DEF 14A of Cisco Systems, Inc., Oct 29, 2026

DEF 14A of Cisco Systems, Inc.

Filed Oct 29, 2026 · FY20260001308179-26-000439

Open on EDGAR

  1. Mailing Address of Corporate Headquarters

    | Compensation Committee Report | 51 | | Fiscal 2026 Compensation Tables | 52 | | Summary Compensation Table | 52 | | Grants of Plan-Based Awards – Fiscal 2026 | 57 | | Outstanding Equity Awards At Fiscal 2026 Year-End | 58 | | Stock Vested – Fiscal 2026 | 60 | | Nonqualified Deferred Compensation – Fiscal 2026 | 60 | | Potential Payments upon Termination or Change in Control | 62 | | CEO Pay Ratio | 63 | | Pay Versus Performance | 64 | | Ownership of Securities | 68 | | Audit Committee Matters | 70 | | Proposal 3: Ratification of Independent Registered Public Accounting Firm | 70 | | Audit Committee Report | 72 | | Certain Relationships and Transactions with Related Persons | 73 | | Stockholder Proposals | 74 | | Proposal 4: Stockholder Proposal | 74 | | Proposal 5: Stockholder Proposal | 77 | | Other Important Information About the Meeting | 80 | | Appendix | 87 |

  2. Executive Compensation Highlights

    Executive Compensation Highlights Our pay practices align with our pay-for-performance philosophy and underscore our commitment to sound compensation and governance practices. Compensation philosophy designed to attract and retain, motivate performance, and reward achievement Performance measures aligned with stockholder interests Majority of annual total direct compensation (“TDC”) is performance-based No dividends paid or dividend equivalents settled on unvested awards Independent Compensation Committee Independent compensation consultant Comprehensive annual compensation program risk assessment Annual compensation peer group review Caps on incentive compensation None of our executive officers have employment, severance or change in control agreements Stock ownership guidelines and holding requirements Compensation recoupment (clawback) policy All perquisites to executive officers subject to Compensation Committee approval No single-trigger vesting of equity award grants No stock option repricing or cash-out of underwater equity awards No supplemental executive retirement plan or executive defined benefit pension plan No golden parachute tax gross-ups Broad anti-pledging and anti-hedging policies

  3. Director Nominee Qualifications, Skills and Attributes

    Director Nominee Qualifications, Skills and Attributes The table below summarizes key qualifications, skills and attributes most relevant to the decision to nominate our director candidates to serve on the Board. A mark indicates a specific area of focus or experience on which the Board relies most. The lack of a mark does not mean the director nominee does not possess that qualification or skill. Each director nominee biography in “Governance and Board Matters – Proposal No. 1 – Election of Directors” below describes each nominee’s qualifications and relevant experience in more detail.

  4. Director Nominee Qualifications, Skills and Attributes

    | | Capellas | Garrett | Harris | Johnson | Murphy | Rishi | Robbins | Shimer | Tessel | Weil | | Leadership | | | | | | | | | | | | Technology | | | | | | | | | | | | Financial Experience | | | | | | | | | | | | Global Business | | | | | | | | | | | | Sales and Marketing | | | | | | | | | | | | Academia | | | | | | | | | | | | Public Company Board Experience | | | | | | | | | | | | Demographic Background | | | | | | | | | | | | Gender | M | M | M | F | F | M | M | M | F | M | | Ethnicity | White | White | Black or African American Native American | White | White | Asian | White | White | White | White |

  5. Board Performance Evaluation Process

    Board Performance Evaluation Process The Board recognizes that a robust and constructive performance evaluation process is an essential component of Board effectiveness. As such, the Board conducts an annual performance evaluation that is intended to determine whether the Board, each of its committees, and individual Board members are functioning effectively, and to provide them with an opportunity to reflect upon and improve processes and effectiveness. This annual performance evaluation is designed to identify any themes or issues that have emerged. The Nomination and Governance Committee oversees this process, which is led by the Lead Independent Director. As part of this process, the Lead Independent Director conducts discussions with Board members to obtain their assessment of the effectiveness and performance of the Board and Board members. The Board considers the results and ways in which its processes and effectiveness may be enhanced.

  6. Board Performance Evaluation Process

    | 14 | Cisco 2026 Proxy Statement | | | |

  7. Board Refreshment

    Board Refreshment We regularly evaluate the need for Board refreshment. The Nomination and Governance Committee and the Board are focused on identifying individuals whose skills and experiences will enable them to make meaningful contributions to the shaping of Cisco’s business strategy. In April 2026 and October 2026, respectively, the Board appointed Peter A. Shimer and Girish D. Rishi as directors, in each case upon the recommendation of the Nomination and Governance Committee. For more information on the skills and experience of Mr. Shimer and Mr. Rishi, see “Governance and Board Matters — Proposal No. 1 — Election of Directors.” As part of its consideration of director succession, the Nomination and Governance Committee from time-to-time reviews, including when considering potential candidates, the appropriate skills and characteristics required of Board members such as diversity of business experience, viewpoints and personal background, and diversity of skills in technology, finance, marketing, international business, financial reporting and other areas that are expected to contribute to an effective Board. In evaluating potential candidates for the Board, the Nomination and Governance Committee considers these factors in the light of the specific needs of the Board at that time. Additionally, due to the global and complex nature of our business, the Board believes it is important to include individuals with diversity of race, ethnicity, gender, sexual orientation, age, education, cultural background, and professional experiences, and those factors are considered in evaluating board candidates in order to provide practical insights and diverse perspectives. Cisco’s corporate governance guidelines provide that any non-employee director who has served for a total of 20 years of service will not be re-nominated for election at the next annual meeting of stockholders, absent special circumstances. Further, the corporate governance guidelines provide that the Board will take into consideration the age of any current or prospective Board member whose age would be 72 or older when elected, re-elected, or appointed to the Board and, before nominating or appointing such Board member, the Board will make an affirmative determination that it is in the best interests of Cisco and its stockholders for that individual to serve on the Board. The average tenure of the director nominees is approximately 6.8 years. In connection with its decision to nominate Mr. Capellas, a director who is 72 years old and has served on the Board since 2006, for election at the Annual Meeting, as presented in “Governance and Board Matters — Proposal No. 1 — Election of Directors” below, the Board and Nomination and Governance Committee considered his qualifications and contributions to the Board, including his leadership and experience as Lead Independent Director, his role in Board succession and transition, his knowledge of the Company and its business, and the value of continuity and institutional knowledge in light of recent departures from the Board, and determined that notwithstanding the foregoing age and tenure guidelines, it was in the best interests of the Company and its stockholders to nominate him for election at the Annual Meeting and permit him to serve for a new term, if elected. The Nomination and Governance Committee and the Board regularly evaluate the key qualifications, skills and attributes required in order to effectively refresh the Board with engaged and dynamic leaders with a proven business track record who will bring fresh perspectives to the Board while maintaining the productive working dynamics and collegiality of the Board. The brief biographical description of each nominee set forth in the “Governance and Board Matters – Proposal No. 1 – Election of Directors – Business Experience and Qualifications of Nominees” section and the matrix set forth in “Governance and Board Matters – Corporate Governance – Board of Directors – Director Nominee Qualifications, Skills and Attributes” section above include the primary individual experience, qualifications, attributes, and skills of each of our directors that led to the conclusion that each director should serve as a member of the Board at this time. Six of our independent director nominees have joined our Board since 2021, representing 67% of our independent Board member nominees.

  8. Board Refreshment

    | Governance and Board Matters | 15 | | | |

  9. Stockholder Communications with the Board

    Stockholder Communications with the Board Stockholders may communicate with our Board through Cisco’s Secretary by sending an email to bod@cisco.com, or by writing to the following address: Board of Directors c/o Evan Sloves, Secretary Cisco Systems, Inc. 170 West Tasman Drive San Jose, California 95134 Stockholders also may communicate with the Board’s Compensation Committee through Cisco’s Secretary by sending an email to compensationcommittee@cisco.com, or by writing to the following address: Compensation and Management Development Committee c/o Evan Sloves, Secretary Cisco Systems, Inc. 170 West Tasman Drive San Jose, California 95134 Cisco’s Secretary will forward all correspondence to the Board or the Compensation Committee, except for spam, junk mail, mass mailings, product or service complaints or inquiries, job inquiries, surveys, business solicitations or advertisements, or patently offensive or otherwise inappropriate material. Cisco’s Secretary may forward certain correspondence, such as product-related inquiries, elsewhere within Cisco for review and possible response.

  10. Stockholder Communications with the Board

    | 16 | Cisco 2026 Proxy Statement | | | |

  11. Stockholder Communications with the Board

    | | Election of Directors |

  12. Stockholder Communications with the Board

    The names of persons who are nominees for director and their current positions and offices with Cisco are set forth in the table below. The proxy holders intend to vote all proxies received by them for the nominees listed below unless otherwise instructed. Each of the current directors has been nominated for election by the Board upon recommendation by the Nomination and Governance Committee and has decided to stand for election. The Board appointed Peter A. Shimer to the Board in April 2026 and Girish D. Rishi to the Board in October 2026 upon recommendation of the Nomination and Governance Committee. Mr. Shimer and Mr. Rishi were brought to the attention of the Nomination and Governance Committee as potential candidates by a third-party search firm and by one of Cisco’s independent, non-management directors, respectively.

