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

5.02(d)-On January 3, 2013, the Board of Directors (the "Board") of F5 Networks, Inc. (the "Company") elected Sandra Bergeron as a Class I director and Steve Smith as a Class III director. In connection with their services as directors, Ms. Bergeron and Mr. Smith will be entitled to the customary compensation arrangements for the Company's non-employee directors which include an annual retainer in the amount of $50,000. In addition, the members of the Audit, Compensation, and Nominating and Corporate Governance Committees (including the Committee chairs) are paid annual payments of $15,000, $10,000 and $10,000 respectively. Ms. Bergeron will serve as a member of the Board's Nominating and Corporate Governance Committee and Mr. Smith will serve as a member of the Board's Compensation Committee. In addition, Ms. Bergeron and Mr. Smith each will be awarded 391 restricted stock units ("RSUs") under the Company's 2005 Equity Incentive Plan, which grant shall be issued on February 1, 2013, and would fully vest on the day prior to the annual meeting of shareholders for fiscal year 2012.

Item 8.01. Other Events.

On January 7, 2013, the Company issued a press release announcing the election of Ms. Bergeron and Mr. Smith to the Board. 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.

Exhibit Number Description

99.1 Press Release of F5 Networks, Inc. dated January 7, 2013.

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