weaknesses in technology included in our IT infrastructure, [removed: security and] delivery [added: and security] products and services, and failure to quickly identify, patch or mitigate security vulnerabilities or strengthen security controls could render our IT infrastructure, [removed: security and] delivery [added: and security] products and services susceptible to a cyber-attack which may subject the Company to liability to our customers, suppliers, business partners and others, as well as reputational and financial harm.
Moreover, inadequate or incomplete security monitoring, logging, asset management, or internal reporting and escalation, or gaps in coverage of security tools in our environment, could impact our ability to detect and respond to threats early and efficiently, giving threat actors an opportunity to gain [added: or maintain] access to our environment undetected.
If any one or more of these [removed: vendor's] [added: vendors'] security is compromised, it could have similar consequences as if we experienced a security event ourselves.
As our products and customer IT infrastructures become increasingly complex, customers may also experience unforeseen errors in implementing our products into their IT [removed: environments.][added: environments or integrating them with other vendor products.]
These problems may cause us to incur significant warranty and repair costs, divert the attention of our engineering personnel from our product development efforts, cause significant customer relations problems, [added: result in legal claims or liability,] and impact demand for our products and services.
Our products [added: also] must successfully operate with products from other vendors.
Any errors, [removed: defects] [added: defects, control failures,] or vulnerabilities in our products or IT [removed: infrastructure] [added: infrastructure, including the Cyber Incident,] could result in:
This could harm our ability to ship products or our ability to deliver cloud-based [removed: services,] [added: services used in our operations,] which could harm our financial results.
In addition, new cloud infrastructures are enabling the emergence of new competitors including large cloud providers who offer their own application [removed: security and] delivery [added: and security] functionality as well as smaller companies targeting the growing numbers of "born in the cloud" applications.
[removed: Conversely, in the last few years, we have initiated restructuring plans to better align strategic] and financial objectives, optimize operations, and drive efficiencies for long-term growth and profitability, which resulted in restructuring charges.
In addition, two worldwide distributors of our products accounted for [removed: 32.2%] [added: 33.3%] of our total net revenue for fiscal year [removed: 2024.][added: 2025.]
[removed: Continued] [added: - economic] uncertainty [added: around the world, including geopolitical, trade, economic] and [removed: friction] [added: diplomatic relations] may result in regulatory, operational, and cost challenges to our [removed: UK and] global [removed: operations.][added: operations; and]
Our inability to successfully operate and integrate newly-acquired businesses appropriately, effectively and in a timely manner, or to retain key personnel of any acquired business, could have a material adverse effect on our ability to take advantage of further growth in demand for application [removed: security and] delivery [added: and security] solutions and other advances in technology, as well as on our revenues, gross margins and expenses.
In addition, our software and systems products must interoperate with our end customers’ IT infrastructure, including the [added: rapid adoption of AI-enabled software and systems,] expanding use of the cloud and hybrid cloud environments, which often have different specifications, deploy products from multiple vendors, and utilize multiple protocol standards.
Our success depends on sales and continued innovation of our application [removed: security and] delivery [added: and security] product lines
We expect to derive a significant portion of our net revenues from the sale of our cloud, software and hardware application [removed: security and] delivery [added: and security] product lines in the future.
Demand for our products and services depends substantially upon the general demand for application [removed: security and] delivery [added: and security] solutions, which fluctuates based on numerous factors, including capital spending levels and growth of our current and prospective customers, as well as general economic conditions.
We may not be able to compete effectively in the application [removed: security and] delivery [added: and security] market
[removed: In the ordinary course of our business, we are involved in disputes and] licensing discussions with others regarding their claimed proprietary rights and cannot provide assurance that we will always successfully defend ourselves against such claims and such matters are subject to many uncertainties and outcomes are not predictable with assurance.
[added: Any of the above-described] circumstances relating to intellectual property rights disputes could result in our business and results of operations being harmed.
The provision for income taxes may also be impacted by changes in stock-based compensation, changes in the research and development tax credit laws, earnings being lower than anticipated in jurisdictions where we have lower statutory rates and being higher than anticipated in jurisdictions where we have higher statutory rates, transfer pricing adjustments, not meeting the terms and conditions of tax holidays or incentives, changes in the valuation of our deferred tax assets and liabilities, changes in actual results versus our [added: estimates, or changes in tax laws, regulations, accounting principles or interpretations thereof, including changes to the tax laws applicable to corporate multinationals.]
- The Cyber Incident has had and may continue to have an adverse effect on our business, reputation, customer, employee and partner relations, results of operations, financial condition and cash flows;
Our IT infrastructure and
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The Cyber Incident has had and may continue to have an adverse effect on our business, reputation, customer, employee and partner relations, results of operations, financial condition and cash flows
The Cyber Incident may harm our reputation, our customers, employee and partner relations and our operations and business.
Customers may in the future defer purchasing or choose to cancel or not renew their agreements or subscriptions with us.
We may expend significant costs and expenses related to the Cyber Incident including in connection with our investigations, and to address the damage to our reputation, customer, employee and partner relations.
If we are unable to maintain the trust of our current and prospective customers and partners, or our personnel continue to have to devote significant time to the Cyber Incident, our business, market share, results of operations and financial condition could be negatively affected.
As a result of the Cyber Incident and market forces beyond our control, the cost of our insurance may increase substantially, and we may not be able to obtain additional or comparable insurance coverage on commercially reasonable terms.
In addition, governmental authorities investigating the Cyber Incident may seek to impose undertakings, injunctive relief, consent decrees, or other civil or criminal penalties, which could, among other things, materially increase our software development and related expenses or otherwise require us to alter how we operate our business.
Further, any legislative or regulatory changes adopted in reaction to the Cyber Incident could require us to make modifications to the operation of our business that could have an adverse effect or increase or accelerate our compliance costs.
We have not seen any evidence of modification to our software supply chain, including our source code and our build release pipelines.
We have confirmed that the threat actor exfiltrated files from our BIG-IP product development environment and engineering knowledge management platform.
The discovery of new or different information regarding the Cyber Incident, including with respect to its scope and impact on our systems, products or customers, could increase our costs and liabilities related to the Cyber Incident and result in further damage to our business, reputation, intellectual property, results of operations and financial condition.
The Cyber Incident also may embolden other threat actors to further target our systems, which could result in additional harm to our business.
We cannot ensure that our steps to secure our systems, our product development environments and protect the security and integrity of the products that we deliver will be successful to protect against threat actors or cyberattacks or perceived by existing and prospective customers as sufficient to address the harm caused by the Cyber Incident.
Further, our Distributed Cloud Services infrastructure is dependent on our IT systems and related software interfaces, including third-party cloud hosting providers, in order to maintain a reliable and consistent level of performance for our customers.
If those systems experience an outage, fail, or are otherwise interrupted, or if our ability to connect to or interact with one or more networks is interrupted, platform services may function at a diminished level or not at all.
This could harm our ability to deliver services to our customers, which could harm our customers and our financial results.
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Conversely, in the last few years, we have initiated restructuring plans to better align strategic
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Similarly, as we continue building AI functionality into our offerings, we expect competition to increase in the future, from established competitors and new market entrants, as AI technologies are integrated into the markets in which we compete.
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Further, we could face litigation in connection with the Cyber Incident.
In the ordinary course of our business, we are involved in disputes and
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As a result, when problems occur in a network, it may be difficult to identify the source of the problem.
The occurrence of software or hardware problems, whether caused by our products or another vendor’s products, may result in the delay or loss of market acceptance of our products.
The occurrence of any of these problems may harm our business and results of operations.
- economic uncertainty around the world, including continued economic uncertainty as a result of sovereign debt issues in Europe; and
In addition, the impact of Brexit on EU-UK political, trade, economic and diplomatic relations continues to be uncertain and such impact may not be fully realized for several years or more.
Any of the above-described
estimates, or changes in tax laws, regulations, accounting principles or interpretations thereof, including changes to the tax laws applicable to corporate multinationals.
If there is a
An excerpt. Shown here: 40 of 41 rewritten, all 36 added and all 8 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2025 filing and the FY2024 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
108 rewritten, 89 added, 111 removed, 102 unchanged
Our [removed: enterprise-grade] application services are available as [removed: cloud-based, software-as-a-service,] [added: hardware, software, SaaS,] and software-only solutions optimized for [added: hybrid,] multicloud environments, with modules that can run independently, or as part of an integrated solution on our high-performance appliances.
We market and sell our products primarily through multiple indirect sales channels in [removed: the] [added: our] Americas; Europe, the Middle East, and Africa ("EMEA"); and [removed: the] Asia Pacific [removed: region ("APAC").][added: ("APAC") regions.]
Enterprise customers (Fortune 1000 or Business Week Global 1000 companies) in the technology, [removed: telecommunications,] financial services, transportation, education, manufacturing, and health care industries, along with government customers, [added: and service providers] continue to make up the largest percentage of our customer base.
Our revenue is derived from the sales of both [removed: global services] [added: products] and [removed: products.][added: services.]
Our [removed: global] services revenue includes annual maintenance contracts, training and consulting services.
The majority of our product revenues are derived from sales of our application [removed: security and] delivery [added: and security] solutions including our [added: F5] BIG-IP software and systems, F5 NGINX software, and our F5 Distributed Cloud Services offerings.
Our [added: F5] BIG-IP software solutions are sold both on a [added: subscription and] perpetual license [removed: and a subscription] basis.
F5 Distributed Cloud Services provides security, multicloud networking, and edge-based computing solutions and are offered on a subscription basis, under a unified [removed: software-as-a-service ("SaaS")] [added: SaaS platform and managed service] platform.
Significant items impacting cost of revenues are hardware costs paid to our contract manufacturers, third-party software license fees, [removed: software-as-a-service infrastructure] [added: technology] costs, [added: including cloud hosting and software licenses expenses,] amortization of developed technology and personnel and overhead expenses.
Other significant operating expenses that we monitor include [added: costs associated with cyber and enterprise-wide security,] marketing and promotions, travel, professional fees, [removed: computer costs] [added: technology costs, including cloud hosting and software licenses expenses,] related to the development of new products and provision of services, facilities and depreciation expenses.
The increase in cash and investments for fiscal year [removed: 2024] [added: 2025] was primarily due to cash provided by operating activities of [removed: $792.4] [added: $949.7] million, partially offset by [removed: $500.6] [added: $502.1] million of cash used for the repurchase of outstanding common stock under our stock repurchase [removed: program and] [added: program, including] the payment of related excise taxes.
Going forward, we believe the primary driver of cash flows will [removed: be net income from operations.]
Additionally, on January 31, 2020, we entered into a Revolving Credit Agreement (the "Revolving Credit Agreement") that provides for a senior unsecured revolving credit facility in an [added: aggregate principal amount of $350.0 million (the "Revolving Credit Facility").]
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Deferred revenues continued to increase in fiscal [removed: 2024] [added: 2025] due to an increase in deferred subscription contracts, including SaaS and maintenance associated with licensed-based subscriptions, which includes sales as part of our [removed: Flex] [added: Flexible] Consumption Program.
Our days sales outstanding for the fourth quarter of fiscal year [removed: 2024] [added: 2025] was [removed: 47.][added: 46.]
Critical Accounting [removed: Policies and] Estimates
Impact of [removed: Current] Macroeconomic Conditions
Uncertain economic conditions, including inflation, [added: tariffs and other duties,] higher interest rates, slower growth, fluctuations in foreign exchange rates, and other changes in economic conditions, may adversely affect our results of operations and financial performance.