  13. Stockholder Communications with the Board

    | Director Nominees | Positions and Offices Held with Cisco | Age | Director Since | Other Public Company Boards | | Michael D. Capellas | Lead Independent Director | 72 | 2006 | 0 | | Mark Garrett | Director | 68 | 2018 | 2 | | John D. Harris II | Director | 65 | 2021 | 3 | | Dr. Kristina M. Johnson | Director | 69 | 2012 | 3 | | Sarah Rae Murphy | Director | 43 | 2022 | 0 | | Girish D. Rishi | Director | 57 | 2026 | 1 | | Charles H. Robbins | Chair and CEO | 60 | 2015 | 1 | | Peter A. Shimer | Director | 64 | 2026 | 3 | | Marianna Tessel | Director | 58 | 2021 | 0 | | Kevin Weil | Director | 43 | 2025 | 0 |

  14. Stockholder Communications with the Board

    | Governance and Board Matters | 17 | | | |

  15. Stockholder Communications with the Board

    Business Experience and Qualifications of Nominees

  16. Stockholder Communications with the Board

    | | Michael D. Capellas | | LEAD INDEPENDENT DIRECTOR | | | Age: 72 Director Since: 2006 Committee Memberships: Nomination and Governance (Chair), Public Policy (Chair) | Other public company directorships None | Former public company directorships in the past 5 years lCellebrite DI Ltd. (ended in 2026) lThe Beauty Health Company (ended in 2025) lFlex Ltd. (ended in 2024) lElliott Opportunity II Corp. (ended in 2023) |

  17. Stockholder Communications with the Board

    Mr. Capellas has served as founder and Chief Executive Officer of Capellas Strategic Partners since November 2012. He served as Chair of the Board of VCE Company, LLC (“VCE”) from January 2011 until November 2012 and as Chief Executive Officer of VCE from May 2010 to September 2011. Mr. Capellas was the Chair and Chief Executive Officer of First Data Corporation from September 2007 to March 2010. From November 2002 to January 2006, he served as Chief Executive Officer of MCI, Inc. (“MCI”), previously WorldCom. From November 2002 to March 2004, he was also Chair of the Board of WorldCom, and he continued to serve as a member of the board of directors of MCI until January 2006. Mr. Capellas left MCI as planned in early January 2006 upon its acquisition by Verizon Communications Inc. Previously, Mr. Capellas was President of Hewlett-Packard Company (“Hewlett-Packard”) from May 2002 to November 2002. Before the merger of Hewlett-Packard and Compaq Computer Corporation (“Compaq”) in May 2002, Mr. Capellas was President and Chief Executive Officer of Compaq, a position he had held since July 1999, and Chair of the Board of Compaq, a position he had held since September 2000. Mr. Capellas held earlier positions as Chief Information Officer and Chief Operating Officer of Compaq.

  18. Qualifications

    Qualifications Mr. Capellas brings to the Board experience in executive roles and a background of leading global organizations in the technology industry. Through this experience, he has developed expertise in several valued areas including strategic product development, business development, sales, marketing, and finance. Mr. Capellas also has experience serving as a public company outside director.

  19. Qualifications

    | | Mark Garrett | | INDEPENDENT DIRECTOR | | | Age: 68 Director Since: 2018 Committee Memberships: Audit (Chair), Nomination and Governance | Other public company directorships lGoDaddy Inc. lSnowflake Inc. | Former public company directorships in the past 5 years lNightDragon Acquisition Corp. (ended in 2022) lPure Storage, Inc. (ended in 2021) |

  20. Business Experience

    Business Experience Mr. Garrett has served as a Senior Advisor at Permira since June 2021. Mr. Garrett served as Executive Vice President and Chief Financial Officer of Adobe Systems Incorporated from February 2007 to April 2018. From January 2004 to February 2007, Mr. Garrett served as Senior Vice President and Chief Financial Officer of the Software Group of EMC Corporation (“EMC”). From August 2002 to January 2004 and from 1997 to 1999, Mr. Garrett served as Executive Vice President and Chief Financial Officer of Documentum, Inc., including through its acquisition by EMC in December 2003. Mr. Garrett brings to the Board extensive history of leadership in finance and accounting in the technology industry, including experience in product and business model transition and transformation to the cloud. Mr. Garrett also has experience serving as a public company outside director.

  21. Business Experience

    | 18 | Cisco 2026 Proxy Statement | | | |

  22. Business Experience

    | | John D. Harris II | | INDEPENDENT DIRECTOR | | | Age: 65 Director Since: 2021 Committee Memberships: Audit, Compensation | Other public company directorships lExxon Mobil Corporation lFlex Ltd. lKyndryl Holdings, Inc. | Former public company directorships in the past 5 years None |

  23. Business Experience

    Mr. Harris served as Vice President of Business Development of Raytheon Company (“Raytheon”) and Chief Executive Officer of Raytheon International, Inc. from September 2013 to April 2020. Mr. Harris joined Raytheon in 1983 and throughout his career at Raytheon, he held various leadership positions, including serving as General Manager of Raytheon’s Intelligence, Information and Services business, President of Raytheon Technical Services Company, Vice President of Operations and Contracts for Raytheon’s former Electronic Systems business, Vice President of Contracts for Raytheon’s government and defense businesses, and Vice President of Contracts and Supply Chain for Raytheon Company. In 2010, Mr. Harris was honored with the prestigious Black Engineer of the Year Award.

  24. Qualifications

    Qualifications Mr. Harris brings to the Board an extensive history of leadership in sales and marketing, supply chain management, international business and government relations operations functions, including expertise in both technology and manufacturing industries. Mr. Harris also has experience serving as a public company outside director.

  25. Qualifications

    | | Dr. Kristina M. Johnson | | INDEPENDENT DIRECTOR | | | Age: 69 Director Since: 2012 Committee Memberships: Compensation (Chair), Nomination and Governance, Public Policy | Other public company directorships lInfleqtion, Inc. lMinerals Technologies, Inc. lQnity Electronics, Inc. | Former public company directorships in the past 5 years lDuPont de Nemours, Inc. (ended in 2025) |

  26. Business Experience

    Business Experience Dr. Kristina M. Johnson has held leadership positions in academia, industry and government, including service as Managing Partner of Catalyzer Ventures since May 2025 and as CEO of Johnson Energy Holdings, LLC since May 2024; President of The Ohio State University from September 2020 to May 2023; chancellor of the State University of New York from September 2017 to August 2020; co-founder and CEO of hydropower companies, Enduring Hydro, LLC and Cube Hydro Partners, LLC from 2011 to 2017; Undersecretary of Energy at the U.S. Department of Energy from May 2009 to October 2010; senior vice president and provost at The Johns Hopkins University from 2007 to 2009; and dean of engineering at Duke University from 1999 to 2007. Dr. Johnson’s pioneering work in liquid-crystal on silicon micro-displays, polarization optics and imaging at the University of Colorado Boulder was spun off into several companies, including ColorLink, Inc., which helped create modern 3D movies such as Avatar and hundreds of others. Dr. Johnson was inducted into the National Inventors Hall of Fame, is a member of the National Academy of Engineering and the National Academy of Inventors, has received the John Fritz Medal, widely regarded as the highest award given by the engineering societies, and is a 2025 recipient of the National Medal of Technology and Innovation. Dr. Johnson holds five honorary degrees, and earned her B.S., M.S. and Ph.D. degrees in electrical engineering at Stanford University. Dr. Johnson brings to the Board an engineering background, as well as expertise in science, technology, business, education and government. In addition, she has leadership and management experience, both in an academic context as chancellor, provost and dean of nationally recognized academic institutions and in a corporate context as a board member of public companies.

  27. Business Experience

    | Governance and Board Matters | 19 | | | |

  28. Business Experience

    | | Sarah Rae Murphy | | INDEPENDENT DIRECTOR | | | Age: 43 Director Since: 2022 Committee Memberships: Audit | Other public company directorships None | Former public company directorships in the past 5 years None |

  29. Business Experience

    Ms. Murphy has served as a Senior Advisor and Partner to AltitudeX Aviation Group LLC since June 2023. Ms. Murphy previously served as Chief Procurement Officer and Senior Vice President, Global Sourcing of United Airlines Holdings, Inc. (“United Airlines”) from October 2021 to May 2022. She held other executive leadership roles at United Airlines including Senior Vice President, United Express from June 2019 to October 2021 and Vice President, Global Operations Strategy, Planning and Design from October 2016 to June 2019. At United Airlines, she previously also held various financial leadership positions including Vice President of Financial Planning and Analysis and leading investor relations. Prior to joining United Airlines in 2006, Ms. Murphy began her career at Merrill Lynch in its investment banking division.

  30. Qualifications

    Qualifications Ms. Murphy brings to the Board broad executive leadership experience in finance, operations and commercial functions in a global business. Her enterprise experience in leading innovation and transformation to enhance customer experience adds a valuable perspective to the Board.

  31. Qualifications

    | | Girish D. Rishi | | INDEPENDENT DIRECTOR | | | Age: 57 Director Since: 2026 | Other public company directorships lInsight Enterprises, Inc. | Former public company directorships in the past 5 years None |

  32. Business Experience

    Business Experience Mr. Rishi has served as CEO of Cognite LLC (“Cognite”), a global software-as-a-service company that helps drive digital transformation for asset-heavy industrial clients, since April 2022. Mr. Rishi has also served as a Senior Advisor at Blackstone Inc. since April 2022. Prior to his role at Cognite, Mr. Rishi served as CEO of Blue Yonder Holding, Inc. (“Blue Yonder”), a provider of supply chain management software and consulting services from January 2017 to February 2022. Prior to joining Blue Yonder, Mr. Rishi held senior leadership roles at Tyco International plc, Zebra Technologies Corporation, and Motorola Solutions, Inc. Mr. Rishi is a member of the Council on Foreign Relations and an executive board member at the Arizona Commerce Authority. Mr. Rishi brings to the Board experience as a CEO and in executive roles in the technology industry spanning hardware, software and systems. Through this experience, Mr. Rishi has developed deep expertise across data and AI, product development, business development, supply chain and M&A. Mr. Rishi also has experience serving as a public company outside director.

