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):
May 24, 2006
F5 Networks, Inc.
(Exact name of registrant as specified in its charter)
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| Washington
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000-26041
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91-1714307 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
401 Elliott Avenue West
Seattle, WA 98119
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01 Other Events
On May 24, 2006, a person claiming to be a shareholder of F5 Networks (the “Company”) filed a
derivative complaint in the Superior Court of Washington, King County, purportedly on behalf of the
Company, against certain current and former executives of the Company and certain current and
former members of the Company’s Board. The complaint alleges, among other things, that certain
defendants breached their fiduciary duties between 2000 and 2004 by (i) backdating stock option
grants in a manner which was intended to, and did, unduly benefit certain defendants at the expense
of the Company, and (ii) knowingly filing false financial statements and other public filings. The
complaint also alleges that certain defendants were unjustly enriched by their receipt and
retention of the purported backdated stock option grants.
The Company does not intend to file further current reports on Form 8-K describing additional
lawsuits, if any, in either federal or state court, which are based on allegations related to the
Company’s purported backdating of stock option grants.