The following discussion and analysis [added: comparing our fiscal 2025 financial results to fiscal 2024] should be read in conjunction with our consolidated financial statements, related notes and risk factors included elsewhere in this Annual Report on Form 10-K.
| | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Products | | | | | | $ | [removed: 1,272,795] [added: 1,508,640] | | | | | $ | [removed: 1,334,638] [added: 1,272,795] | | | | | $ | [removed: 1,317,117] [added: 1,334,638] | |
| Services | | | | | | [removed: 1,543,325] [added: 1,579,432] | | | | | | [removed: 1,478,531] [added: 1,543,325] | | | | | | [removed: 1,378,728] [added: 1,478,531] | | |
| Total | | | | | | $ | [removed: 2,816,120] [added: 3,088,072] | | | | | $ | [removed: 2,813,169] [added: 2,816,120] | | | | | $ | [removed: 2,695,845] [added: 2,813,169] | |
| Products | | | | | | [removed: 45.2] [added: 48.9] | | % | | | | [removed: 47.4] [added: 45.2] | | % | | | | [removed: 48.9] [added: 47.4] | | % |
| Services | | | | | | [removed: 54.8] [added: 51.1] | | | | | | [removed: 52.6] [added: 54.8] | | | | | | [removed: 51.1] [added: 52.6] | | |
The [removed: decrease] [added: increase] of [removed: $61.8] [added: $235.8] million in net product revenues for fiscal year [removed: 2024] [added: 2025] was due to [removed: a decrease in systems sales, partially offset by] an increase in [removed: software revenue primarily from packaged] [added: revenues associated with systems and] software [removed: sales.][added: of $168.2 million and $67.6 million, respectively.]
| Systems revenue | | | | | | $ | [removed: 537,318] [added: 705,551] | | | | | $ | [removed: 670,652] [added: 537,318] | | | | | $ | [removed: 651,902] [added: 670,652] | |
| Total net product revenue | | | | | | $ | [removed: 1,272,795] [added: 1,508,640] | | | | | $ | [removed: 1,334,638] [added: 1,272,795] | | | | | $ | [removed: 1,317,117] [added: 1,334,638] | |
| Systems revenue | | | | | | [removed: 42.2] [added: 46.8] | | % | | | | [removed: 50.2] [added: 42.2] | | % | | | | [removed: 49.5] [added: 50.2] | | % |
| Software revenue | | | | | | [removed: 57.8] | | | | | | [removed: 49.8] | | | | | | [removed: 50.5] | | |
| [removed: Software revenue] [added: Software revenue] | | | | | | | | | | | | | | | | | | | | |
| Perpetual licenses | | | | | | [removed: 111,802] [added: 119,863] | | | | | | [removed: 108,045] [added: 111,802] | | | | | | [removed: 143,406] [added: 108,045] | | |
[removed: *Net Service Revenues.* Net] [added: Cost of net] service revenues increased [removed: 4.4% in fiscal year 2024 from fiscal year 2023, compared to an increase of 7.2%] [added: $14.5 million, or 6.6%] in fiscal year [removed: 2023] [added: 2025] from the prior year.
The increase of [removed: $99.8] [added: $36.1] million in service revenue for fiscal year [removed: 2023] [added: 2025] was [added: primarily] the result of increased [added: initial] purchases [removed: or] [added: and] renewals of maintenance [removed: contracts driven by delayed purchase decisions in new product purchases by our install base and additions to our installed base of products.][added: contracts.]
The following [added: distributor] customers accounted for more than 10% of total net revenue:
The following [added: distributor] customers accounted for more than 10% of total receivables:
| | | | | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
No [removed: other] [added: end-user] customers accounted for more than 10% of total net revenue or receivables.
| Products | | | | | | $ | [removed: 336,237] [added: 338,037] | | | | | $ | [removed: 375,192] [added: 336,237] | | | | | $ | [removed: 319,713] [added: 375,192] | |
F5 is a global leader in application delivery and security solutions which enables its customers to deploy, operate, secure, optimize, and govern every application and API across on-premises architectures, in the cloud, and at the network edge.
Our cloud, software, and hardware solutions enable our customers to deliver fast, available, and secure digital experiences to their customers at scale.
We sell F5 NGINX on a subscription basis as deployable software or SaaS.
In fiscal 2025, we benefited from improving customer demand, which began to stabilize and improve following macroeconomic uncertainties at the start of fiscal 2024.
In addition, $171.1 million of cash was used for the acquisition of businesses during fiscal 2025, and $43.3 million of cash was used for capital expenditures related to the expansion of our facilities to support our operations worldwide, as well as investments in technology, including cloud hosting and software licenses, and equipment purchases to support our core business activities.
continue to be net income from operations.
On January 31, 2025, the Revolving Credit Facility expired.
At the time of expiration, there were no outstanding borrowings under the Revolving Credit Facility.
Cyber Incident
On October 15, 2025, we disclosed information about a Cyber Incident in which a highly sophisticated nation-state threat actor had gained unauthorized long-term, persistent access to certain Company systems, and exfiltrated certain files, some of which contained certain portions of our BIG-IP source code and information about undisclosed vulnerabilities that our engineering teams were working on in BIG-IP.
Upon identifying the threat, we immediately activated our incident response process and took extensive actions to contain the threat actor, which included engaging leading external cybersecurity experts.
Our investigation, monitoring, and related activities related to the incident are ongoing.
To date, we believe our containment actions have been successful, and since the initiation of these efforts, we have not observed any evidence of new unauthorized activity.
To date, we are not aware of any undisclosed critical or remote code vulnerabilities, and we are not aware of active exploitation of any undisclosed vulnerabilities within our products.
Further, to date, we have no evidence of modification to our software supply chain, including our source code and our build and release pipelines.
This assessment has been validated through independent reviews by leading cybersecurity research firms.
We have no evidence that the threat actor accessed or modified the NGINX source code or product development environment, nor do we have evidence they accessed or modified our F5 Distributed Cloud Services or Silverline systems.
In response to the incident, we have prioritized delivering reliable software release updates to address all undisclosed high vulnerabilities in BIG-IP source code, with a significant number of our largest customers having completed these updates with minimal disruption.
We have, and will continue to prioritize steps to bolster our security posture in implementing further measures to strengthen our security environment and protect our customers.
To date, this incident has not had a material impact on our operations.
As a result of the incident, we anticipate near-term disruption to our sales cycles with demand impacts more pronounced in the early part of the fiscal year and normalizing in the second half of the fiscal year 2026.
These disruptions may also lead to a near term impact on our operating margin within fiscal year 2026.
We expect to continue to incur additional professional services and other expenses associated with incident response during fiscal year 2026.
As of the date of this filing these expenses were not material.
See Note 12.
Commitments and Contingencies in the Notes to Consolidated Financial Statements included in Item 8 of Part II of this Annual Report on Form 10-K for more information.
Revenue Recognition. The majority of our contracts with our customers include various combinations of our products and subscriptions and support.
Our hardware products and software licenses are distinct from our subscriptions and support services as the customer can benefit from the product without these services and such services are separately identifiable within the contract.
We account for multiple agreements with a single customer as a single contract if the contractual terms and/or substance of those agreements indicate that they may be so closely related that they are, in effect, parts of a single contract.
The
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amount of consideration we expect to receive in exchange for delivering on the contract is allocated to each performance obligation based on its relative standalone selling price.
When estimating standalone selling price, we first consider the prices charged for a deliverable when sold separately.
If the standalone selling price is not observable through past transactions, we estimate it based on our pricing model and our go-to-market strategy, which include factors such as target gross margins, the geographies in which our offerings were sold, and offering type (products or services).
As our business offerings evolve over time, we may be required to modify our estimated standalone selling prices, and as a result the timing and classification of our revenue could be affected.
For discussion and analysis related to our financial results comparing fiscal 2024 to 2023, refer to Part II, Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for fiscal 2024, which was filed with the Securities and Exchange Commission on November 18, 2024.
*Net Product Revenues.* Net product revenues increased 18.5% in fiscal year 2025 from fiscal year 2024.
*Net Service Revenues.* Net service revenues increased 2.3% in fiscal year 2025 from fiscal year 2024.
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F5 is a leading provider of multicloud application security and delivery solutions which enable our customers to develop, deploy, operate, secure, and govern applications in any architecture, from on-premises to the public cloud.
We sell F5 NGINX on a subscription basis.
In fiscal 2023 and as we entered fiscal 2024, continued customer budget constraints brought on by uncertainties in the macroeconomic environment led to delays in customer purchase decisions.
The impact of these buying patterns led to softer demand for both our software and systems products and services.
Over the course of fiscal 2024, we have seen customer demand stabilizing, however, we will continue to closely monitor the macroeconomic environment and its impacts on our business.
aggregate principal amount of $350.0 million (the "Revolving Credit Facility").
We have the option to increase commitments under the Revolving Credit Facility from time to time, subject to certain conditions, by up to $150.0 million.
As of September 30, 2024, there were no outstanding borrowings under the Revolving Credit Facility, and we had available borrowing capacity of $350.0 million.
Revenue Recognition. We sell products through distributors, resellers, and directly to end users.
Revenue related to our contracts with customers is recognized by following a five-step process:
- *Identify the contract(s) with a customer.* Evidence of a contract generally consists of a purchase order issued pursuant to the terms and conditions of a distributor, reseller or end user agreement.
- *Identify the performance obligations in the contract.* Performance obligations are identified in our contracts and include hardware, hardware-based software, software-only solutions, cloud-based subscription services as well as a broad range of service performance obligations including consulting, training, installation and maintenance.
- *Determine the transaction price.* The purchase price stated in an agreed upon purchase order is generally representative of the transaction price.
We offer several programs in which customers are eligible for certain levels of rebates if certain conditions are met.
When determining the transaction price, we consider the effects of any variable consideration.
- *Allocate the transaction price to the performance obligations in the contract.* The transaction price in a contract is allocated based upon the relative standalone selling price of each distinct performance obligation identified in the contract.
- *Recognize revenue when (or as) the entity satisfies a performance obligation.* We satisfy performance obligations either over time or at a point in time as discussed in further detail below.
Revenue is recognized at the time the related performance obligation is satisfied by transferring control of promised products and services to a customer.
Revenue is recognized net of any taxes collected, which are subsequently remitted to governmental authorities.
Shipping and handling fees charged to our customers are recognized as product revenue in the period shipped and the related costs for providing these services are recorded as a cost of sale.
The following is a description of the principal activities from which we generate revenue:
*Product*
Revenue from the sale of our hardware and perpetual software products is generally recognized at a point in time when the product has been fulfilled and the customer is obligated to pay for the product.
We also offer several products by subscription, either through term-based license agreements or as SaaS offerings.
Revenue for term-based license agreements is recognized at a point in time when we deliver the software license to the customer and the subscription term has commenced.
For our SaaS offerings, revenue is recognized ratably as the services are provided.
Hardware, including the software run on those devices is considered systems revenue.
Perpetual or subscription software offerings that are, or have the ability to be deployed on a standalone basis, along with our SaaS offerings, are considered software revenue.
When rights of return are present and we cannot estimate returns, revenue is recognized when such rights of return lapse.
Payment terms to customers are generally net 30 days to net 60 days.
*Global Services*
Revenues for post-contract customer support ("PCS") are recognized on a straight-line basis over the service contract term.
PCS includes a limited period of telephone support, updates, repair or replacement of any failed product or component that fails during the term of the agreement, bug fixes and rights to upgrades, when and if available.
Consulting services are customarily billed at fixed hourly rates, plus out-of-pocket expenses, and revenues are recognized as the consulting is completed.
Similarly, training revenue is recognized as the training is completed.
*Flexible Consumption Program*
We enter into certain contracts with customers, including flexible consumption programs and multi-year subscriptions, with non-standard terms and conditions.
Management assesses contractual terms in these agreements to identify and evaluate performance obligations.
Management allocates consideration to each performance obligation based on relative fair value using standalone selling price and recognizes associated revenue as control is transferred to the customer.
*Contract Acquisition Costs*
An excerpt. Shown here: 40 of 108 rewritten, 40 of 89 added and 40 of 111 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk
5 rewritten, 2 added, 1 removed, 6 unchanged
*Inflation Risk.* We are actively monitoring the [removed: current] [added: macroeconomic] inflationary environment, [added: including the impact from changes in foreign trade policies, tariffs, and other duties,] but we do not believe that inflation has had a material effect on our business, financial condition or results of operations.