  33. Business Experience

    | 20 | Cisco 2026 Proxy Statement | | | |

  34. Business Experience

    | | Charles H. Robbins | | BOARD CHAIR | | | Age: 60 Director Since: 2015 | Other public company directorships lBlackRock, Inc. | Former public company directorships in the past 5 years None |

  35. Business Experience

    Mr. Robbins has served as CEO since July 2015, as a member of the Board since May 2015 and as Chair of the Board since December 2017. He joined Cisco in December 1997, from which time until March 2002 he held a number of managerial positions within Cisco’s sales organization. Mr. Robbins was promoted to Vice President in March 2002, assuming leadership of Cisco’s U.S. channel sales organization. Additionally, in July 2005 he assumed leadership of Cisco’s Canada channel sales organization. In December 2007, Mr. Robbins was promoted to Senior Vice President, U.S. Commercial, and in August 2009 he was appointed Senior Vice President, U.S. Enterprise, Commercial and Canada. In July 2011, Mr. Robbins was named Senior Vice President, Americas. In October 2012, Mr. Robbins was promoted to Senior Vice President, Worldwide Field Operations, in which position he served until assuming the role of CEO.

  36. Qualifications

    Qualifications Mr. Robbins brings to the Board extensive industry, company and operational experience acquired from having served as Cisco’s CEO since 2015, and prior to that from having led Cisco’s global sales and partner teams. He has a thorough knowledge of Cisco’s segments, technology areas, geographies and competition. He has a proven track record of driving results and played a key role in leading and executing many of Cisco’s investments and strategy shifts to meet its growth initiatives.

  37. Qualifications

    | | Peter A. Shimer | | INDEPENDENT DIRECTOR | | | Age: 64 Director Since: 2026 Committee Memberships: Audit | Other public company directorships lAlaska Air Group, Inc. lKorn Ferry lSynopsys, Inc. | Former public company directorships in the past 5 years None |

  38. Business Experience

    Business Experience Mr. Shimer has served in a variety of senior executive roles over his distinguished 41-year career at Deloitte LLP (“Deloitte”). Most recently, he served as Chief Operating Officer of Deloitte from 2023 to 2024 and from 2019 to 2022, and served as Interim Chief Executive Officer of Deloitte US from 2022 to 2023. Prior to that, Mr. Shimer’s previous roles at Deloitte included serving as Chief Financial Officer and serving in other senior leadership roles. Mr. Shimer is Vice Chair and an Executive Committee Board member for the Fred Hutchinson Cancer Center. Mr. Shimer brings to the Board considerable experience spanning four decades of leadership at Deloitte, including extensive C-suite tenure, and deep expertise in enterprise transformation, strategic planning and digital innovation, which the Board believes will add valuable perspective to Cisco. Mr. Shimer also has experience serving as a public company outside director.

  39. Business Experience

    | Governance and Board Matters | 21 | | | |

  40. Business Experience

    | | Marianna Tessel | | INDEPENDENT DIRECTOR | | | Age: 58 Director Since: 2021 Committee Memberships: Compensation | Other public company directorships None | Former public company directorships in the past 5 years None |

  41. Business Experience

    Ms. Tessel served as Executive Vice President and General Manager, Small Business Group of Intuit Inc. (“Intuit”), a financial software company, from September 2023 to May 2026. She joined Intuit in 2017 and served as Intuit’s Executive Vice President and Chief Technology Officer from January 2019 to September 2023. Prior to joining Intuit, Ms. Tessel served as Senior Vice President of Engineering and Executive Vice President of Strategic Development for Docker Inc., a software containerization platform. Ms. Tessel also previously served as Vice President of Engineering with VMware Inc., Ariba, Inc., and General Magic, Inc.

  42. Qualifications

    Qualifications Ms. Tessel brings to the Board her deep expertise in enterprise software and a track record delivering software solutions that solve challenges for businesses. She is also a transformational leader in the software technology industry with a strong engineering and general management background.

  43. Qualifications

    | | Kevin Weil | | INDEPENDENT DIRECTOR | | | Age: 43 Director Since: 2025 Committee Memberships: Public Policy | Other public company directorships None | Former public company directorships in the past 5 years None |

  44. Director Compensation Highlights

    Director Compensation Highlights lRetainer fees for committee service differentiated based on workload lEmphasis on equity in the overall compensation mix lFull-value equity grants under a fixed-value annual grant policy with immediate vesting lRobust stock ownership guidelines set at five times the annual cash retainer to support stockholder alignment lFlexible deferral provisions to facilitate stock ownership lGovernance limit of $800,000 on the total value of cash and equity compensation that may be paid or granted to a non-employee director each fiscal year allows Cisco to stay within reasonable boundaries of what the market requires lEach non-employee director is eligible to participate in Cisco’s charitable matching gifts program to the same extent as all Cisco employees. During fiscal 2026, the maximum match amount under this program was $25,000 each calendar year.

  45. Director Compensation Highlights

    | 24 | Cisco 2026 Proxy Statement | | | |

  46. Fiscal 2026 Equity Compensation

    Fiscal 2026 Equity Compensation Non-employee directors receive annual grants under the Cisco Systems, Inc. 2005 Stock Incentive Plan (the “2005 Stock Incentive Plan”) pursuant to an equity grant policy. The 2005 Stock Incentive Plan currently provides that the maximum value of grants during a single fiscal year, taken together with any cash fees paid during such fiscal year for services on the Board, may not exceed $800,000 in total value for any non-employee director. The Board’s policy regarding equity grants for non-employee directors provides for the following: lAn initial equity grant for new non-employee directors consisting of fully vested shares of Cisco common stock with a fair value equal to a pro rata portion of $270,000 based on the portion of the year of the new non-employee director’s Board service. lAn annual equity grant for elected non-employee directors consisting of fully vested shares of Cisco common stock with a fair value equal to $270,000. A non-employee director may elect to receive his or her initial and annual grants in the form of fully vested deferred stock units that are settled in shares after the non-employee director leaves the Board. Dividend equivalents accrue on the fully vested deferred stock units and are subject to the same conditions and restrictions as the deferred stock units to which they attach and will settle in shares after the non-employee director leaves the Board.

  47. Fiscal 2026 Equity Compensation

    | Governance and Board Matters | 25 | | | |

  48. Fiscal 2026 Total Director Compensation

    Fiscal 2026 Total Director Compensation The following table provides information as to compensation earned by our non-employee directors during fiscal 2026.

  49. Fiscal 2026 Total Director Compensation

    | Name | Fees Earned or Paid in Cash ($) | | Stock Awards ($)(1) | | All Other Compensation ($)(2) | | Total ($) | | | Wesley G. Bush(3) | | 54,463(4) | | — | | — | | 54,463 | | Michael D. Capellas | | 256,387 | | 269,952 | | 37,500 | | 563,839 | | Mark Garrett | | 189,259 | | 269,952 | | — | | 459,211 | | John D. Harris II | | 147,982 | | 269,952 | | 5,000 | | 422,934 | | Dr. Kristina M. Johnson | | 141,118(4) | | 269,952 | | 29,250 | | 440,320 | | Sarah Rae Murphy | | 138,243 | | 269,952 | | — | | 408,195 | | Girish D. Rishi(5) | | — | | — | | — | | — | | Daniel H. Schulman(6) | | 124,127 | | 269,952 | | — | | 394,079 | | Peter A. Shimer | | 40,951 | | 187,655 | | 25,000 | | 253,606 | | Marianna Tessel | | 122,185(4) | | 269,952 | | — | | 392,137 | | Kevin Weil | | 119,056(4) | | 269,952 | | — | | 389,008 |

  50. Fiscal 2026 Total Director Compensation

    (1)The amounts in the “Stock Awards” column represent the aggregate grant date fair values, computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation – Stock Compensation (“FASB ASC Topic 718”), of the shares issued pursuant to the 2005 Stock Incentive Plan. Each non-employee director who had served as a non-employee director prior to the 2025 Annual Meeting and who was elected at the 2025 Annual Meeting received 3,481 fully vested shares on December 16, 2025. Mr. Schulman and Mr. Weil each elected to receive his annual equity award in the form of fully vested deferred stock units. In connection with his appointment to the Board on April 6, 2026, Mr. Shimer received an initial pro-rated equity award of 2,333 fully vested shares in the form of deferred stock units. None of the non-employee directors held any unvested stock awards as of July 25, 2026. No stock options were outstanding or awarded to non-employee directors in fiscal 2026. (2)Represents the non-employee director’s match under Cisco’s charitable matching gifts program. (3)Mr. Bush served on the Board of Directors until the 2025 Annual Meeting of Stockholders held on December 16, 2025. (4)Includes the value of fully vested shares of Cisco common stock received in lieu of the non-employee director’s regular cash retainer, additional retainer paid in connection with service on Board committees, or other cash fees, based on the fair market value of the shares on the date any such retainers or cash fees would otherwise have been paid. Based on their prior elections, Mr. Bush and Mr. Weil each received deferred stock units with a value of $54,401 and $118,860, respectively, and Dr. Johnson and Ms. Tessel each received fully vested shares with a value of $92,355 and $73,494, respectively, in each case based on the closing price of Cisco common stock on the date any such retainers or cash fees would otherwise have been paid. (5)Mr. Rishi was appointed to the Board of Directors after the completion of fiscal 2026 and did not receive any compensation for fiscal 2026. (6)Mr. Schulman served on the Board of Directors until May 21, 2026.

