Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On January 5, 2022, the Board of Directors (the "Board") of F5, Inc. (the
"Company") appointed Mr. James M. Phillips as a director. Mr. Phillips will
serve as a member of the Board's Nominating and Environmental, Social and
Governance (ESG) Committee.
In connection with his services as a director, Mr. Phillips will be entitled to
the customary compensation arrangements for the Company's non-employee directors
(including 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 $12,500 as a member of the Nominating and Environmental,
Social and Governance (ESG) Committee. The Board is expected to approve a grant
to Mr. Phillips to be made effective February 1, 2022 under the Company's 2014
Incentive Plan of restricted stock units having a grant date value of $43,956
reflecting a pro-rata portion of the $250,000 annual grant value to directors.
Item 8.01 Other Events
On January 10, 2022, the Company issued a press release announcing the
appointment to the Board of Mr. Phillips. A copy of the press release is
furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
99.1 Press Release of F5, Inc. dated January 10 , 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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