If the [removed: current] inflationary environment constrains our customers’ ability to procure goods and services from us, we may see customers reprioritize these investment decisions.
*Foreign Currency Risk.* The majority of our sales, cost of net revenues, and operating expenses are denominated in U.S. dollars [removed: and as a result, we have not experienced significant foreign currency transaction gains and losses to date.][added: ("USD").]
While we conduct transactions in foreign currencies and expect to continue to do so, [added: to date] we [added: have not, and] do not anticipate that [added: related] foreign currency transaction gains or losses will be significant at our current level of operations.
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
However, as we operate in and continue to expand our operations internationally, fluctuations in foreign currency exchange rates relative to the USD, could impact our foreign currency-denominated costs and may result in operating margin volatility.
To date, such fluctuations have not had a material impact on our financial results.
However, as we continue to expand our operations internationally, transaction gains or losses may become significant in the future.
Item 1. Business
74 rewritten, 79 added, 134 removed, 132 unchanged
F5 is a multicloud application [removed: security and] delivery [added: and security] provider committed to bringing a better digital world to life.
F5 partners with the world’s largest, most advanced organizations to optimize and secure every application and Application Programming Interface [removed: (“API”)] [added: ("API")] anywhere, including on-premises, in the cloud, [removed: or] [added: and] at the [added: network] edge.
Our application [removed: security and] delivery [added: and security] solutions are available in a range of deployment and consumption models.
F5 was incorporated [removed: on February 26,] [added: in] 1996 [added: and is headquartered] in [removed: the state of] [added: Seattle,] Washington.
[removed: Through] [added: Our website is www.f5.com and through] a link on the Investor Relations section of our website, we make available the following filings as soon as reasonably possible after they are electronically filed with or furnished to the Securities and Exchange Commission [removed: (“SEC”):] [added: ("SEC"):] our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act.
[removed: Over the past several years, F5 has significantly expanded its software and SaaS offerings to] [added: We] deliver a broad portfolio of solutions to help customers address the complexity and risk in today’s hybrid [added: multicloud] IT environments.
[removed: Through its] [added: We are able to deliver on this strategy through our solutions portfolio, specifically our F5] BIG-IP, F5 NGINX, and F5 Distributed Cloud Services product families, [removed: F5 offers] [added: which deliver] a range of integrated, [added: application and delivery services leveraging] artificial [removed: intelligence-] [added: intelligence] and machine [removed: learning-driven solutions] [added: learning capabilities] that support [added: application] performance and protect [removed: both legacy] [added: legacy, modern,] and [removed: modern] [added: AI-powered] applications and APIs across [added: the] data center, [removed: cloud,] [added: public clouds,] and edge locations.
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
Solving multicloud application [removed: security and] delivery [added: and security] challenges
Our F5 NGINX family [removed: serves] [added: also delivers essential application delivery and security services but is optimized for] modern, container-native and microservices-based applications and APIs.
Our F5 Distributed Cloud Services is a portfolio of SaaS and managed services [removed: serving] [added: designed for] both traditional and modern applications where a [removed: SaaS-deployment] [added: SaaS deployment] model is preferred.
[removed: As a result of this broad] [added: With our comprehensive] portfolio, we are the only provider capable of supporting [removed: our] customers’ modern and legacy application [removed: security and] delivery [added: and security] needs across any environment — on premises, co-located, in a cloud or at the [removed: edge — with the added flexibility of multiple deployment models including SaaS, managed services, packaged software, and hardware offerings.][added: edge.]
[removed: Going forward we will] [added: We continue to] leverage and grow our foundational capabilities in data and insights, digital sales, and SaaS-delivered capabilities to deliver consistent world-class customer experiences, including simple, integrated and friction-free consumption of our [removed: technologies.][added: solutions.]
We will continue to improve customer awareness and understanding of F5’s [removed: expanded] portfolio with a focus on both user and buying personas, and business [removed: needs and intend to enhance our digital customer experiences to deliver both growth and efficiency.][added: needs.]
First, our current portfolio is [removed: positioned to solve] [added: solving] security and performance challenges associated with [removed: new] AI [added: model training and inference and in support of AI-driven] workloads.
Third, we are [removed: working] [added: innovating] to [removed: build] [added: create] new offerings based on the [removed: changing] [added: rapidly evolving] application and data security landscapes and the customer needs associated with these changes.
Finally, we are pursuing partnerships with [added: global leaders in] AI [removed: players] to help [removed: secure and] deliver [added: and secure] AI workloads.
Capturing growth in security and [removed: software-as-a-service][added: SaaS]
[added: With] F5 Distributed Cloud [removed: enables our] [added: Services, we enable] customers to [removed: choose the best] [added: optimize application deployment across public, private, and edge clouds, providing flexibility in] location and architecture [removed: for their application portfolio] while [removed: easing] [added: reducing] the operational [removed: burden] [added: complexity] of [removed: securing and] delivering [removed: applications across public, private] and [removed: edge clouds.][added: securing applications.]
F5’s portfolio of multicloud application [removed: security and] delivery [added: and security] technologies [removed: are enabling] [added: enables] customers to address the challenges of delivering differentiated digital experiences [removed: to] [added: while safeguarding] their [removed: customers.][added: applications across complex hybrid and multicloud environments.]
Our product portfolio [removed: is comprised of] [added: includes] solutions [removed: made available within] [added: across] the following [removed: F5] product families: F5 Distributed Cloud Services, F5 [removed: NGINX and] [added: NGINX,] F5 [removed: BIG-IP, and are discussed below.][added: BIG-IP.]
- Advanced Web Application Firewall [removed: (“WAF”)] [added: ("WAF")] capabilities through [removed: F5’s BIG-IP] [added: the F5] WAF [removed: engine, which] [added: engine available on BIG-IP and NGINX,] allows our customers to quickly apply, secure, and manage uniform comprehensive security policies at scale, across data centers, public or private clouds, and edge computing environments.
- Mitigation against [removed: L3-L7] [added: OSI Model Layer 3-Layer 7] application-based and volumetric DDoS attacks through advanced F5 Distributed Cloud DDoS Mitigation, a managed, cloud-delivered mitigation service that detects and mitigates large-scale network, SSL, and application-targeted attacks in real time.
- F5 Distributed Cloud App Connect. An application delivery and deployment solution for [removed: connecting clusters] [added: application-level connectivity] across various cloud providers and regions.
F5 NGINX. Built from the F5 NGINX [removed: open source] [added: open-source] software that powers hundreds of millions of websites and applications across the world, our F5 NGINX technology suite delivers a lightweight, agile ADC and API connectivity solution [removed: for modern, container-native, micro-services-based applications and APIs.]
- F5 [removed: NGINX App Protect.] [added: WAF for NGINX.] F5 [added: WAF for] NGINX [removed: App Protect] is a comprehensive WAF security and denial-of-service ("DoS") defense solution designed to protect applications and API’s from advanced Layer 7 attacks.
It can be used in a variety of the use cases [removed: that] [added: where] F5 NGINX Plus is deployed and integrate easily into CI/CD pipelines for automation.
F5 [added: WAF for] NGINX [removed: App Protect] can be added to subscriptions and is bundled into [removed: “advanced”] [added: "advanced"] offerings for F5 [added: NGINX] Ingress Controller.
F5 BIG-IP. Our [added: F5] BIG-IP family of product offerings provide feature-rich, highly programmable and configurable application [removed: security and] delivery [added: and security] solutions for legacy applications in enterprises and service providers.
[removed: BIG-IPs “best-of-suite”] [added: F5 BIG-IP's "best-of-suite"] approach helps standardize and consolidate application [removed: security and] delivery [added: and security] functions into a single solution, automating functions and reducing operational cost.
- F5 BIG-IP Application Delivery. F5 BIG-IP Application Delivery products include F5 BIG-IP Local Traffic Manager which manages network traffic [removed: so] [added: ensuring] applications are always fast, available, and secure; F5 BIG-IP DNS which provides hyperscale and security during high query volumes and DNS DDoS attacks; [removed: and] F5 BIG-IP Policy Enforcement Manager which improves network performance through effective policy [removed: management.][added: management; and F5]
As F5 expands its reach and role into a broader set of [added: hybrid] multicloud [removed: security and] [added: application] delivery [added: and security] solutions, [removed: the companies that we consider competitors evolve.][added: our competitive set evolves and includes vendors with capabilities associated with application delivery, application security, and multicloud networking.]
We believe we generally compete favorably on the basis of these factors [removed: as a result] [added: because] of our robust solutions and services, [removed: and] our ability to deliver and secure any application, and any API, [removed: anywhere.][added: anywhere, and our platform approach.]
Our [added: F5] BIG-IP offerings compete against Citrix and Broadcom.
In application security, we compete with vendors that offer web application firewall, bot detection and mitigation, API protection, carrier-grade firewall, carrier-grade network address translation ("NAT"), SSL orchestration, access policy management, and DDoS mitigation including Akamai, Cisco, Cloudflare, Fortinet, Juniper Networks, Palo Alto, Radware, and [removed: Thales.][added: Thales (Imperva).]
[removed: Hardware] [added: The] components for our [added: hardware] products consist [removed: primarily] of commodity parts and [removed: certain] custom components.
Systems built in Guadalajara are shipped to the Flex fulfillment center in [removed: Milpitas, California] [added: Memphis, Tennessee] for distribution primarily to distributors, value-added resellers, or [removed: end users] [added: end-users] in the Americas and EMEA.
As of September 30, [removed: 2024,] [added: 2025,] we had [removed: 6,557] [added: 6,578] employees – over 99% of whom were [removed: full time] [added: full-time] employees.
Our employees are [added: based] in 47 countries with 47% of employees [added: based] in the United States.
We have experienced no work stoppages and believe that our employee relations are in good standing, as evidenced by our [removed: bi-annual] [added: annual] employee engagement survey [removed: results and] [added: results,] described in the section below entitled [removed: *Culture] [added: "Culture] and [removed: Engagement*.][added: Engagement."]
Cyber Incident
On October 15, 2025, we disclosed a security incident in which a threat actor maintained long-term, persistent access to F5 systems, and exfiltrated certain files, referred to as the "Cyber Incident." For further information about the Cyber Incident, see "Risk Factors" included in Item 1A of Part I of this Annual Report on Form 10-K, and "Management’s Discussion and Analysis of Financial Condition and Results of Operations - Cyber Incident" included in Item 7 of Part II of this Annual Report on Form 10-K.
Our F5 BIG-IP family delivers essential application delivery and security services, ensuring applications operate efficiently and securely.
It is optimized for traditional applications whether deployed on premises, in co-located data centers, or in cloud environments.
We intend to enhance our digital customer experiences to deliver both growth and efficiency.
We are selling F5 solutions in support of AI data delivery, AI runtime security and AI factory load balancing use cases.
In response to customers' growing preference for a platform approach, in 2025 we introduced the F5 Application Delivery and Security Platform ("ADSP").
The F5 ADSP aims to unify high-performance traffic management with advanced application and API security at scale across hybrid and multicloud environments.
Unlike fragmented point solutions, the F5 ADSP is purpose-built to simplify hybrid multicloud complexity.
With the F5 ADSP, we aim to leverage the full strength of our broad portfolio with capabilities to enhance security, scalability, and operational efficiency while enabling key capabilities such as policy management, analytics, and automation.
We continue to invest in expanding our SaaS-based F5 Distributed Cloud Services.
Our F5 Distributed Cloud Services console extends visibility and simplifies management for F5 BIG-IP and F5 NGINX customers.
Our infrastructure-agnostic approach ensures customers can create a unified and optimized experience across diverse IT environments.
We sell application delivery and security solutions for web application and API protection, hybrid multicloud networking, enterprise AI delivery and security, application migration, application modernization, zero trust architecture and post quantum cryptography readiness.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
for modern, container-native, micro-services-based applications and APIs.