  51. Fiscal 2027 Director Compensation

    Fiscal 2027 Director Compensation Pursuant to the pre-existing policy adopted by the Board prior to the appointment of Mr. Rishi, in connection with his appointment to the Board on October 9, 2026, Mr. Rishi received a pro rata initial equity grant in the form of a fully vested restricted stock unit award covering 419 shares. The initial restricted stock unit award for Mr. Rishi was granted on October 9, 2026 with a grant date fair value of $49,605. Mr. Rishi elected to receive his initial equity grant in the form of deferred stock units that will settle in shares after he leaves the Board. Dividend equivalents accrue on the fully vested deferred stock units and are subject to the same conditions and restrictions as the deferred stock units to which they attach and will settle in shares after Mr. Rishi leaves the Board. Using the approach described above under “Board of Directors – Board Committees and Meetings – Director Compensation,” the Nomination and Governance Committee conducted its annual review of the non-employee director compensation program for fiscal 2027 in consultation with its independent compensation consultant, Exequity. In fiscal 2026, Exequity determined that Cisco’s non-employee director compensation program continues to be competitive with the market, consistent with our peer group, and incorporates best practices. Based on this assessment, the Board did not make any changes to the amounts or types of compensation that non-employee directors could earn for fiscal 2027. Vote Required Cisco’s bylaws and corporate governance guidelines provide for a majority voting standard in uncontested elections of directors. The affirmative vote of the holders of a majority of the votes properly cast at the meeting at which a quorum is present is required to elect each of the nominees for director, meaning the number of shares cast “for” a nominee’s election exceeds the number of “against” votes cast against that nominee. The required quorum for a meeting of Cisco stockholders is a majority of the outstanding shares of common stock. Abstentions and broker non-votes are not counted as votes cast for or against such nominee, and stockholders may not cumulate votes in the election of directors. In the event any nominee is unable or declines to serve as a director at the time of the meeting, the proxies will be voted for any nominee, if any, who may be designated by the Board to fill the vacancy. As of the date of this Proxy Statement, the Board is not aware that any nominee is unable or will decline to serve as a director. If a nominee who currently serves as a director is not re-elected, Delaware law provides that the director would continue to serve on the Board as a “holdover director.” Under our bylaws and corporate governance guidelines, an incumbent director who fails to receive the required majority vote to be re-elected in an uncontested election shall tender his or her resignation to the Board to be effective on the earlier of 90 days following the certification of the election results or the date on which the Board selects a person to fill the office held by that director. The Board of Directors recommends that the stockholders vote FOR the election of each of the nominees listed herein.

  52. Fiscal 2027 Director Compensation

    | Governance and Board Matters | 27 | | | |

  53. Fiscal 2027 Director Compensation

    | Compensation Committee Matters | | |

  54. Fiscal 2027 Director Compensation

    | | Advisory Vote to Approve Executive Compensation |

  55. Fiscal 2027 Director Compensation

    Under Section 14A of the Exchange Act, Cisco stockholders are entitled to cast an advisory vote to approve the compensation of Cisco’s named executive officers, known as a “Say on Pay” vote. The stockholder vote is an advisory vote only and is not binding on Cisco or its Board of Directors. Although the vote is non-binding, the Board and the Compensation Committee value the opinions of our stockholders and will consider the outcome of the vote when making future compensation decisions for our named executive officers. The core of Cisco’s executive compensation philosophy and practice continues to align real pay delivery with performance. Cisco’s executive officers are compensated in a manner consistent with Cisco’s business strategy, competitive practice, sound corporate governance principles, and stockholder interests and concerns. We believe our compensation program is strongly aligned with the long-term interests of our stockholders. We urge you to read the CD&A, the compensation tables, and the narrative discussion set forth on pages 30 to 67 for additional details on Cisco’s executive compensation program. Below are a few highlights of our pay-for-performance philosophy. Fiscal 2026 Pay and Performance In fiscal 2026, we delivered very strong revenue growth across all geographies and customer markets demonstrating robust demand for our technologies. Revenue was $63.3 billion, up 12% year over year. We recognized approximately $4 billion of revenue from AI infrastructure for hyperscalers in fiscal 2026, representing approximately 6% of our total revenue in fiscal 2026, up from less than 2% in fiscal 2025. Remaining Performance Obligations (“RPO”) grew 7% year over year to $46.7 billion, providing a strong foundation for our future performance. In fact, in fiscal 2026, we delivered the highest revenue, non-GAAP operating margin and earnings per employee in 30 years, demonstrating excellent execution by our teams and the increasingly critical role our technology plays in the AI era. The profitable growth of our business continues to produce strong cash flows, supporting our commitment to return significant value to our stockholders. In fiscal 2026, we returned a total of $12.7 billion through dividends and share repurchases, representing 99% of our free cash flow(1). We remain focused on investing strategically in innovation and driving durable growth, with financial discipline helping to drive operating leverage and stockholder value. Our fiscal 2026 results compared with fiscal 2025 were as follows (all comparisons year over year): lRevenue(2) of $63.3 billion, up 12% lProfit Before Taxes(2) of $21.3 billion, up 14% lOperating Income(2) of $22.0 billion, up 13% (1)Represents a non-GAAP financial measure. See the Appendix for a definition of this measure and a reconciliation of this measure to its most directly comparable GAAP financial measure. (2)Revenue and Profit Before Taxes as determined pursuant to the EIP, and Operating Income as determined pursuant to the fiscal 2026 Operating Income goal for the fiscal 2024 PRSUs, in each case as described in the CD&A below. Long-term incentives continue to be the largest element of named executive officer compensation, consistent with market practice. For Cisco’s CEO, approximately 60% of long-term grant value is comprised of performance shares earned for achievement against rigorous goals for operating income during fiscal 2026 and fiscal 2025, operating cash flow and EPS during fiscal 2024, and relative total stockholder return (“TSR”) performance measured over the entire three-year performance period. For Cisco’s other named executive officers, approximately 50% of long-term grant value is comprised of performance shares earned for achievement against the same goals of operating income, operating cash flow, EPS, and relative TSR performance measured over the performance period. Our PRSUs for fiscal 2024 – 2026 were earned at 130% of target, as operating income, operating cash flow, and EPS performance were at 108% of target over the three-year period, while relative TSR for the three-year period exceeded the maximum performance level.

  56. Fiscal 2027 Director Compensation

    | 28 | Cisco 2026 Proxy Statement | | | |

  57. Fiscal 2027 Director Compensation

    We believe our compensation structure and its resulting realizable pay for executive officers demonstrates Cisco’s strong commitment to aligning real pay delivery with performance. At the annual meeting, we are asking stockholders to vote on the following advisory resolution: RESOLVED, that the stockholders approve the compensation of Cisco’s named executive officers as disclosed pursuant to the SEC’s compensation disclosure rules, including the CD&A, the compensation tables and narrative discussion. Vote Required The affirmative vote of the holders of a majority of the votes properly cast (for the avoidance of doubt, abstentions and broker non-votes are not counted as votes cast for or against such matter) is required for approval, on an advisory basis, of this proposal. Under our policy of providing for an annual advisory vote on executive compensation, we expect that our next advisory vote to approve the compensation of Cisco’s named executive officers will be at our 2027 Annual Meeting of Stockholders. The Board of Directors recommends that the stockholders vote FOR approval of the non-binding advisory resolution to approve executive compensation.

  58. Fiscal 2027 Director Compensation

    | Compensation Committee Matters | 29 | | | |

  59. Say-On-Pay Support and Engaging with Our Stockholders

    | Feedback Received | Cisco’s Response | | Continued use of multi-year performance goals under the long-term incentive program | Beginning in fiscal 2025, we transitioned from annual performance goals to a multi-year operating goal over a three-year period under our long-term equity incentive program, and continued this practice with our fiscal 2026 long-term incentive program. | | Settlement of PRSUs for negative TSR performance | We continued to include a cap on our Relative TSR Modifier at target for our fiscal 2026 PRSUs in the event that our absolute TSR during the three-year performance period is negative. | | Benchmarking with reference to the peer group median | While the Compensation Committee does not tie individual compensation to specific target percentiles, beginning with fiscal 2025 compensation decisions and continuing in fiscal 2026, the Compensation Committee references the peer group median as its primary benchmark. | | Establishing performance goals above prior year actual performance levels | All financial goals associated with fiscal 2026 and fiscal 2027 incentives have been set at levels above results in the prior year. |

  60. Annual Executive Incentive Plan

    Annual Executive Incentive Plan Our revenue and profit before taxes under the EIP resulted in a company performance factor (“CPF”) of 1.85 for fiscal 2026, up from 1.44 in fiscal 2025, reflecting above target achievement of financial performance goals. The Compensation Committee set the fiscal 2026 target for revenue 5.0% above fiscal 2025 performance and the fiscal 2026 target for profit before taxes 6.3% above fiscal 2025 performance, in each case as measured under the EIP. These targets were set after various considerations, including: the potential impact of accelerating AI infrastructure spending across our customer markets; the macroeconomic environment including customer spending trends and market dynamics; uncertain trade policy and its potential impact on international operations and supply chain; and the competitive environment in which we operate.

  61. Annual Executive Incentive Plan

    | | Performance Criteria | | | | | | Fiscal 2026 Goals ($ billions) | | | Pay for Performance Results | | | Threshold | Target | Maximum | Fiscal 2026 Results ($ billions) | | Revenue | | | | $63.3 (106% of target) | | Profit Before Taxes | | | | $21.3 (107% of target) |

  62. Annual Executive Incentive Plan

    | 32 | Cisco 2026 Proxy Statement | | | |

  63. 2024-2026 PRSU Plan

    | | Pay-for-Performance Results for Fiscal 2024 Grant | | | | Performance Criteria | Performance Metric | Operating Income/ Operating Cash Flow/EPS(1) | Relative TSR(2) | | Earned PRSUs = Target PRSUs x Average Financial Goal Multiplier x Relative TSR Modifier | Fiscal 2026 | 120%(3) | 120% | | | Fiscal 2025 | 115%(3) | | | | Fiscal 2024 | 90%(4) | | | | Three-Year Result | 108% | 120% | | | PRSUs Earned | 130% of Target | |

  64. Fiscal 2026 CEO Pay

    Fiscal 2026 CEO Pay For fiscal 2026, our CEO’s target TDC was $36.8 million, a 12% increase over the prior year, delivered entirely in long-term equity incentives. As is the case with the positioning of target pay for all of our top executive officers, while the Compensation Committee references the peer group median as the primary benchmark for CEO pay, the Compensation Committee also takes into account Cisco’s strong performance discussed above, the performance of Mr. Robbins during the year and contributions to Cisco’s success, competitive pressures regarding the immediate CEO talent environment, and other relevant considerations.

