Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Rogers Scot Frazier
   2. Issuer Name and Ticker or Trading Symbol
F5 NETWORKS INC [FFIV] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
General Counsel
(Last)
(First)
(Middle)
C/O F5 NETWORKS, INC., 401 ELLIOTT AVE. WEST		 3. Date of Earliest Transaction (Month/Day/Year)
05/01/2014
(Street)

SEATTLE, WA 98119		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/01/2014   M   1,033 (1) A $ 0 2,557 (2) D  
Common Stock 05/01/2014   S   300 D $ 105.18 (3) 2,257 D  
Common Stock 05/01/2014   S   320 D $ 106.5069 (4) 1,937 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (5) $ 0 05/01/2014   M     442   (6)   (7) Common Stock 442 $ 0 442 D  
Restricted Stock Units (5) $ 0 05/01/2014   M     591   (8)   (7) Common Stock 591 $ 0 3,549 D  
Restricted Stock Units (5) $ 0 05/01/2014   A   4,755     (9)   (7) Common Stock 4,755 $ 0 4,755 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Rogers Scot Frazier
C/O F5 NETWORKS, INC.
401 ELLIOTT AVE. WEST
SEATTLE, WA 98119		       General Counsel  

Signatures

 /s/ Scot F. Rogers   05/05/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares acquired upon vesting of the August 1, 2012, and November 1, 2013, awards of service-based Restricted Stock Units.
(2) Includes 26 shares acquired on April 30, 2014 under the F5 Networks, Inc. stock purchase plan.
(3) This transaction was executed pursuant to a Rule 10b5-1 trading plan, in multiple trades at prices ranging from $105.00 to $105.49. The reported price is the weighted average sale price. The reporting person undertakes to provide to the Company, any security holder of the Company, or Securities and Exchange Commission staff, upon request, complete information regarding the number of shares sold at each separate price.
(4) This transaction was executed pursuant to a Rule 10b5-1 trading plan, in multiple trades at prices ranging from $106.36 to $106.71. The reported price is the weighted average sale price. The reporting person undertakes to provide to the Company, any security holder of the Company, or Securities and Exchange Commission staff, upon request, complete information regarding the number of shares sold at each separate price.
(5) Each Restricted Stock Unit represents a contingent right to receive one share of F5 Networks, Inc. Common Stock on the vest date.
(6) The service-based Restricted Stock Units outstanding under this 8/1/2012 grant vest as follows: 441 vest 11/1/2013, 442 vest 2/1/2014, 442 vest 5/1/2014, and 442 vest 8/1/2014.
(7) If the reporting person continues to serve as an officer of the Company on the vest date, the corresponding number of shares of Common Stock of F5 Networks, Inc. will be issued to the reporting person on the vest date.
(8) Twenty-five percent (25%) of the November 1, 2013 award of service-based Restricted Stock Units vest February 1, 2014, and the remaining seventy-five percent (75%) vest in seven equal quarterly increments beginning May 1, 2014.
(9) Twenty five percent (25%) of this May 1, 2014 award of service-based Restricted Stock Units vests on May 1, 2015, and the remaining seventy-five percent (75%) vests in twelve equal quarterly increments beginning August 1, 2015.

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