- F5 NGINX One Console. The F5 NGINX One Console is a unified SaaS management platform designed to streamline the deployment, configuration, monitoring, and administration of NGINX instances across hybrid and multi-cloud environments.
Tailored for organizations leveraging NGINX for modern application delivery, the NGINX One Console provides centralized visibility and real-time analytics to optimize application performance, ensure security, and monitor traffic flows.
Its intuitive interface simplifies the management of NGINX instances and supports automated workflows, integration with DevOps pipelines, and role-based access controls ("RBAC").
By empowering teams to manage containerized and microservices-based applications efficiently, the NGINX One Console enables enterprises to deliver reliable, scalable, and secure applications in increasingly distributed environments.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
BIG-IP Next for Kubernetes which supports ingress and egress traffic management for integration to multiple networks.
To provide a unified experience across all our offerings, we have introduced the F5 ADSP.
With the F5 ADSP, customers can leverage the full strength of our broad portfolio with capabilities to enhance security, scalability, and operational efficiency while enabling key capabilities such as policy management, analytics, and automation.
While customers broadly are expressing increasing preference for a platform approach that simplifies complexity and eliminates operational burden, we also compete on a point-solution basis.
We outsource the manufacturing of our products to various manufacturing partners, including our primary third-party manufacturer service provider, Flex Ltd. ("Flex"), to manufacture our hardware systems according to our specifications.
Assembly, quality control and systems testing are carried out at Flex's facilities in Guadalajara, Mexico and Zhuhai, China.
Additionally, Flex manages material procurement and fulfillment activities on our behalf, ensuring we maintain high standards of efficiency and scalability across our operations.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
Our sales and operations planning cadence provides Flex and other partners with a rolling demand forecast.
This approach enables our manufacturing partners to plan for the appropriate stock levels of raw materials and manufacturing line capacity, resulting in the right finished goods inventories to meet our end-user demand.
The component parts within our products are either sourced by our manufacturing partners or by us from various component suppliers.
F5 has established a robust and resilient global hardware supply chain.
We continuously monitor areas of potential impact within our supply chain, such as geopolitical, supplier, and other risk factors, as well as proactively take steps to minimize disruptions, including securing alternate supply when applicable.
Acquisitions
We evaluate opportunities to acquire complementary businesses, technologies, services, and intellectual property to complement our organic innovation and research and development efforts, advance the development of our platforms, and enable further investment in our key priority areas.
Our evaluation of acquisition opportunities seeks to confirm that any potential transaction would accelerate our strategy, represent an attractive customer opportunity, address a customer need, align with our customer base and go-to-market strategy, and present a clear timeline and path for value accretion.
Our acquisitions enable us to gain access to talent, technology, products and features, and can range in size and complexity, from those that enhance or complement existing products and accelerate development of features to those that result in new offerings.
In September 2025, we completed the acquisition of CalypsoAI Corp. ("CalypsoAI") which is expected to integrate into our F5 ADSP to create a complete solution for securing AI inference.
Our headquarters is in Seattle, Washington, and our mailing address is 801 5th Avenue, Seattle, Washington 98104-1663.
The telephone number at that location is (206) 272-5555.
Our website is www.f5.com.
We have 83 subsidiaries, branch offices, or representative offices worldwide.
Nearly all organizations today find themselves at the convergence of two significant trends: the evolution of applications as the center of their businesses and their customers’ digital lives, and the escalation of threats against those applications.
This presents a tremendous challenge as many companies now manage complex application portfolios comprising older legacy and newer modern technologies and infrastructures.
In our 2024 State of Application Strategy Report, the majority of organizations said they operate both legacy and modern application architectures, and operate in multiple clouds.
Companies are forced to deploy separate, and often inconsistent, security controls across these hybrid environments, creating operational complexity and expanding the potential threat surface.
Our multicloud application security and delivery solutions reduce our customers’ operational complexity and costs, enabling scalability, security, and optimization for legacy and modern applications and APIs, across any infrastructure.
F5 leverages a near real-time collection of application telemetry, machine learning and artificial intelligence, and toolchain automation to enable rapid response to changes in application performance, availability, and security threats with little to no human interaction.
Through our organic innovation and inorganic investments, we have created the broadest portfolio of multicloud application security and delivery technologies in the market and as a result, we are capable of serving any application or API in any environment.
Our BIG-IP family primarily serves traditional applications on premises, co-located or in cloud environments.
As we expand the role we play for our customers, we are also transforming how our customers experience F5.
Our goal is to create a unified and frictionless F5 experience for our customers.
Over the last several years, we have made it easier for our customers to procure, deploy, use, manage, and upgrade our technologies.
We also have taken steps to integrate the customer experience across our growing portfolio by simplifying the product naming and rebranding of several acquired and integrated solutions as part of our F5 Distributed Cloud Services platform.
In the previous decade, our customers were focused on protecting their networks from attacks.
Today, attackers are targeting applications with threats like malware, bots, and API penetration.
Through both organic and inorganic investment, we have expanded our application security portfolio and the deployment models through which customers can consume our solutions.
F5’s leading security capabilities combined with our hybrid multicloud approach enables our customers to deploy a consistent security posture across their entire application estate.
We continue to focus investment in expanding our SaaS-based offerings within F5 Distributed Cloud Services, our comprehensive unified, security, networking, and application delivery service.
F5 Distributed Cloud Service is also now helping our BIG-IP and NGINX customers expand and simplify their visibility and management of these solutions.
Our multicloud, infrastructure-agnostic approach means customers can use F5 to create a more unified experience across disparate hybrid IT environments, enhancing automation and driving operational and cost efficiencies.
- F5 NGINX Management Suite. The F5 NGINX Management Suite includes software tools that provide application and API management along with orchestration and analytics for F5 NGINX Plus instances running in private data centers and public clouds.
The F5 NGINX Instance Manager accelerates application and API deployments with a self-service API driven tool set and allows enterprises to streamline lifecycle management and security.
Using F5 NGINX Instance Manager, which is included in this offering, teams can inventory, control and secure F5 NGINX Plus, F5 NGINX Open Source and F5 NGINX WAF instances.
- F5 BIG-IP Next. F5 BIG-IP Next is the next version of BIG-IP rearchitected to be more modern, scalable and secure with a Kubernetes based architecture.
With BIG-IP Next, customers will be able to secure and deploy apps and APIs faster and with less downtime.
With the introduction of BIG-IP Next Central Manager, customers will also be able to leverage new fleet management and observability capabilities.
BIG-IP Next is generally available now for local traffic management and web application firewall with remaining elements of the BIG-IP software portfolio to come.
We compete against companies that offer web application firewalls, server load balancing, traffic management, and other functions normally associated with application delivery, application security, and multicloud networking.
Corporate Functions
Customer Services and Technical Support
In connection with our products, we offer a broad range of global services including maintenance, consulting, training, and other technical support services.
We believe that our ability to provide consistent, high-quality customer service and technical support is a key factor in attracting and retaining large enterprise and service provider customers.
Accordingly, we offer a broad range of support services that includes phone and online technical support, hardware repair and replacement, software updates, online tools, consulting, and training services.
We provide these services directly to customers and also utilize a multi-tiered support model, leveraging the capabilities of our channel partners.
Our technical support staff is strategically located in regional service centers to support our global customer base.
Product Development
We believe our future success depends on our ability to maintain technology leadership by continuing to innovate and to improve our products and by developing new products to meet the changing needs of our customers and partners.
An excerpt. Shown here: 40 of 74 rewritten, 40 of 79 added and 40 of 134 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2025 filing and the FY2024 filing.
Cover and table of contents
29 rewritten, 8 added, 4 removed, 79 unchanged
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
For the fiscal year ended September 30, [removed: 2024][added: 2025]
As of March 31, [removed: 2024,] [added: 2025,] the aggregate market value of the Registrant’s common stock held by non-affiliates of the Registrant was [removed: $11,047,876,639] [added: $15,351,963,269] based on the closing sales price of the Registrant’s common stock on the NASDAQ Global Select Market on that date.
As of November 12, [removed: 2024,] [added: 2025,] the number of shares of the Registrant’s common stock outstanding was [removed: 58,614,865.][added: 58,089,614.]
Information required in response to Part III of this Form 10-K (Items 10, 11, 12, 13 and 14) is hereby incorporated by reference to the specified portions of the Registrant’s Definitive Proxy Statement for the Annual Shareholders Meeting for fiscal year [removed: 2024,] [added: 2025,] which Definitive Proxy Statement shall be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days of the end of the fiscal year to which this Report relates.