  65. Our Compensation Practices Benefit our Stockholders

    | Compensation Practices | | | Independent Compensation Committee | Our Compensation Committee consists entirely of independent directors. | | Independent Compensation Consultant | Our Compensation Committee utilizes an independent compensation consultant, which is retained directly by the Compensation Committee and provides no other services to Cisco’s management. | | Risk Assessment | Our Compensation Committee performs an annual review of the risks related to our compensation programs. | | Pay for Performance | 62% of target annual TDC for the CEO was performance-based and approximately 52% of target annual TDC for the other named executive officers was performance-based. See the “Compensation Components” section for a discussion of our named executive officers’ TDC. | | Annual Cash Incentive | Payment is based on Cisco’s achievement of rigorous pre-established revenue and profit before taxes goals. | | Annual Long-Term Equity Incentive | Approximately 60% of our CEO’s target annual equity award value is in PRSUs and approximately 50% of our other named executive officers’ target annual equity award value is in PRSUs. For fiscal 2026 and fiscal 2025 PRSUs, the PRSUs may be earned based on a pre-established three-year performance goal, namely operating income, modified higher or lower by no more than 20% based on relative TSR performance measured over the same three-year performance period, with earned values paid at the end of the full performance period. The fiscal 2024 PRSUs may be earned based on pre-established annual performance goals, namely operating income, operating cash flow and EPS, modified higher or lower by no more than 20% based on relative TSR performance measured over a three-year period, with earned values paid at the end of the full performance period. | | Caps on Incentive Compensation | There is a limit on the maximum amount of annual cash incentives and PRSUs that may be paid. For our fiscal 2026 and fiscal 2025 PRSUs, we also cap at target our Relative TSR Modifier in the event that our absolute TSR during the three-year performance period is negative. | | No SERP or Pension Plan | We do not sponsor a supplemental executive retirement plan or a defined benefit pension plan for our executive officers. | | Employment Agreements | None of our executive officers have employment, severance, or change in control agreements. | | Stock Ownership Guidelines and Holding Requirement | We have meaningful stock ownership guidelines for our executive officers and non-employee directors. Additionally, during fiscal 2025, we added a holding requirement, which applies until an executive officer satisfies such ownership requirement. | | Recoupment (“Clawback”) Policy | We have a long-standing recoupment (“clawback”) policy that is triggered in the event of certain financial restatements. This policy was updated to comply with SEC rules, expanding its application from qualifying cash awards and PRSUs received prior to October 2, 2023 to include all qualifying cash and equity incentive awards received on or after October 2, 2023. Additionally, our equity plans provide for the forfeiture of awards if an executive officer participates in activities detrimental to Cisco or is terminated for misconduct. |

  66. Our Compensation Practices Benefit our Stockholders

    | Compensation Practices | | | Perquisites | We only provide perquisites to the extent approved by the Compensation Committee. | | No Single-Trigger Change-in-Control Vesting Acceleration Provisions | No equity awards are subject to single-trigger change in control vesting. | | No Repricing | Our 2005 Stock Incentive Plan expressly prohibits repricing or repurchasing equity awards that are underwater without stockholder approval. | | No Parachute Excise Tax Gross-Ups | We do not provide tax gross-ups in connection with any “golden parachute” excise taxes. | | No Hedging | Under our insider trading policy, all employees (including officers) and members of the Board are prohibited from engaging in any speculative transactions in Cisco securities, including engaging in short sales, transactions involving put options, call options or other derivative securities, or any other forms of hedging transactions, such as collars or forward sale contracts. | | No Pledging | Executive officers and members of the Board are prohibited from pledging Cisco securities in margin accounts or as collateral for loans. | | No Dividends or Dividend Equivalents Paid or Settled on Unvested Equity Awards | We do not provide for payment of dividends or settlement of dividend equivalents on unvested awards. | | Timing of Equity Award Grants | We do not coordinate grants of equity awards with disclosures of positive or negative information. |

  67. Variable Cash Incentive Awards

    Variable Cash Incentive Awards Cisco’s annual cash incentive program is designed to solely reward achievement of our annual financial performance, establishing appropriate company performance expectations to ensure that our executives are accountable for our continued growth and profitability. Performance measures and goals for determining our named executive officers’ fiscal 2026 annual incentive awards were pre-established under Cisco’s EIP. The pre-established performance goals were based on Cisco’s achievement of financial performance goals, expressed as the CPF. The Compensation Committee established such performance measures and goals based on feedback from stockholders as discussed further below, an informed review of Cisco’s targeted financial performance for fiscal 2026, and the pay practices of the companies in our peer group.

  68. How Variable Cash Incentive Awards Work

    How Variable Cash Incentive Awards Work The financial performance metrics for awards under the EIP for fiscal 2026 were based on the financial performance metrics of revenue and profit before taxes, and the specific financial targets are the same as those used under the company-wide bonus plan. For fiscal 2026, the target bonus was based on a CPF of 1.0. Cisco’s financial performance must have exceeded its fiscal 2026 financial plan established by the Board for the CPF to exceed 1.0. For each named executive officer, the fiscal 2026 EIP awards were calculated by multiplying an individual’s annual base salary for fiscal 2026 by the individual’s target award percentage, and multiplying the result by the CPF, as follows: The Compensation Committee does not have the discretion to award bonuses under the EIP if the applicable performance criteria have not been met. The fiscal 2026 cash incentive awards for each named executive officer participant were as follows:

  69. How Variable Cash Incentive Awards Work

    | Named Executive Officer | Base Salary(1) | Target Award Percentage | Company Performance Factor | EIP Payment | | Charles H. Robbins | $1,390,000 | 260% | 1.85 | $6,685,900 | | Mark Patterson | $850,000 | 160% | 1.85 | $2,516,000 | | Jeetu Patel | $900,000 | 160% | 1.85 | $2,664,000 | | Dev Stahlkopf | $745,459 | 160% | 1.85 | $2,206,557 | | Thimaya Subaiya | $793,370 | 160% | 1.85 | $2,348,376 |

  70. How Variable Cash Incentive Awards Work

    (1)The base salary amounts for Ms. Stahlkopf and Mr. Subaiya reflect the fiscal 2026 base salary increases in November 2025.

  71. Company Performance Factor (CPF)

    For fiscal 2026, the funding percentage for the revenue financial performance goal was: 0% for performance below threshold (90% of target); 25% for performance at threshold (90% of target); increased by 7.5% for each percentage increase in performance between threshold and target (between 90% and 100% of target); 100% for performance at target; increased by 20% for each percentage increase in performance between target and maximum (between 100% and 105% of target); and 200% for performance at or above maximum (105% of target). For fiscal 2026, the funding percentage for the profit before taxes financial performance goal was: 0% for performance below threshold (85% of target); 25% for performance at threshold (85% of target); increased by 5% for each percentage increase in performance between threshold and target (between 85% and 100% of target); 100% for performance at target; increased by 10% for each percentage increase in performance between target and maximum (between 100% and 110% of target); and 200% for performance at or above maximum (110% of target). The revenue and profit before taxes goals and results were calculated for purposes of the EIP in accordance with pre-established rules. Revenue was Cisco’s GAAP revenue excluding the effects of the impact of changes in GAAP and the effects of business combinations and divestitures subject to pre-established criteria and thresholds. Profit before taxes was Cisco’s GAAP profit before taxes excluding the following: share-based compensation expense; compensation expense related to acquisitions and divestitures; changes in estimates of contingent consideration related to acquisitions; gains or losses on acquisitions and divestitures; amortization or impairment of acquired intangible assets including in-process research and development; all external acquisition and divestiture-related costs such as finder’s fees, advisory, legal, accounting, valuation, hedging or other professional or consulting fees directly associated with acquisitions; gains or losses resulting from resolving all pre-acquisition or divestiture contingencies; and each of the following subject to pre-established thresholds: the impact of any cumulative effect of changing to newly adopted accounting principles; profit before taxes (including financing costs) of acquired and divested entities and their subsidiaries as reflected on the financial records thereof; restructuring charges; losses due to impairments or gain/loss contingencies; gains or losses on the sale of fixed assets; direct losses on Cisco’s tangible assets from natural catastrophe, war, insurrection, riot, terrorism, confiscation, expropriation, nationalization, deprivation, or seizure; and direct costs resulting from tariffs and trade policy.

  72. Long-Term, Equity-Based Incentive Awards

    Long-Term, Equity-Based Incentive Awards The primary objectives of Cisco’s equity-based incentive awards program are to align the interests of our executive officers with our stockholders, to provide our executive officers with a long-term incentive to manage Cisco from the perspective of an owner, and to offer competitive long-term incentives and total target pay levels to attract and retain high-quality executive talent. PRSUs support the objectives of linking realized value to the achievement of critical financial and operational objectives and delivering superior long-term stockholder returns. Time-based RSUs support retention and align the interests of our executive officers with those of our stockholders since they promote stockholder value creation and a culture of ownership. The Compensation Committee determines the size of an executive officer’s equity awards according to each executive officer’s position within Cisco and sets targets at levels intended to create a meaningful opportunity for reward predicated on increasing stockholder value and delivering on key long-term financial performance objectives. In addition to considering competitive market data, the Compensation Committee considers an individual’s performance history, an individual’s potential for future advancement and promotions, the CEO’s recommendations for awards other than his own, and the value of existing vested and unvested outstanding equity awards, including the extent to which such awards provide sufficient holding power for each of our executive officers. The relative weight given to each of these factors varies among individuals at the Compensation Committee’s discretion.

