Amendment to F5 Networks, Inc. 2005 Equity Incentive Plan Award Agreement
Exhibit 10.1
Amendment to F5 Networks, Inc. 2005 Equity Incentive Plan Award Agreement
This Agreement, dated as of March 8, 2006, amends the specific F5 Networks, Inc. 2005 Equity
Incentive Plan Award Agreements (“Award Agreement”) described below between Xxxx Xxxxxxxxx and F5
Networks, Inc. as follows:
The Award Agreements associated with the Notices of Grant of Stock Units dated July 1, 2005 for
15,000 RSUs and September 30, 2005 for 5,000 RSUs are amended to add the following as Section 2.3:
Accelerated Vesting. Notwithstanding the vesting provisions set forth in the Grant
Notice and Section 11 of the Plan, in the event of a change in control transaction as described in
Section 11 of the Plan, the vesting of 100% of the shares of Common Stock subject to the Award (and
if applicable, the time during which the Award may be exercised or settled) shall be accelerated in
full, and the Award shall terminate if not exercised or settled at or prior to the closing of the
change in control transaction.
All capitalized terms used in this Agreement have the same meaning as those used in the Award
Agreement.
In all other respects the Notice of Grant of Stock Units and the Award Agreements will remain
unchanged, and in full force and effect.
Agreed:
F5 Networks, Inc.
/s/ XXXXX XXXXXX | ||||
Xxxxx Xxxxxx | ||||
Senior Vice President and General Counsel | ||||
/s/ XXXX XXXXXXXXX | ||||
Xxxx Xxxxxxxxx | ||||