| Item 1. | | | [removed: [Business](#ifeff7b1376fc47f3849695e19e46267d_16)] [added: [Business](#i3a383acf031140eeb9cced43e3baacdf_16)] | | | [removed: [3](#ifeff7b1376fc47f3849695e19e46267d_16)] [added: [3](#i3a383acf031140eeb9cced43e3baacdf_16)] | | |
| Item 1A. | | | [Risk [removed: Factors](#ifeff7b1376fc47f3849695e19e46267d_37)] [added: Factors](#i3a383acf031140eeb9cced43e3baacdf_37)] | | | [removed: [14](#ifeff7b1376fc47f3849695e19e46267d_37)] [added: [12](#i3a383acf031140eeb9cced43e3baacdf_37)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#ifeff7b1376fc47f3849695e19e46267d_58)] [added: Comments](#i3a383acf031140eeb9cced43e3baacdf_58)] | | | [removed: [29](#ifeff7b1376fc47f3849695e19e46267d_58)] [added: [27](#i3a383acf031140eeb9cced43e3baacdf_58)] | | |
| Item 1C. | | | [removed: [Cybersecurity](#ifeff7b1376fc47f3849695e19e46267d_1682)] [added: [Cybersecurity](#i3a383acf031140eeb9cced43e3baacdf_61)] | | | [removed: [29](#ifeff7b1376fc47f3849695e19e46267d_1682)] [added: [27](#i3a383acf031140eeb9cced43e3baacdf_61)] | | |
| Item 2. | | | [removed: [Properties](#ifeff7b1376fc47f3849695e19e46267d_61)] [added: [Properties](#i3a383acf031140eeb9cced43e3baacdf_64)] | | | [removed: [31](#ifeff7b1376fc47f3849695e19e46267d_61)] [added: [29](#i3a383acf031140eeb9cced43e3baacdf_64)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#ifeff7b1376fc47f3849695e19e46267d_64)] [added: Proceedings](#i3a383acf031140eeb9cced43e3baacdf_67)] | | | [removed: [31](#ifeff7b1376fc47f3849695e19e46267d_64)] [added: [31](#i3a383acf031140eeb9cced43e3baacdf_67)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#ifeff7b1376fc47f3849695e19e46267d_67)] [added: Disclosures](#i3a383acf031140eeb9cced43e3baacdf_70)] | | | [removed: [31](#ifeff7b1376fc47f3849695e19e46267d_67)] [added: [31](#i3a383acf031140eeb9cced43e3baacdf_70)] | | |
| Item 5. | | | [Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ifeff7b1376fc47f3849695e19e46267d_73)] [added: Securities](#i3a383acf031140eeb9cced43e3baacdf_76)] | | | [removed: [32](#ifeff7b1376fc47f3849695e19e46267d_73)] [added: [32](#i3a383acf031140eeb9cced43e3baacdf_76)] | | |
| Item 6. | | | [removed: [\[Reserved\]](#ifeff7b1376fc47f3849695e19e46267d_76)] [added: [\[Reserved\]](#i3a383acf031140eeb9cced43e3baacdf_79)] | | | [removed: [34](#ifeff7b1376fc47f3849695e19e46267d_76)] [added: [34](#i3a383acf031140eeb9cced43e3baacdf_79)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ifeff7b1376fc47f3849695e19e46267d_79)] [added: Operations](#i3a383acf031140eeb9cced43e3baacdf_82)] | | | [removed: [35](#ifeff7b1376fc47f3849695e19e46267d_79)] [added: [35](#i3a383acf031140eeb9cced43e3baacdf_82)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosure About Market [removed: Risk](#ifeff7b1376fc47f3849695e19e46267d_103)] [added: Risk](#i3a383acf031140eeb9cced43e3baacdf_106)] | | | [removed: [44](#ifeff7b1376fc47f3849695e19e46267d_103)] [added: [43](#i3a383acf031140eeb9cced43e3baacdf_106)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#ifeff7b1376fc47f3849695e19e46267d_106)] [added: Data](#i3a383acf031140eeb9cced43e3baacdf_109)] | | | [removed: [45](#ifeff7b1376fc47f3849695e19e46267d_106)] [added: [44](#i3a383acf031140eeb9cced43e3baacdf_109)] | | |
| Item 9. | | | [Changes in and Disagreements [removed: With] [added: with] Accountants on Accounting and Financial [removed: Disclosure](#ifeff7b1376fc47f3849695e19e46267d_175)] [added: Disclosure](#i3a383acf031140eeb9cced43e3baacdf_181)] | | | [removed: [78](#ifeff7b1376fc47f3849695e19e46267d_175)] [added: [76](#i3a383acf031140eeb9cced43e3baacdf_181)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#ifeff7b1376fc47f3849695e19e46267d_178)] [added: Procedures](#i3a383acf031140eeb9cced43e3baacdf_184)] | | | [removed: [78](#ifeff7b1376fc47f3849695e19e46267d_178)] [added: [76](#i3a383acf031140eeb9cced43e3baacdf_184)] | | |
| Item 9B. | | | [Other [removed: Information](#ifeff7b1376fc47f3849695e19e46267d_181)] [added: Information](#i3a383acf031140eeb9cced43e3baacdf_187)] | | | [removed: [78](#ifeff7b1376fc47f3849695e19e46267d_181)] [added: [77](#i3a383acf031140eeb9cced43e3baacdf_187)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#ifeff7b1376fc47f3849695e19e46267d_187)] [added: Governance](#i3a383acf031140eeb9cced43e3baacdf_193)] | | | [removed: [80](#ifeff7b1376fc47f3849695e19e46267d_187)] [added: [78](#i3a383acf031140eeb9cced43e3baacdf_193)] | | |
| Item 11. | | | [Executive [removed: Compensation](#ifeff7b1376fc47f3849695e19e46267d_190)] [added: Compensation](#i3a383acf031140eeb9cced43e3baacdf_196)] | | | [removed: [80](#ifeff7b1376fc47f3849695e19e46267d_190)] [added: [78](#i3a383acf031140eeb9cced43e3baacdf_196)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ifeff7b1376fc47f3849695e19e46267d_193)] [added: Matters](#i3a383acf031140eeb9cced43e3baacdf_199)] | | | [removed: [80](#ifeff7b1376fc47f3849695e19e46267d_193)] [added: [78](#i3a383acf031140eeb9cced43e3baacdf_199)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ifeff7b1376fc47f3849695e19e46267d_196)] [added: Independence](#i3a383acf031140eeb9cced43e3baacdf_202)] | | | [removed: [80](#ifeff7b1376fc47f3849695e19e46267d_196)] [added: [78](#i3a383acf031140eeb9cced43e3baacdf_202)] | | |
| Item 14. | | | [Principal Accountant Fees and [removed: Services](#ifeff7b1376fc47f3849695e19e46267d_199)] [added: Services](#i3a383acf031140eeb9cced43e3baacdf_205)] | | | [removed: [80](#ifeff7b1376fc47f3849695e19e46267d_199)] [added: [78](#i3a383acf031140eeb9cced43e3baacdf_205)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#ifeff7b1376fc47f3849695e19e46267d_205)] [added: Schedules](#i3a383acf031140eeb9cced43e3baacdf_211)] | | | [removed: [81](#ifeff7b1376fc47f3849695e19e46267d_205)] [added: [79](#i3a383acf031140eeb9cced43e3baacdf_211)] | | |
| Item 16. | | | [Form 10-K [removed: Summary](#ifeff7b1376fc47f3849695e19e46267d_208)] [added: Summary](#i3a383acf031140eeb9cced43e3baacdf_214)] | | | [removed: [81](#ifeff7b1376fc47f3849695e19e46267d_208)] [added: [79](#i3a383acf031140eeb9cced43e3baacdf_214)] | | |
These statements include, but are not limited to, statements about our plans, objectives, expectations, strategies, intentions or other characterizations of future events or [removed: circumstances and are generally identified by] [added: circumstances, including] the [removed: words “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and similar expressions.][added: Cyber Incident, as defined in Item 1.]
For example, [removed: “fiscal] [added: "fiscal] year [removed: 2024”] [added: 2025"] and [removed: “fiscal 2024”] [added: "fiscal 2025"] refer to the fiscal year ended September 30, [removed: 2024.][added: 2025.]
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
For the Fiscal Year Ended September 30, 2025
| [PART II](#i3a383acf031140eeb9cced43e3baacdf_73) | | | | | | | | |
| [PART III](#i3a383acf031140eeb9cced43e3baacdf_190) | | | | | | | | |
| [PART IV](#i3a383acf031140eeb9cced43e3baacdf_208) | | | | | | | | |
| [SIGNATURES](#i3a383acf031140eeb9cced43e3baacdf_220) | | | | | | [82](#i3a383acf031140eeb9cced43e3baacdf_220) | | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
below, and are generally identified by the words "expects," "anticipates," "intends," "plans," "impact of the," "believes," "seeks," "estimates," and similar expressions.
| [PART II](#ifeff7b1376fc47f3849695e19e46267d_70) | | | | | | | | |
| [PART III](#ifeff7b1376fc47f3849695e19e46267d_184) | | | | | | | | |
| [PART IV](#ifeff7b1376fc47f3849695e19e46267d_202) | | | | | | | | |
| [SIGNATURES](#ifeff7b1376fc47f3849695e19e46267d_214) | | | | | | [84](#ifeff7b1376fc47f3849695e19e46267d_214) | | |
Item 1C. Cybersecurity
5 rewritten, 6 added, 3 removed, 34 unchanged
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
As of the date of this report, [added: other than with respect to the Cyber Incident,] we do not believe that any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our Company, including our business strategy, results of operations or financial condition.
[removed: “Risk Factors,”] [added: "Risk Factors,"] including [removed: “Security] [added: "Security] vulnerabilities or control failures in our IT infrastructure or multicloud application [removed: security and] delivery [added: and security] products and services as well as unforeseen product errors could have a material adverse impact on our business, results of operations, financial condition and [removed: reputation.”][added: reputation," and "The Cyber Incident has had and may continue to have an adverse effect on our business, reputation, customer, employee and partner relations, results of operations, financial condition and cash flows."]
[removed: If cyber-related issues arise between Risk Committee meetings that the CISO believes could] have a material adverse impact on the Company, the CISO, or another appropriate risk management leader, will report to the Chair of the Risk Committee.
Our [removed: interim] CISO has over 25 years of experience in technology and information security operations across a diverse range of business sectors.
For more information on the Cyber Incident, see Part II, Item 7.
"Management's Discussion and Analysis of Financial Condition and Results of Operations - Cyber Incident".
If cyber-related issues arise between Risk Committee meetings that the CISO believes could
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
In addition, on October 15, 2025 Michael Montoya, a former member of our Board of Directors, was appointed as the Company's Chief Technology Operations Officer.
In his role, Mr. Montoya will lead the enterprise-wide strategy and execution of our enterprise-wide cybersecurity program with our CISO, and in partnership with other business leaders, including our General Counsel and Chief Operating Officer to further embed security into every aspect of how F5 operates.
In December 2023, our CISO retired after three years in the position, and a career spanning over twenty-five years as an industry-recognized leader in cybersecurity, information technology, and risk management.
Her replacement has served in various roles in information technology, security and risk management for over 15 years, including having previously served as the CISO of two other publicly traded technology companies.
In September 2024, our current CISO began transitioning to a new role within the Company, and as a result, we have appointed an interim CISO while we conduct a search for his permanent replacement.
Item 2. Properties
0 rewritten, 60 added, 0 removed, 6 unchanged
Corporate Functions
Customer Services and Technical Support
We believe that our ability to provide consistent, high-quality customer service and technical support is a key factor in attracting and retaining large enterprise and service provider customers.
Accordingly, we offer a broad range of support services that includes technical support, hardware repair and replacement, software updates, online tools, consulting, and training services.
We provide these services directly to customers and also utilize a multi-tiered support model, leveraging the capabilities of our broad base of channel partners.
Our technical support staff is strategically located in regional service centers to support our global customer base.
Product Development
We believe our future success depends on our ability to maintain technology leadership by continuing to innovate and to improve our products and by developing new products to meet the changing needs of our customers and partners.
Our engineering organization uses standard processes for the development, documentation, and quality control of services, software, and systems that are designed to meet these goals.
These processes include working with our business development and marketing teams, customers, and partners to identify technology innovation opportunities to better meet the evolving needs of our addressable markets.
We have had dedicated teams focused on testing new disruptive innovations in technology, business models, or customer segments.
We expect innovations resulting from the work of these teams will be complementary to our goal of delivering the broadest and most consistent portfolio of solutions across cloud and on-premises environments.
We rely on a combination of patent, copyright, trademark, and trade secret laws and restrictions on disclosure to protect our intellectual property rights.
F5 holds various patents in the United States and internationally (with applications pending for various aspects of our technology).
We file patent applications to protect our intellectual property and believe that the duration of our issued patents is sufficient when considering the expected lives of our products.
Our future success depends in part on our ability to protect our proprietary rights to the technologies used in our principal products.
Despite our efforts to protect our proprietary rights, unauthorized parties may attempt to copy aspects of our products or to obtain and use trade secrets or other information that we regard as proprietary.
In addition, the laws of some foreign countries do not protect our proprietary rights as fully as the laws of the United States.
Any issued patent may not preserve our proprietary position, and competitors or others may develop technologies similar to or superior to our technology.
In addition to our own proprietary software, we incorporate software licensed from several third-party sources into our products.
These are generally term licenses which may renew annually and that generally provide for certain rights and licenses to support our customers post termination.
While we may not be able to renew all of these licenses in the future, we believe that alternative technologies for these licenses are available both domestically and internationally.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
Sales and Marketing
Our customers include a wide variety of large enterprise businesses, public sector institutions, governments, and service providers, including many among Fortune 1000 and Business Week Global 1000 companies.
Our customers include businesses in technology, telecommunications, financial services, transportation, education, manufacturing, healthcare, and government.
In fiscal year 2025, sales outside of the Americas represented 44.2% of our net revenues.
Refer to Note 15 of our consolidated financial statements included in this Annual Report on Form 10-K for additional information regarding our revenues by geographic area.
Sales
Our sales teams sell our products and services directly to customers working closely with our channel partners including distributors, value-added resellers ("VARs"), managed service providers ("MSPs"), and systems integrators.
*F5 sales teams*.
Our inside sales team generates and qualifies leads from marketing and helps manage accounts by serving as a liaison between the field and internal corporate resources.
Our outside sales team works directly with partners and customers across the globe.
Our field sales personnel are located in major cities across our three sales regions.
Field sales personnel work closely with our channel partners to sell our products and services to their customers.
We reward partners that identify new business and provide sales expertise for our portfolio of products and solutions through various incentive programs.
Systems engineers, with deep technical domain expertise, support our regional sales account managers and channel partners providing pre-sale technical solution engineering and support, as needed.
*Distributors, VARs, and MSPs*.
As a key component of our sales strategy, we have established relationships with a number of large national and international distributors, local and specialized distributors, VARs, and MSPs.
We derive a majority of our product sales from VARs and MSPs, relying on our large distributors for fulfillment, training, and partner enablement.
An excerpt. Shown here: all 0 rewritten, 40 of 60 added and all 0 removed. The counts are complete. For every sentence, read Item 2. Properties in the FY2025 filing and the FY2024 filing.