  73. Fiscal 2026 Awards

    Fiscal 2026 Awards In September 2025, the Compensation Committee approved fiscal 2026 equity awards for the CEO to be comprised of approximately 60% PRSUs and 40% time-based RSUs (based on grant date target value) and for each of the other named executive officers to be comprised of approximately 50% PRSUs and 50% time-based RSUs (based on grant date target value) as set forth in the table below. The fiscal 2026 PRSUs were granted using a three-year performance period with a multi-year performance metric covering the performance period from the beginning of fiscal 2026 through the end of fiscal 2028, subject to adjustment higher or lower by up to 20% based on the achievement of a relative TSR performance goal. However, the Relative TSR Modifier for the fiscal 2026 PRSUs is capped at target in the event our absolute TSR during the three-year performance period is negative. In determining the target award levels, the Compensation Committee considered Cisco’s recent performance history, each executive officer’s position within Cisco, and potential for future advancement and promotions, the intent to create a meaningful opportunity to reward an increase in stockholder value and delivery of key long-term financial performance objectives, competitive market data, the CEO’s recommendations for awards other than his own, the CEO’s performance, and the value of existing vested and unvested outstanding equity awards. Based on the factors described above, the Compensation Committee determined that it was appropriate to increase the grant date target value of the fiscal 2026 equity awards to Mr. Robbins by $4 million to $31.8 million. The Compensation Committee further determined that, based on these factors and in the case of Mr. Patterson, his promotion, the fiscal 2026 equity awards to Mr. Patterson and Mr. Subaiya, reflecting changes from the prior year’s grant date target values, were appropriate, and with respect to Mr. Patel and Ms. Stahlkopf, the prior fiscal year’s grant date target values continued to be appropriate and thus made no changes to their fiscal 2026 equity awards. The Compensation Committee also approved the accrual of dividend equivalents on PRSUs and time-based RSU awards granted to executive officers as it did in prior years. Such dividend equivalents accrue on the awards as of each dividend payment date during the period between the date the award is granted and the date the award vests and are subject to the same terms and conditions (including, without limitation, any forfeiture conditions) as the awards to which they relate. Any dividend equivalents awarded with respect to the awards will be settled only if, when and to the extent such awards vest and are settled.

  74. Fiscal 2026 Awards

    | Named Executive Officer | Target PRSUs | Max. PRSUs | Target Value of PRSUs | Time-Based RSUs | Grant Value of Time-Based RSUs | Total Target Value of Fiscal 2026 Annual Equity Awards(1) | | Charles H. Robbins | 273,510 | 548,114 | $19,080,058 | 190,050 | $12,720,047 | $31,800,105 | | Mark Patterson | 86,010 | 172,364 | $6,000,058 | 89,646 | $6,000,007 | $12,000,065 | | Jeetu Patel | 107,512 | 215,454 | $7,500,037 | 112,058 | $7,500,042 | $15,000,079 | | Dev Stahlkopf | 60,924 | 122,091 | $4,250,058 | 63,500 | $4,250,055 | $8,500,113 | | Thimaya Subaiya | 68,091 | 136,454 | $4,750,028 | 70,970 | $4,750,022 | $9,500,050 |

  75. How PRSUs Work

    How PRSUs Work The fiscal 2026 PRSUs are earned based on performance against a three-year operating income goal, subject to a restriction that caps at target the Relative TSR Modifier under our long-term incentive program in the event our absolute TSR during the three-year performance period is negative. The formula to determine the number of earned fiscal 2026 PRSUs is set forth below:

  76. Financial Goal Multiplier

    Financial Goal Multiplier The Financial Goal Multiplier is based on Cisco’s operating goals over a three-year period as measured against three-year performance goals that were set by the Compensation Committee at the beginning of fiscal 2026. Following the completion of three-year performance period, the Compensation Committee will certify the financial goal multiplier that was earned and determine the Financial Goal Multiplier for the three-year period. The Compensation Committee selected operating income as the operating goal for the fiscal 2026 through fiscal 2028 performance period because this measure has a strong correlation with stockholder value creation. Operating income can range from a threshold of 80% of target to a maximum of 125% of target. Operating income below the threshold level results in a Financial Goal Multiplier of 0%. Operating income at or above the maximum levels results in a Financial Goal Multiplier of 167%.

  77. Relative TSR Modifier

    Relative TSR Modifier Following the completion of the three-year performance period, the Relative TSR Modifier is determined and certified by the Compensation Committee by comparing Cisco’s TSR at the end of the three-year performance period to the TSR of a pre-established group of comparator companies. In the case of the fiscal 2026 PRSU grants, the performance metric is Cisco’s TSR relative to the companies comprising the S&P 500 Index over a three-year period covering fiscal years 2026 through 2028. The Relative TSR Modifier is calculated as follows:

  78. Relative TSR Modifier

    | Relative TSR | Relative TSR Modifier(1) | | 75th Percentile or Above | 120% | | 50th Percentile | 100% | | 25th Percentile or Below | 80% |

  79. Relative TSR Modifier

    (1)To the extent Cisco’s relative TSR falls between two discrete points in the table above, linear interpolation shall be used to determine the Relative TSR Modifier. As noted above, the Relative TSR Modifier for the fiscal 2026 PRSUs will be capped at target in the event Cisco’s absolute TSR during the three-year performance period is negative.

  80. 2026 Financial Results for the Fiscal 2024 Awards

    The Company’s performance relative to the above goals resulted in a Financial Goal Multiplier for fiscal 2026 of 120%, as further illustrated in the table above, reflecting achievement above target levels. This multiplier is included as part of the three-year average for the relevant PRSUs (i.e., the Year 3 Financial Goal Multiplier for the fiscal 2024 PRSUs). For fiscal 2026, the funding percentage for the operating income financial performance goal was: 0% for performance below threshold (80% of target); 25% for performance at threshold (80% of target); increased by 3.75% for each percentage increase in performance between threshold and target (between 80% and 100% of target); 100% for performance at target; increased by 2.68% for each percentage increase in performance between target and maximum (between 100% and 125% of target); and 167% for performance at or above maximum (125% of target). When setting the three-year performance goals for the fiscal 2026 PRSUs and the fiscal 2026 performance goals for the fiscal 2024 PRSUs, in both cases at the beginning of fiscal 2026, operating income was calculated from Cisco’s GAAP operating income excluding the following: share-based compensation expense; compensation expense related to acquisitions and divestitures; changes in estimates of contingent consideration related to acquisitions; gains or losses on acquisitions and divestitures; amortization or impairment of acquired intangible assets including in-process research and development; all external acquisition and divestiture-related costs such as finder’s fees, advisory, legal, accounting, valuation, hedging or other professional or consulting fees directly associated with acquisitions; gains or losses resulting from resolving all pre-acquisition or divestiture contingencies; and each of the following subject to pre-established thresholds: the impact of any cumulative effect of changing to newly adopted accounting principles; operating income of acquired and divested entities and their subsidiaries as reflected on the financial records thereof; restructuring charges; losses due to impairments or gain/loss contingencies; gains or losses on the sale of fixed assets; direct losses on Cisco’s tangible assets from natural catastrophe, war, insurrection, riot, terrorism, confiscation, expropriation, nationalization, deprivation, or seizure; and direct costs resulting from tariffs and trade policy.

  81. Vesting of RSUs and PRSUs

    Vesting of RSUs and PRSUs Consistent with typical practices among competitors for key talent in the technology sector and responsive to recruiting and retention considerations in this market, 34% of the time-based RSUs granted during fiscal 2026 will generally vest subject to a one-year cliff and then vest 8.25% in each successive quarter thereafter over the remainder of the three-year vesting period. Subject to continued employment until the settlement date, any earned PRSUs will be settled following the completion of the performance period and final certification of the Compensation Committee. All outstanding unvested equity awards under the 2005 Stock Incentive Plan will vest in full (at target levels for PRSUs), and, if applicable, become immediately exercisable in the event of the named executive officer’s death, terminal illness, or if Cisco is acquired by merger or asset sale, unless the award or related agreement is assumed or replaced by the acquiring entity.

  82. Retirement

    Retirement In the event of the retirement of a named executive officer, and to the extent the named executive officer meets certain retirement eligibility criteria described in the award agreement and complies with certain post-retirement assistance requirements and covenants, all PRSUs will continue to vest and any earned PRSUs, based on the satisfaction of the performance metrics, will be settled in Cisco shares at the end of the applicable three-year performance period. Beginning with the fiscal 2024 equity awards, in the event of the retirement of certain RSU award recipients, including each of our named executive officers, and to the extent the RSU award recipient satisfies the specific retirement eligibility criteria described in the award agreement, any unvested portion of the RSUs will vest upon the award recipient’s retirement. At the end of fiscal 2026, Mr. Robbins and Mr. Patterson were eligible for retirement vesting. See the “Compensation Committee Matters – Fiscal 2026 Compensation Tables – Grants of Plan-Based Awards – Fiscal 2026” table for additional information regarding these equity grants to the named executive officers and the “Potential Payments upon Termination or Change in Control” section for additional information regarding these grants to the named executive officers and all other outstanding equity awards previously granted to the named executive officers.

