F5 8-K 2026-04-24

Filed 2026-04-28. 1 sections, 6K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):

April 24, 2026

F5, Inc.

(Exact name of registrant as specified in its charter)

Washington000-2604191-1714307
(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification No.)
801 5th Avenue
Seattle,WA98104
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code (206) 272-5555

Not Applicable

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, no par valueFFIVNASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 24, 2026, the Board of Directors (the “Board”) of F5, Inc. (the “Company”) appointed Mr. Anand Eswaran as a director. Mr. Eswaran will serve as a member of the Board’s Audit and Talent and Compensation Committees.

In connection with his services as a director, Mr. Eswaran will be entitled to the customary compensation arrangements for the Company’s non-employee directors as set forth in the F5, Inc. Non-Employee Director Program (as well as entering into the Company’s standard indemnification agreement for directors and officers): an annual retainer in the amount of $60,000 and an annual payment of $20,000 and $12,500 as a member of the Audit and Talent and Compensation Committees, respectively. Also as set forth in the F5, Inc, Non-Employee Director Program, the Board approved a restricted stock unit grant to Mr. Eswaran, effective May 1, 2026, under the F5, Inc. 2026 Incentive Award Plan, with an annual grant value of $275,000.

Item 8.01Other Events

On April 28, 2026, the Company issued a press release announcing the election to the Board of Mr. Eswaran. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits

(d) Exhibits:

99.1Press Release of F5, Inc. dated April 28, 2026.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

F5, INC. (Registrant)
Date: April 28, 2026By:/s/ Angelique M. Okeke
Angelique M. Okeke
Executive Vice President and General Counsel