Item 4. Mine Safety Disclosures
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
20 rewritten, 4 added, 3 removed, 19 unchanged
| | | | | | | Fiscal Year [removed: 2024] [added: 2025] | | | | | | | | | | | | Fiscal Year [removed: 2023] [added: 2024] | | | | | | | | |
| First Quarter | | | | | | $ | [removed: 180.70] [added: 264.50] | | | | | $ | [removed: 145.45] [added: 213.24] | | | | | $ | [removed: 159.96] [added: 180.70] | | | | | $ | [removed: 133.68] [added: 145.45] | |
| Second Quarter | | | | | | $ | [removed: 199.49] [added: 313.00] | | | | | $ | [removed: 171.05] [added: 249.68] | | | | | $ | [removed: 159.95] [added: 199.49] | | | | | $ | [removed: 135.49] [added: 171.05] | |
| Third Quarter | | | | | | $ | [removed: 196.35] [added: 301.83] | | | | | $ | [removed: 159.01] [added: 227.04] | | | | | $ | [removed: 154.04] [added: 196.35] | | | | | $ | [removed: 127.05] [added: 159.01] | |
| Fourth Quarter | | | | | | $ | [removed: 223.74] [added: 337.39] | | | | | $ | [removed: 169.55] [added: 288.76] | | | | | $ | [removed: 167.89] [added: 223.74] | | | | | $ | [removed: 142.16] [added: 169.55] | |
The last reported sales price of our common stock on the Nasdaq Global Select Market on November 12, [removed: 2024] [added: 2025] was [removed: $244.00.][added: $240.17.]
As of November 12, [removed: 2024,] [added: 2025,] there were [removed: 38] [added: 36] holders of record of our common stock.
Unregistered Securities Sold in [removed: 2024][added: 2025]
We did not sell any unregistered shares of our common stock during the fiscal year [removed: 2024.][added: 2025.]
On [removed: July] [added: October] 25, [removed: 2022,] [added: 2024,] we announced that our Board of Directors authorized an additional $1.0 billion for our common stock share repurchase program.
This authorization is incremental to the existing [removed: $5.4] [added: $6.4] billion program, initially approved in October 2010 and expanded in subsequent fiscal years.
During fiscal year [removed: 2024,] [added: 2025,] we repurchased and retired [removed: 2,823,608] [added: 1,879,403] shares of common stock at an average price of [removed: $177.08] [added: $266.04] per share and as of September 30, [removed: 2024,] [added: 2025,] we had [removed: $422.4] [added: $922.4] million remaining authorized to purchase shares.
Shares repurchased and retired during the fourth quarter of fiscal year [removed: 2024] [added: 2025] are as follows (in thousands, except shares and per share data):
(1)Includes [removed: 7,705] [added: 7,267] shares withheld from restricted stock units that vested in the fourth quarter of fiscal [removed: 2024] [added: 2025] to satisfy minimum tax withholding obligations that arose on the vesting of restricted stock units.
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
The following graph compares the annual percentage change in the cumulative total return on shares of our common stock, the Nasdaq Composite Index, the S&P 500 Index, and the S&P 500 Information Technology Index for the period commencing September 30, [removed: 2019,] [added: 2020,] and ending September 30, [removed: 2024.][added: 2025.]
On Investment Since September 30, [removed: 2019*][added: 2020*]
[removed: ][added: ]
The Company’s closing stock price on September 30, [removed: 2024,] [added: 2025,] the last trading day of the Company’s [removed: 2024] [added: 2025] fiscal year, was [removed: $220.20] [added: $323.19] per share.
* Assumes that $100 was invested September 30, [removed: 2019] [added: 2020] in shares of common stock and in each index, and that all dividends were reinvested.
| July 1, 2025 — July 31, 2025 | | | | | | 420,197 | | | | | | $ | 297.48 | | | | | 420,197 | | | | | | $ | 922,421 | |
| August 1, 2025 — August 31, 2025 | | | | | | 7,267 | | | | | | $ | 307.43 | | | | | — | | | | | | $ | 922,421 | |
| September 1, 2025 — September 30, 2025 | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 922,421 | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| July 1, 2024 — July 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 522,421 | |
| August 1, 2024 — August 31, 2024 | | | | | | 7,705 | | | | | | $ | 195.48 | | | | | — | | | | | | $ | 522,421 | |
| September 1, 2024 — September 30, 2024 | | | | | | 485,893 | | | | | | $ | 205.81 | | | | | 485,893 | | | | | | $ | 422,421 | |
Item 6. [Reserved]
1 rewritten, 0 added, 0 removed, 0 unchanged
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
Item 8. Financial Statements and Supplementary Data
352 rewritten, 198 added, 135 removed, 636 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#ifeff7b1376fc47f3849695e19e46267d_109)] [added: Firm](#i3a383acf031140eeb9cced43e3baacdf_112)] (PCAOB ID: 238) | | | [removed: [46](#ifeff7b1376fc47f3849695e19e46267d_109)] [added: [45](#i3a383acf031140eeb9cced43e3baacdf_112)] | | |
| [Consolidated Balance [removed: Sheets](#ifeff7b1376fc47f3849695e19e46267d_112)] [added: Sheets](#i3a383acf031140eeb9cced43e3baacdf_115)] | | | [removed: [48](#ifeff7b1376fc47f3849695e19e46267d_112)] [added: [47](#i3a383acf031140eeb9cced43e3baacdf_115)] | | |
| [Consolidated Income [removed: Statements](#ifeff7b1376fc47f3849695e19e46267d_115)] [added: Statements](#i3a383acf031140eeb9cced43e3baacdf_118)] | | | [removed: [49](#ifeff7b1376fc47f3849695e19e46267d_115)] [added: [48](#i3a383acf031140eeb9cced43e3baacdf_118)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#ifeff7b1376fc47f3849695e19e46267d_118)] [added: Income](#i3a383acf031140eeb9cced43e3baacdf_121)] | | | [removed: [50](#ifeff7b1376fc47f3849695e19e46267d_118)] [added: [49](#i3a383acf031140eeb9cced43e3baacdf_121)] | | |
| [Consolidated Statements of Shareholders' [removed: Equity](#ifeff7b1376fc47f3849695e19e46267d_121)] [added: Equity](#i3a383acf031140eeb9cced43e3baacdf_124)] | | | [removed: [51](#ifeff7b1376fc47f3849695e19e46267d_121)] [added: [50](#i3a383acf031140eeb9cced43e3baacdf_124)] | | |
| [Consolidated Statements of Cash [removed: Flows](#ifeff7b1376fc47f3849695e19e46267d_124)] [added: Flows](#i3a383acf031140eeb9cced43e3baacdf_127)] | | | [removed: [52](#ifeff7b1376fc47f3849695e19e46267d_124)] [added: [51](#i3a383acf031140eeb9cced43e3baacdf_127)] | | |
| [Notes to Consolidated Financial [removed: Statements](#ifeff7b1376fc47f3849695e19e46267d_127)] [added: Statements](#i3a383acf031140eeb9cced43e3baacdf_130)] | | | [removed: [54](#ifeff7b1376fc47f3849695e19e46267d_127)] [added: [53](#i3a383acf031140eeb9cced43e3baacdf_130)] | | |
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
We have audited the accompanying consolidated balance sheets of F5, Inc. and its subsidiaries (the "Company") as of September 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the related consolidated statements of income, of comprehensive income, of shareholders' equity and of cash flows for each of the three years in the period ended September 30, [removed: 2024,] [added: 2025,] including the related notes (collectively referred to as the "consolidated financial statements").
We also have audited the Company's internal control over financial reporting as of September 30, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended September 30, [removed: 2024] [added: 2025] in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
[removed: Revenue] [added: Revenues] for post-contract customer support [removed: is] [added: are] recognized on a straight-line basis over the service contract term.
The Company’s products and services revenue was [removed: $1,273] [added: $1,509] million and [removed: $1,543] [added: $1,579] million, respectively, for the year ended September 30, [removed: 2024,] [added: 2025,] of which the majority relates to revenue recognition for certain products and services.
These procedures also included, among others, (i) testing certain product and service revenue recognized for a sample of transactions by obtaining and inspecting source documents, such as purchase orders, invoices, and proof of shipments or delivery, where [removed: applicable,] [added: applicable;] (ii) evaluating, on a test basis, manual adjustments made related to certain contracts; (iii) testing management’s process for determining and allocating standalone selling price to identified performance obligations and testing the completeness and accuracy of the underlying data used by management; (iv) testing the calculation of certain product and service revenue recognized; and (v) confirming a sample of outstanding customer invoice balances as of September 30, [removed: 2024] [added: 2025] and, for confirmations not returned, obtaining and inspecting source documents, such as purchase orders, invoices, proof of shipment or delivery, and subsequent cash receipts.
| | | | | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
| Cash and cash equivalents | | | | | | $ | [removed: 1,074,602] [added: 1,344,273] | | | | | $ | [removed: 797,163] [added: 1,074,602] | |
| Accounts receivable, net of allowances of [removed: $4,585] [added: $2,877] and [removed: $3,561] [added: $4,585] | | | | | | [removed: 389,024] [added: 414,433] | | | | | | [removed: 454,832] [added: 389,024] | | |
| Inventories | | | | | | [removed: 76,378] [added: 77,229] | | | | | | [removed: 35,874] [added: 76,378] | | |
| Other current assets | | | | | | [removed: 569,467] [added: 682,766] | | | | | | [removed: 554,744] [added: 569,467] | | |
| Total current assets | | | | | | [removed: 2,109,471] [added: 2,518,701] | | | | | | [removed: 1,848,773] [added: 2,109,471] | | |
| Property and equipment, net | | | | | | [removed: 150,943] [added: 156,947] | | | | | | [removed: 170,422] [added: 150,943] | | |
| Operating lease right-of-use assets | | | | | | [removed: 178,180] [added: 185,601] | | | | | | [removed: 195,471] [added: 178,180] | | |
| Long-term investments | | | | | | [removed: 8,580] [added: 15,693] | | | | | | [removed: 5,068] [added: 8,580] | | |
| Deferred tax assets | | | | | | [removed: 365,951] [added: 446,388] | | | | | | [removed: 295,308] [added: 365,951] | | |
| Goodwill | | | | | | [removed: 2,312,362] [added: 2,443,882] | | | | | | [removed: 2,288,678] [added: 2,312,362] | | |
| Other assets, net | | | | | | [removed: 487,517] [added: 552,280] | | | | | | [removed: 444,613] [added: 487,517] | | |
| Total assets | | | | | | $ | [removed: 5,613,004] [added: 6,319,492] | | | | | $ | [removed: 5,248,333] [added: 5,613,004] | |
| Accounts payable | | | | | | $ | [removed: 67,894] [added: 83,972] | | | | | $ | [removed: 63,315] [added: 67,894] | |
| Accrued liabilities | | | | | | [removed: 300,076] [added: 315,383] | | | | | | [removed: 282,890] [added: 300,076] | | |
| Deferred revenue | | | | | | [removed: 1,121,683] [added: 1,213,226] | | | | | | [removed: 1,126,576] [added: 1,121,683] | | |
| Total current liabilities | | | | | | [removed: 1,489,653] [added: 1,612,581] | | | | | | [removed: 1,472,781] [added: 1,489,653] | | |
| Deferred tax liabilities | | | | | | [removed: 7,179] [added: 1,921] | | | | | | [removed: 4,637] [added: 7,179] | | |
| Deferred revenue, long-term | | | | | | [removed: 676,276] [added: 786,011] | | | | | | [removed: 648,545] [added: 676,276] | | |
| Operating lease liabilities, long-term | | | | | | [removed: 215,785] [added: 230,749] | | | | | | [removed: 239,565] [added: 215,785] | | |
| Other long-term liabilities | | | | | | [removed: 94,733] [added: 96,231] | | | | | | [removed: 82,573] [added: 94,733] | | |
| Total long-term liabilities | | | | | | [removed: 993,973] [added: 1,114,912] | | | | | | [removed: 975,320] [added: 993,973] | | |
| Common stock, no par value; 200,000 shares authorized, [removed: 58,094] [added: 57,684] and [removed: 59,207] [added: 58,094] shares issued and outstanding | | | | | | [removed: 5,889] [added: 42,023] | | | | | | [removed: 24,399] [added: 5,889] | | |
| Accumulated other comprehensive loss | | | | | | [removed: (20,912)] [added: (18,324)] | | | | | | [removed: (23,221)] [added: (20,912)] | | |
| Retained earnings | | | | | | [removed: 3,144,401] [added: 3,568,300] | | | | | | [removed: 2,799,054] [added: 3,144,401] | | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
November 25, 2025
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| | | | | | | 2025 | | | | | | 2024 | | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| Net income | | | | | | $ | 692,380 | | | | | $ | 566,778 | | | | | $ | 394,948 | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| Repurchase of common stock, including excise taxes | | | | | | (1,879) | | | | | | (232,627) | | | | | | — | | | | | | (268,481) | | | | | | (501,108) | | |
| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | 692,380 | | | | | | 692,380 | | |
| Other comprehensive income | | | | | | — | | | | | | — | | | | | | 2,588 | | | | | | — | | | | | | 2,588 | | |
| Balances, September 30, 2025 | | | | | | 57,684 | | | | | | $ | 42,023 | | | | | $ | (18,324) | | | | | $ | 3,568,300 | | | | | $ | 3,591,999 | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| Net income | | | | | | $ | 692,380 | | | | | $ | 566,778 | | | | | $ | 394,948 | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
Equity investments without readily determinable fair values are measured at cost with adjustments for observable changes in price or impairments, or measured using net asset value as a practical expedient to fair value and are classified as long-term investments on the Company's consolidated balance sheets.