  83. Fiscal 2027 Compensation Approach

    Fiscal 2027 Compensation Approach lBase Salaries – Based on individual performance, Cisco’s recent performance history, the CEO’s recommendations for annual base salaries other than his own, internal equity, and competitive market data, the annual base salary for each of our named executive officers will increase as follows, in each case effective November 1, 2026: Mr. Robbins - from $1,390,000 to $1,500,000; Mr. Patterson - from $850,000 to $925,000; Mr. Patel - from $900,000 to $1,000,000; Ms. Stahlkopf - from $750,000 to $825,000; and Mr. Subaiya - from $800,000 to $832,000. The increase to Mr. Robbins’ annual base salary is the first increase since the beginning of fiscal 2020. lVariable Cash Incentive Awards — Awards under the EIP for the named executive officers are based entirely on the risk and reward of Cisco’s financial performance. The individual target awards remain at 260% of base salary for Mr. Robbins and 160% of base salary for the other named executive officers, which levels are the same as fiscal 2026 levels. lLong-Term, Equity-Based Incentive Awards — To further Cisco’s goals of retaining top talent and incentivizing long-term stockholder value creation, and of continuing the consistency of the overall incentive program design and operation, in September 2026, the Compensation Committee granted the following fiscal 2027 equity awards to the continuing named executive officers below (60% PRSUs/40% RSUs for the CEO and 50% PRSUs/50% RSUs for the other continuing named executive officers). The fiscal 2027 PRSUs continue to use a three-year performance period with a multi-year performance metric covering the three-year period from the beginning of fiscal 2027 through the end of fiscal 2029. A relative TSR performance goal for the fiscal 2027 PRSUs will modify the financial performance goal multiplier higher or lower by no more than 20% similar to the Relative TSR Modifier described above with respect to the fiscal 2026 PRSUs with a cap at target in the event Cisco’s absolute TSR during the three-year performance period is negative.

  84. Fiscal 2027 Compensation Approach

    | Named Executive Officer | Performance-Based Restricted Stock Units | Time-Based Restricted Stock Units | | Charles H. Robbins | 237,321 | 167,069 | | Mark Patterson | 87,897 | 92,817 | | Jeetu Patel | 131,845 | 139,225 | | Dev Stahlkopf | 52,738 | 55,690 | | Thimaya Subaiya | 52,738 | 55,690 |

  85. Equity Award Timing Policies and Practices

    Equity Award Timing Policies and Practices We do not grant equity awards in anticipation of the release of material non-public information and we do not time the release of material non-public information based on equity award grant dates or for the purpose of affecting the value of executive compensation. In addition, we do not take material nonpublic information into account when determining the timing and terms of such awards. Although we do not have a formal policy with respect to the timing of our equity awards, the Compensation Committee has historically granted such awards on a predetermined annual schedule. In fiscal 2026, we did not grant new awards of stock options, stock appreciation rights, or similar option-like instruments to our named executive officers.

  86. Peer Group

    Peer Group The Compensation Committee approved a peer group in March 2025, which was used to establish compensation targets and guide decisions through February 2026. Exequity subsequently prepared a peer group study, and based on the below objective selection criteria, the same peer group was approved in March 2026. As an additional point of reference, the Compensation Committee may also decide to use data accumulated by management regarding compensation practices of companies where Cisco regularly competes for talent.

  87. How the Peer Group was Selected

    How the Peer Group was Selected The members of the peer group are generally based on the following objective criteria, recommended by Exequity: lMajor information technology companies with related Global Industry Classification Standard (GICS) codes 4510, 4520, 4530, and 5020; lA three-year rolling average market capitalization greater than $30 billion (based on the trailing 12-quarter average); and lRevenues greater than $10 billion (based on the trailing four-quarter averages).

  88. Peer Group Members

    Peer Group Members

  89. Peer Group Members

    | Accenture plc (ACN) | Dell Technologies Inc. (DELL) | Microsoft Corporation (MSFT) | | Adobe Inc. (ADBE) | HP Inc. (HPQ) | Oracle Corporation (ORCL) | | Alphabet Inc. (GOOG) | Intel Corporation (INTC) | Qualcomm Incorporated (QCOM) | | Apple Inc. (AAPL) | International Business Machines Corporation (IBM) | Salesforce, Inc. (CRM) | | Broadcom Inc. (AVGO) | Meta Platforms, Inc. (META) | Visa Inc. (V) |

  90. Peer Group Members

    The positions of Cisco’s named executive officers were compared to their counterpart positions in the peer group, and the compensation levels for comparable positions in the peer group were examined for guidance in determining: lbase salaries; lvariable cash incentive awards; and lthe amount and mix of long-term, equity-based incentive awards.

  91. Peer Group Members

    | Compensation Committee Matters | 49 | | | |

  92. Peer Group Members

    The Compensation Committee establishes base salaries, variable cash incentive awards, and long-term, equity-based incentive awards on a case-by-case basis for each named executive officer taking into account, among other things, company and individual performance, role expertise, experience, and the competitive market, advancement potential, recruiting needs, internal equity, retention requirements, unrealized equity gains, succession planning, and best compensation governance practices. While the Compensation Committee references the peer group median as its primary benchmark in connection with its compensation decisions, the Compensation Committee does not tie individual compensation to specific target percentiles.

  93. Summary Compensation Table

    Summary Compensation Table

  94. Summary Compensation Table

    | Name and Principal Position(1) | Fiscal Year(1) | Salary ($) | Bonus ($) | Stock Awards ($)(2) | Non-Equity Incentive Plan Compensation ($)(3) | All Other Compensation ($)(4) | Total ($) | Total as Adjusted for Alternative Stock Award Values ($)(5) | | Charles H. Robbins | 2026 | 1,390,000 | — | 39,040,851 | 6,685,900 | 1,411,062 | 48,527,813 | 41,287,067 | | Chair and Chief Executive Officer | 2025 | 1,390,000 | — | 45,870,690 | 5,117,424 | 460,637 | 52,838,751 | 41,266,351 | | | 2024 | 1,390,000 | — | 35,373,892 | 2,356,328 | 82,434 | 39,202,654 | 39,848,592 | | Mark Patterson | 2026 | 850,000 | — | 12,441,169 | 2,516,000 | 87,159 | 15,894,328 | 15,453,224 | | Executive Vice President and Chief Financial Officer | | | | | | | | | | Jeetu Patel | 2026 | 900,000 | — | 16,985,082 | 2,664,000 | 135,796 | 20,684,878 | 18,699,875 | | President and Chief Product Officer | 2025 | 859,184 | — | 22,742,067 | 1,947,596 | 138,588 | 25,687,435 | 22,497,852 | | Dev Stahlkopf | 2026 | 745,389 | — | 10,345,054 | 2,206,557 | 43,691 | 13,340,691 | 11,495,750 | | Executive Vice President and Chief Legal Officer | 2025 | 732,875 | — | 13,300,768 | 1,660,402 | 132,689 | 15,826,734 | 12,758,943 | | | 2024 | 728,269 | — | 10,941,885 | 759,745 | 66,961 | 12,496,860 | 12,260,778 | | Thimaya Subaiya | 2026 | 793,269 | — | 9,830,896 | 2,348,376 | 39,043 | 13,011,583 | 12,680,737 | | Executive Vice President, Operations | 2025 | 761,731 | — | 12,112,001 | 1,726,112 | 138,771 | 14,738,615 | 14,243,604 | | | 2024 | 668,484 | — | 3,966,086 | 548,537 | 15,525 | 5,198,632 | 5,191,111 |

  95. Summary Compensation Table

    (1)Mr. Patterson was promoted to Executive Vice President and Chief Financial Officer, effective July 27, 2025, and was not a named executive officer in fiscal 2025 and 2024. Mr. Patel was promoted to President and Chief Product Officer, effective May 14, 2025, and was not a named executive officer in fiscal 2024. (2)The amounts in the “Stock Awards” column represent the aggregate grant date fair values, computed in accordance with FASB ASC Topic 718, of PRSUs and RSUs granted during the applicable fiscal year under the 2005 Stock Incentive Plan. See below for more information on, and assumptions used for, the grant date fair value of the PRSUs, other than transformational PRSUs granted during fiscal 2025 and fiscal 2024. For time-based awards without dividend equivalent rights, the grant date fair value was determined using the closing price of Cisco common stock on the date of grant, adjusted for the present value of expected dividends. For time-based awards with dividend equivalent rights, and for transformational PRSUs granted during fiscal 2025 and fiscal 2024, the grant date fair value was determined using the closing price of Cisco common stock on the date of grant. The PRSUs awarded in fiscal 2026, 2025 and 2024 are generally based on the three-year performance cycle of (i) fiscal 2026 through fiscal 2028, (ii) fiscal 2025 through fiscal 2027, and (iii) fiscal 2024 through fiscal 2026, respectively. Generally, for the PRSUs awarded in fiscal 2026, 2025 and 2024, the performance metrics are based on operating goal performance with a modifier of plus or minus 20% based on Cisco’s relative TSR, subject to a cap at target for the relative TSR modifier of the fiscal 2026 and the fiscal 2025 PRSUs in the event Cisco’s absolute TSR during the three-year performance period is negative.

