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

F5 Networks, Inc.

(Exact name of registrant as specified in its charter)

Washington		000-26041		91-1714307
(State or other jurisdiction of incorporation)		(Commission File Number)		(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))

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

(a) On March 11, 2010, F5 Networks, Inc. (the “Company”) held its annual meeting of shareholders.

(b) At the meeting, shareholders voted on the election of three Class II directors to hold office until the annual meeting of shareholders for fiscal year end 2012 and until their successors are elected and qualified and ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2010. A total of 73,127,307 shares of the Company’s common stock outstanding and entitled to vote were present at the meeting in person or by proxy. All three nominees for director were elected and the ratification of the selection of PricewaterhouseCoopers LLP as the independent auditors for fiscal year 2010 was approved.

The voting results were as follows:

1. To elect three Class II directors to hold office until the annual meeting of shareholders for fiscal year end 2012 and until their successors are elected and qualified

														BROKER
NAME		FOR				AGAINST				ABSTAIN				NON-VOTES
Deborah L. Bevier			67,178,724				1,175,596				12,645				4,760,342
Alan J. Higginson			63,224,785				5,129,842				12,338				4,760,342
John McAdam			64,033,520				4,323,941				9,504				4,760,342
2. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2010
		FOR				AGAINST				ABSTAIN
			69,788,182				3,310,445				28,680

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.