The Company performs a qualitative assessment on a periodic basis and recognizes an impairment if there are sufficient indicators that the fair value of the investment is less than carrying value.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
Term-based license agreements include both a software license and post-contract customer support ("PCS").
For these offerings, product revenue is recognized at the point in time the software license is fulfilled to the customer, and services revenues for PCS is recognized over the subscription term.
Sales commissions on fulfilled hardware, perpetual software, and fulfilled software from term-based subscription sales are expensed as incurred.
The Company
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
Recently Adopted Accounting Standards
The Company adopted this accounting standard update as of September 30, 2025 and it did not have a material impact on the Company’s consolidated financial statements.
In addition, in January 2025, the FASB issued ASU No. 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, which clarifies the effective date of ASU 2024-03.
In September 2025, the FASB issued ASU No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06").
This ASU simplifies the capitalization guidance by removing all references to software development project stages.
The revised guidance is neutral to different software development methods.
The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted.
| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
Fiscal Year 2025 Acquisition of CalypsoAI Corp
Revenue for term-based license agreements is recognized at a point in time, when the Company delivers the software license to the customer and the subscription term has commenced.
November 18, 2024
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Short-term investments | | | | | | — | | | | | | 6,160 | | |
| Balances, September 30, 2021 | | | | | | 60,652 | | | | | | $ | 192,458 | | | | | $ | (20,073) | | | | | $ | 2,187,828 | | | | | $ | 2,360,213 | |
| Repurchase of common stock | | | | | | (2,611) | | | | | | (394,141) | | | | | | — | | | | | | (105,882) | | | | | | (500,023) | | |
| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | 322,160 | | | | | | 322,160 | | |
| Other comprehensive loss | | | | | | — | | | | | | — | | | | | | (6,103) | | | | | | — | | | | | | (6,103) | | |
The Company classifies its debt investments as available-for-sale.
Debt investments, consisting of money market funds, corporate and municipal bonds and notes, the United States government and agency securities are reported at fair value with the related unrealized gains and losses included as a component of accumulated other comprehensive income (loss) in shareholders’ equity.
Debt investments with maturities of less than one year or where management’s intent is to use the investments to fund current operations are classified as short-term investments.
Debt investments with maturities of greater than one year are classified as long-term investments.
As an approximation to fair value, equity investments are measured using net asset value (“NAV”) and are classified as long-term investments.
Short-term and long-term investments are recorded at fair value as the underlying securities are classified as available-for-sale with any unrealized gains or losses being recorded to other comprehensive income (loss).
The fair value for securities held is determined using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency.
to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement.
In fiscal 2023, the Company's Talent and Compensation Committee amended the metrics for the performance stock awards to replace software revenue with earnings per share.
Early adoption is permitted.
ASU 2023-09 will be effective for annual periods beginning after December 15, 2024.
Fiscal Year 2022 Acquisition of Threat Stack, Inc.
In October 2021, the Company acquired Threat Stack, Inc. ("Threat Stack"), a provider of cloud security and workload protection solutions.
The addition of Threat Stack’s cloud security capabilities to F5’s application and API protection solutions enhances visibility across application infrastructure and workloads to deliver more actionable security insights for customers.
Pursuant to the Threat Stack Merger Agreement, at the effective time of the Merger, the capital stock of Threat Stack and the vested outstanding and unexercised stock options in Threat Stack were cancelled and converted to the right to receive $68.9 million in cash, subject to certain adjustments and conditions set forth in the Threat Stack Merger Agreement.
The results of operations of Threat Stack have been included in the Company's consolidated financial statements from the date of acquisition.
| | | | | | | | | | | | | Estimated | | |
| | | | | | | | | | | | | Useful Life | | |
| Assets acquired | | | | | | | | | | | | | | |
| Deferred tax assets | | | | | | $ | 14,041 | | | | | | | |
| Developed technology | | | | | | 11,400 | | | | | | 5 years | | |
| Customer relationships | | | | | | 4,400 | | | | | | 5 years | | |
| Goodwill | | | | | | 43,282 | | | | | | | | |
| Liabilities assumed | | | | | | | | | | | | | | |
| Total liabilities assumed | | | | | | $ | (10,591) | | | | | | | |
| Net assets acquired | | | | | | $ | 68,924 | | | | | | | |
The customer relationships intangible asset is amortized on a straight-line basis over its estimated useful life of five years and included in sales and marketing expenses.
The weighted-average life of the amortizable intangible assets recognized from the Threat Stack acquisition was five years as of October 1, 2021, the date the transaction closed.
Level 1 investments are valued based on quoted market prices in active markets and include the Company’s cash equivalent investments.
Level 2 investments, which include investments that are valued based on quoted prices in markets that
are not active, broker or dealer quotations, actual trade data, benchmark yields or alternative pricing sources with reasonable levels of price transparency, include the Company’s certificates of deposit, corporate bonds and notes, municipal bonds and notes, U.S. government securities, U.S. government agency securities and international government securities.
Fair values for the Company’s level 2 investments are based on similar assets without applying significant judgments.
An excerpt. Shown here: 40 of 352 rewritten, 40 of 198 added and 40 of 135 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
5 rewritten, 1 added, 0 removed, 10 unchanged
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of September 30, [removed: 2024] [added: 2025] and, based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of September 30, [removed: 2024.][added: 2025.]
Management conducted an assessment of the effectiveness of our internal control over financial reporting as of September 30, [removed: 2024.][added: 2025.]
Based on the results of this assessment and on those criteria, management concluded that our internal control over financial reporting was effective as of September 30, [removed: 2024.][added: 2025.]
The effectiveness of the Company’s internal control over financial reporting as of September 30, [removed: 2024,] [added: 2025,] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.
During the fourth fiscal quarter, there were no changes to our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal [removed: controls] [added: control] over financial reporting.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
Item 9B. Other Information
2 rewritten, 0 added, 3 removed, 2 unchanged
During the [removed: three months] [added: fiscal quarter] ended September 30, [removed: 2024, certain of our] [added: 2025, no] officers [removed: and] [added: or] directors adopted or terminated [removed: Rule] [added: a "Rule] 10b5-1 trading [removed: arrangements as follows:][added: arrangement" or a "non-Rule 10b5-1 trading arrangement".]
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
On September 5, 2024, Frank Pelzer, EVP, Chief Financial Officer, adopted a written plan intended to satisfy the affirmative defense of Rule 10b5-1(c) that is designed to be in effect until December 31, 2024 with respect to the sale of 16,493 Company shares.
On September 5, 2024, Tom Fountain, EVP, Chief Operations Officer, adopted a written plan intended to satisfy the affirmative defense of Rule 10b5-1(c) that is designed to be in effect until November 17, 2025 with respect to the sale of 29,094 Company shares.
On September 12, 2024, Kara Sprague, EVP, Chief Product Officer, adopted a written plan intended to satisfy the affirmative defense of Rule 10b5-1(c) that is designed to be in effect until February 3, 2025 with respect to the sale of 55,840 Company shares.
Item 10. Directors, Executive Officers and Corporate Governance
2 rewritten, 0 added, 0 removed, 0 unchanged
Certain information required by this item regarding the Company’s directors and executive officers is incorporated herein by reference to the sections [removed: entitled “Board] [added: entitled: "Board] of Directors — Nominees and Continuing [removed: Directors”] [added: Directors"] and [removed: “—] [added: "—] Director [removed: Nomination,” “Corporate] [added: Nomination;" and "Corporate] Governance — Governance — Committees of the Board — Audit [removed: Committee,” “—] [added: Committee," "—] Insider and Derivatives Trading and Hedging Policies and [removed: Arrangements”] [added: Arrangements"] and [removed: “—] [added: "—] Code of Ethics for Senior Financial [removed: Officers,” and “Security Ownership of Certain Beneficial Owners and Management — Section 16(a) Beneficial Ownership Reporting Compliance,”] [added: Officers"] in the Company’s definitive Proxy Statement that [removed: will] [added: is expected to] be furnished to the SEC no later than January 28, [removed: 2025] [added: 2026] (the [removed: “Proxy Statement”).][added: "Proxy Statement").]
Additional information regarding the Company’s [removed: directors and] executive officers is set forth in Item 1 of Part I of this Annual Report on Form 10-K under the caption [removed: “Directors and] [added: "Business —] Executive Officers of the [removed: Registrant.”][added: Registrant."]
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to the sections entitled [removed: “Executive Compensation”] [added: "Executive Compensation"] and [removed: “Corporate] [added: "Corporate] Governance — [added: Governance —] Committees of the Board — Talent and Compensation [removed: Committee”] [added: Committee"] and [removed: “—] [added: "—] Compensation Committee Interlocks and Insider [removed: Participation”] [added: Participation"] and [removed: “—] [added: "Executive] Compensation [added: — Compensation] Committee [removed: Report”] [added: Report"] in the Proxy Statement.
Item 14. Principal Accountant Fees and Services
2 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this item is incorporated by reference to the section entitled [removed: “Executive Compensation] [added: "Audit Committee Report and Auditor Information] — Fees Paid to PricewaterhouseCoopers [removed: LLP” and “—] [added: LLP," "—] Audit Committee Pre-Approval [removed: Procedures”] [added: Procedures"] and [removed: “—] [added: "—] Annual Independence [removed: Determination”] [added: Determination"] in the Proxy Statement.
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
Item 16. Form 10-K Summary
43 rewritten, 4 added, 8 removed, 64 unchanged
[Table of [removed: Contents](#ifeff7b1376fc47f3849695e19e46267d_7)][added: Contents](#i3a383acf031140eeb9cced43e3baacdf_7)]
| 3.1 | | | | | | — | | | [Fourth Amended and Restated Articles of Incorporation of the [removed: Registrant(](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a31-articlesofincorporatio.htm)[1](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a31-articlesofincorporatio.htm)[)](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a31-articlesofincorporatio.htm)] [added: Registrant(1)](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a31-articlesofincorporatio.htm)] | | |
| 3.2 | | | | | | — | | | [Eighth Amended and Restated Bylaws adopted November 12, [removed: 2021(](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a32-bylaws11122021.htm)[1](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a32-bylaws11122021.htm)[)](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a32-bylaws11122021.htm)] [added: 2021(1)](https://www.sec.gov/Archives/edgar/data/1048695/000104869521000041/a32-bylaws11122021.htm)] | | |
| 4.1 | | | | | | — | | | [Description of the Registrant's [removed: Securities(](https://www.sec.gov/Archives/edgar/data/1048695/000104869522000033/ffiv10kex419302022.htm)[2](https://www.sec.gov/Archives/edgar/data/1048695/000104869522000033/ffiv10kex419302022.htm)[)](https://www.sec.gov/Archives/edgar/data/1048695/000104869522000033/ffiv10kex419302022.htm)] [added: Securities(2)](https://www.sec.gov/Archives/edgar/data/1048695/000104869522000033/ffiv10kex419302022.htm)] | | |
| 4.2 | | | | | | — | | | [Specimen Common Stock [removed: Certificate(](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt)[3](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt)[)](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt)] [added: Certificate(3)](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt)] | | |
| 10.1 | | | | | | — | | | [First Amendment to Revolving Credit Agreement (including the Revolving Credit Agreement, as amended), dated as of May 26, 2023, between F5, Inc. and JPMorgan Chase Bank, N.A., as the Administrative [removed: Agent](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000039/ffivex101firstamendmenttor.htm)[(](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000039/ffivex101firstamendmenttor.htm)[4](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000039/ffivex101firstamendmenttor.htm)[)](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000039/ffivex101firstamendmenttor.htm)] [added: Agent(4)](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000039/ffivex101firstamendmenttor.htm)] | | |
| 10.2 | | | | | | — | | | [Office Lease Agreement between the Registrant and Fifth & Columbia Investors, LLC dated May 3, [removed: 2017(](https://www.sec.gov/Archives/edgar/data/1048695/000119312517155818/d368864dex101.htm)[5](https://www.sec.gov/Archives/edgar/data/1048695/000119312517155818/d368864dex101.htm)[)](https://www.sec.gov/Archives/edgar/data/1048695/000119312517155818/d368864dex101.htm)] [added: 2017(5)](https://www.sec.gov/Archives/edgar/data/1048695/000119312517155818/d368864dex101.htm)] | | |
| 10.3 | | | | | | — | | | [Form of Indemnification Agreement between the Registrant and each of its directors and certain of its [removed: officers(](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt)[6](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt)[)] [added: officers(6)] §](https://www.sec.gov/Archives/edgar/data/1048695/0001047469-99-013872.txt) | | |
| 10.4 | | | | | | — | | | [F5, Inc. Employee Stock Purchase Plan, as amended and [removed: restated(](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000014/f5incemployeestockpurchase.htm)[7](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000014/f5incemployeestockpurchase.htm)[)] [added: restated(7)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000014/f5incemployeestockpurchase.htm) | | |
| 10.5 | | | | | | — | | | [Form of Change of Control Agreement between the Registrant and the executive [removed: officers(](https://www.sec.gov/Archives/edgar/data/1048695/000095013409009301/v52332exv10w36.htm)[8](https://www.sec.gov/Archives/edgar/data/1048695/000095013409009301/v52332exv10w36.htm)[)] [added: officers(8)] §](https://www.sec.gov/Archives/edgar/data/1048695/000095013409009301/v52332exv10w36.htm) | | |
| 10.6 | | | | | | — | | | [F5, Inc. Incentive Plan, as amended and [removed: restated(](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000014/f5incincentiveplan3-2023.htm)[7](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000014/f5incincentiveplan3-2023.htm)[)] [added: restated(7)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000014/f5incincentiveplan3-2023.htm) | | |
| 10.7 | | | | | | — | | | [Nginx, Inc. 2011 Share [removed: Plan(](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex991assumednginxin.htm)[9)](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex991assumednginxin.htm) [§](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex991assumednginxin.htm)] [added: Plan(9) §](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex991assumednginxin.htm)] | | |
| 10.8 | | | | | | — | | | [Nginx, Inc. Acquisition Equity Incentive [removed: Plan(](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex992nginxacquisiti.htm)[9](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex992nginxacquisiti.htm)[)] [added: Plan(9)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000018/ffivs-8ex992nginxacquisiti.htm) | | |
| 10.9 | | | | | | — | | | [Nginx, Inc. Acquisition Equity Incentive Plan Award [removed: Agreement(1](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000030/ffiv10qex1016302019.htm)[0](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000030/ffiv10qex1016302019.htm)[)] [added: Agreement(10)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869519000030/ffiv10qex1016302019.htm) | | |
| 10.10 | | | | | | — | | | [F5 Networks, Inc. Assumed Shape 2011 Stock [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/1048695/000104869520000009/ffivs-8ex991assumedshapese.htm)[1](https://www.sec.gov/Archives/edgar/data/1048695/000104869520000009/ffivs-8ex991assumedshapese.htm)[)] [added: Plan(11)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869520000009/ffivs-8ex991assumedshapese.htm) | | |
| 10.11 | | | | | | — | | | [F5 Networks, Inc. Shape Acquisition Equity Incentive [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/1048695/000104869520000009/ffivs-8ex992shapeacquisiti.htm)[1](https://www.sec.gov/Archives/edgar/data/1048695/000104869520000009/ffivs-8ex992shapeacquisiti.htm)[)] [added: Plan(11)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869520000009/ffivs-8ex992shapeacquisiti.htm) | | |
| 10.12 | | | | | | — | | | [Form of 2014 Incentive Plan Award Agreement (Accelerated Vesting) as revised November [removed: 2019(1](https://www.sec.gov/Archives/edgar/data/0001048695/000104869520000041/ffiv10kex10199302020.htm)[2](https://www.sec.gov/Archives/edgar/data/0001048695/000104869520000041/ffiv10kex10199302020.htm)[)] [added: 2019(12)] §](https://www.sec.gov/Archives/edgar/data/0001048695/000104869520000041/ffiv10kex10199302020.htm) | | |
| 10.13 | | | | | | — | | | [F5 Networks, Inc. Assumed Volterra, Inc. Amended and Restated 2017 Stock [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex991assumedvolterr.htm)[3](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex991assumedvolterr.htm)[)] [added: Plan(13)] §](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex991assumedvolterr.htm) | | |
| 10.14 | | | | | | — | | | [F5 Networks, Inc. Volterra Acquisition Equity Incentive [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex992volterraacquis.htm)[3](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex992volterraacquis.htm)[)] [added: Plan(13)] §](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex992volterraacquis.htm) | | |
| 10.15 | | | | | | — | | | [F5 Networks, Inc. Assumed Volterra, Inc. 2019 Restricted Stock Unit Sub-Plan France (sub-plan to the F5 Networks, Inc. Assumed Volterra, Inc. Amended and Restated 2017 Stock [removed: Plan)(1](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex993assumedvolterr.htm)[3](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex993assumedvolterr.htm)[)] [added: Plan)(13)] §](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000007/ffivs-8ex993assumedvolterr.htm) | | |
| 10.16 | | | | | | — | | | [F5 Networks, Inc. Threat Stack Acquisition Equity Incentive [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000037/ffivs-8ex991threatstackacq.htm)[4](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000037/ffivs-8ex991threatstackacq.htm)[)] [added: Plan(14)] §](https://www.sec.gov/Archives/edgar/data/0001048695/000104869521000037/ffivs-8ex991threatstackacq.htm) | | |
| 10.17 | | | | | | — | | | [Offer Letter from the Registrant to François [removed: Locoh-Donou(1](https://www.sec.gov/Archives/edgar/data/1048695/000104869517000004/francoislocoh-donouofferle.htm)[5](https://www.sec.gov/Archives/edgar/data/1048695/000104869517000004/francoislocoh-donouofferle.htm)[)] [added: Locoh-Donou(15)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869517000004/francoislocoh-donouofferle.htm) | | |
| 10.18 | | | | | | — | | | [F5, Inc. Assumed Lilac Cloud 2018 Equity Incentive [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000009/ffivs-8xex991f5incassumedl.htm)[6](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000009/ffivs-8xex991f5incassumedl.htm)[)] [added: Plan(16)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000009/ffivs-8xex991f5incassumedl.htm) | | |
| 10.19 | | | | | | — | | | [F5, Inc. Lilac Acquisition Equity Incentive [removed: Plan(1](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000009/ffivs-8xex992f5inclilacacq.htm)[6](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000009/ffivs-8xex992f5inclilacacq.htm)[)] [added: Plan(16)] §](https://www.sec.gov/Archives/edgar/data/1048695/000104869523000009/ffivs-8xex992f5inclilacacq.htm) | | |
| 19.1 | | | * | | | — | | | [F5, Inc. Insider Trading [removed: Policy](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffivex191f5insidertradingp.htm)] [added: Policy](https://www.sec.gov/Archives/edgar/data/1048695/000104869525000157/ffivex191f5insidertradingp.htm)] | | |
| 21.1 | | | * | | | — | | | [Subsidiaries of the [removed: Registrant](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffiv10kex2119302024.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/1048695/000104869525000157/ffiv10kex2119302025.htm)] | | |
| 23.1 | | | * | | | — | | | [Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffiv10kex2319302024.htm)] [added: Firm](https://www.sec.gov/Archives/edgar/data/1048695/000104869525000157/ffiv10kex2319302025.htm)] | | |
| 31.1 | | | * | | | — | | | [Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffiv10kex3119302024.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/1048695/000104869525000157/ffiv10kex3119302025.htm)] | | |
| 31.2 | | | * | | | — | | | [Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffiv10kex3129302024.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/1048695/000104869525000157/ffiv10kex3129302025.htm)] | | |
| 32.1 | | | * | | | — | | | [Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffiv10kex3219302024.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/1048695/000104869525000157/ffiv10kex3219302025.htm)] | | |
| 97.1 | | | [removed: *] | | | — | | | [F5, Inc. Incentive Compensation Recovery [removed: Policy §](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffivex971f5incentivecompen.htm)] [added: Policy](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffivex971f5incentivecompen.htm)[(17)](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffivex971f5incentivecompen.htm) [§](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000185/ffivex971f5incentivecompen.htm)] | | |
Dated: November [removed: 18, 2024][added: 25, 2025]
| By: | | | | | | [removed: /s/] [added: /S/] FRANÇOIS LOCOH-DONOU | | | | | | Chief Executive Officer, President, and Director (principal executive officer) | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ [removed: FRANCIS J. PELZER] [added: EDWARD C. WERNER] | | | | | | Executive Vice President, Chief Financial Officer (principal financial officer and principal accounting officer) | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ ALAN HIGGINSON | | | | | | Director | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ ELIZABETH L. BUSE | | | | | | Director | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ MICHAEL DREYER | | | | | | Director | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ NIKHIL MEHTA | | | | | | Director | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ MARIANNE BUDNIK | | | | | | Director | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
| By: | | | | | | /S/ MICHEL COMBES | | | | | | Director | | | | | | November [removed: 18, 2024] [added: 25, 2025] | | |
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
(17)Incorporated by reference from Annual Report on Form 10-K for the year ended September 30, 2024.
[Table of Contents](#i3a383acf031140eeb9cced43e3baacdf_7)
| | | | | | | Edward C. Werner | | | | | | | | | | | | | | |
| 10.20 | | | | | | — | | | [Transition Agreement, between Frank Pelzer and the Registrant, dated October 31, 2024(17) §](https://www.sec.gov/Archives/edgar/data/1048695/000104869524000169/ex101-fpelzertransitionagr.htm) | | |
(17)Incorporated by reference from Current Report on Form 8-K dated October 31, 2024 and filed with the SEC on November 5, 2024.
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Francis J. Pelzer | | | | | | | | | | | | | | |
| By: | | | | | | /S/ PETER KLEIN | | | | | | Director | | | | | | November 18, 2024 | | |
| | | | | | | Peter Klein | | | | | | | | | | | | | | |
| By: | | | | | | /S/ MICHAEL MONTOYA | | | | | | Director | | | | | | November 18, 2024 | | |
| | | | | | | Michael Montoya | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 43 rewritten, all 4 added and all 8 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2025 filing and the FY2024 filing.