  96. Summary Compensation Table

    | 52 | Cisco 2026 Proxy Statement | | | |

  97. Summary Compensation Table

    For the PRSUs awarded in fiscal 2026 and fiscal 2025, the metric used to determine the number of PRSUs earned relative to operating goal performance is operating income based on goals over the three-fiscal year performance period, pre-established at the beginning of fiscal 2026 and fiscal 2025. This operating goal performance metric will be reviewed at the end of the performance period and any PRSUs are earned based on performance over the performance period, subject to the Compensation Committee’s approval. For the PRSUs awarded in fiscal 2024, the metrics used to determine the number of PRSUs earned relative to operating goal performance are operating income during fiscal 2026 and fiscal 2025 and operating cash flow and EPS during fiscal 2024, based on annual goals, pre-established at the beginning of each applicable fiscal year (the “Legacy Design”). These operating goal performance metrics are reviewed at the end of each fiscal year and any PRSUs are earned based on the average performance over the applicable fiscal years, subject to the Compensation Committee’s approval. The probable and maximum values are based upon achieving the target or maximum level of performance as of the date the goals were set. The performance periods for the PRSUs earned based on Cisco’s relative TSR are described in the “ Grants of Plan-Based Awards – Fiscal 2026” table below. See the “Fiscal 2026 Compensation” section in the CD&A for a description of the material terms of the PRSUs. The table below sets forth the grant date fair value for PRSUs awarded in fiscal 2026, 2025 and 2024.

  98. Summary Compensation Table

    | Name | Fiscal Year | Probable Outcome of Performance Conditions Grant Date Fair Value ($)(a) | Maximum Outcome of Performance Conditions Grant Date Fair Value ($)(a) | | Charles H. Robbins | 2026 | 26,320,804 | 52,746,891 | | | 2025 | 34,750,648 | 69,614,306 | | | 2024 | 24,253,889 | 47,391,223 | | Mark Patterson | 2026 | 6,441,162 | 12,908,088 | | Jeetu Patel | 2026 | 9,485,040 | 19,008,020 | | | 2025 | 13,055,273 | 26,156,187 | | Dev Stahlkopf | 2026 | 6,094,999 | 12,214,378 | | | 2025 | 9,050,744 | 18,130,759 | | | 2024 | 6,691,860 | 12,963,995 | | Thimaya Subaiya | 2026 | 5,080,874 | 10,182,071 | | | 2025 | 6,611,985 | 13,247,950 | | | 2024 | 1,504,155 | 2,915,329 |

  99. Summary Compensation Table

    (a) Except in the case of the fiscal 2026 and fiscal 2025 PRSUs, because the performance-related component for PRSUs that contain operating goals is based on separate measurements of our financial performance for each year in the three-year performance cycle, FASB ASC Topic 718 requires the grant date fair value to be calculated at the commencement of each separate year of the performance cycle when the respective performance measures are approved as follows: (i) the amounts for fiscal 2026 and fiscal 2025 represent the grant date fair value for the operating goal performance-related component and market-related TSR component of the PRSUs awarded in fiscal 2026 and fiscal 2025 based upon the probable or target outcome of these components as of the date the goals were set and based upon achieving the maximum level of performance under these components as of the date the goals were set; and (ii) the amounts for fiscal 2024 represent the grant date fair value for the operating goal performance-related component of the PRSUs awarded in fiscal 2024, 2023 and 2022 and the market-related TSR component of the PRSUs awarded in fiscal 2024 based upon the probable or target outcome of these components as of the date the goals were set and based upon achieving the maximum level of performance under these components as of the date the goals were set. For additional description of the actual amounts earned for the fiscal 2024 PRSUs, see the “Fiscal 2026 Compensation – Long-Term, Equity-Based Incentive Awards – Earned Fiscal 2024 Awards (Fiscal 2024 – 2026)” section in the CD&A above.

  100. Summary Compensation Table

    | Compensation Committee Matters | 53 | | | |

  101. Summary Compensation Table

    The following table includes the assumptions used to calculate the grant date fair value of PRSU awards, other than transformational PRSU awards granted during fiscal 2025 and fiscal 2024, (prior to any applicable modifications) reported for fiscal 2026, 2025 and 2024.

  102. Summary Compensation Table

    | PRSU Award | Fair Value ($) | Key Assumptions Used in Monte Carlo Model | | | | | | | Expected Term in Years | Stock Volatility (%) | Risk Free Interest Rate (%) | Dividend Yield (%)(a) | | Fiscal 2026 | | | | | | | 9/16/2025 PRSUs | 69.76 | 2.87 | 20.96 | 3.45 | 0.0 | | Year 3 of Fiscal 2024 PRSUs | 74.70 | 0.85 | 23.23 | 3.64 | 0.0 | | Fiscal 2025 | | | | | | | 9/19/2024 PRSUs | 54.77 | 2.84 | 24.15 | 3.46 | 0.0 | | Year 2 of Fiscal 2024 PRSUs | 49.70 | 1.85 | 20.03 | 3.61 | 0.0 | | Year 3 of Fiscal 2023 PRSUs | 55.00 | 0.85 | 21.16 | 4.05 | 0.0 | | Fiscal 2024 | | | | | | | 9/21/2023 PRSUs | 57.36 | 2.84 | 23.26 | 4.83 | 0.0 | | Year 2 of Fiscal 2023 PRSUs | 67.33 | 1.89 | 25.72 | 4.93 | 0.0 | | Year 3 of Fiscal 2022 PRSUs | 57.26 | N/A | N/A | N/A | N/A |

  103. Summary Compensation Table

    (a) For purposes of calculating the grant date fair values of PRSU awards, we assumed that dividends distributed during the applicable performance period would be reinvested on the ex-dividend date. When simulating TSR for Cisco and each member of the pre-established group of comparator companies, we assumed a dividend yield of 0.0%, which is mathematically equivalent to reinvesting dividends in the issuing company. (3)The amounts listed in the “Non-Equity Incentive Plan Compensation” column for fiscal 2026, 2025 and 2024 reflect the cash awards paid under the EIP for performance in the applicable fiscal year. See the “Fiscal 2026 Compensation” section in the CD&A for a description of the material terms, including how the variable cash incentive awards were determined for fiscal 2026. (4)The amounts listed in the “All Other Compensation” column for fiscal 2026 include actual and estimated matching contributions by Cisco under the Deferred Compensation Plan, matching contributions that Cisco made under the 401(k) Plan, and other perquisites and personal benefits. Details about these amounts are set forth in the table below.

  104. Summary Compensation Table

    | Name | Matching Contributions under Deferred Compensation Plan ($)(a) | Matching Contributions under 401(k) Plan ($) | Other ($)(b) | Total ($) | | Charles H. Robbins | 42,769 | 16,200 | 1,352,093(c) | 1,411,062 | | Mark Patterson | — | 16,663 | 70,496(d) | 87,159 | | Jeetu Patel | — | 14,019 | 121,777(e) | 135,796 | | Dev Stahlkopf | — | 16,200 | 27,491(f) | 43,691 | | Thimaya Subaiya | — | 16,200 | 22,843(g) | 39,043 |

  105. Summary Compensation Table

    (a) This includes matching contributions related to fiscal 2026 salary deferred during calendar year 2026 that are expected to be credited at the end of calendar year 2026. See the “Nonqualified Deferred Compensation – Fiscal 2026” section below for more information. (b) In fiscal 2026, our CEO was required to use our corporate aircraft for all business and personal travel, subject to certain limited exceptions, and must reimburse Cisco for the incremental cost of personal use in excess of $200,000. Although not required, our other named executive officers were permitted to use our aircraft occasionally for non-business travel, subject to availability and reimbursing Cisco for the incremental cost of the flight. Additionally, in fiscal 2026, guests of named executive officers were permitted to ride along on Cisco’s leased corporate aircraft when the aircraft was already going to a specific destination for a business purpose, provided there was no more than a de minimis incremental cost. See the “Fiscal 2026 Compensation – Perquisites” section in the CD&A for a description of our Aircraft Policy and the method Cisco used in determining the incremental cost for personal use. (c) The amount listed in the “All Other Compensation” column for fiscal 2026 for Mr. Robbins includes, in addition to $200,000 for personal use of our corporate aircraft described in footnote (b) above, $1,124,316 for security, de minimis incremental catering costs for guests related to use of the corporate aircraft, and personal expenses in connection with the attendance of his spouse at required business trips where the presence of spouses/partners was expected. Cisco provides security, including but not limited to cyber and digital protection and executive protection and secure transportation for the CEO and the family of the CEO, as recommended by internal security personnel. Additionally, Cisco security practices provide that the CEO be driven to and from work by an authorized car service and personal security driver. Cisco does not consider these security expenses to be personal benefits since these expenses arise from the nature of Mr. Robbins’ employment by Cisco.

  106. Summary Compensation Table

    | 54 | Cisco 2026 Proxy Statement | | | |

  107. Summary Compensation Table

    However, the disclosure regulations require certain security expenses to be reported as personal benefits. The amount reported for such security expenses is the incremental cost to Cisco of providing security personnel employed by Cisco and third-party security vendors. For Cisco security personnel, the incremental cost includes meals, lodging and travel. Compensation is not included because Cisco already incurs that cost for business purposes. For third-party security vendors, the incremental cost is their actual cost. The incremental cost for the authorized car service and personal security driver is the actual cost. (d) The amount listed in the “All Other Compensation” column for fiscal 2026 for Mr. Patterson includes $38,232 for security, an annual executive health screening, de minimis incremental catering costs for guests related to use of the corporate aircraft, and personal expenses in connection with the attendance of his spouse at required business trips where the presence of spouses/partners was expected. Cisco provides security, including but not limited to cyber and digital protection, for members of Cisco’s executive leadership team and the family of members of Cisco’s executive leadership team, to the extent recommended by internal security personnel. The incremental cost of third-party security vendors, security products and related licenses is their actual cost. (e) The amount listed in the “All Other Compensation” column for fiscal 2026 for Mr. Patel includes $95,804 for security, de minimis incremental catering costs for guests related to use of the corporate aircraft, and personal expenses in connection with the attendance of his partner at required business trips where the presence of spouses/partners was expected. Cisco provides security, including but not limited to cyber and digital protection and executive protection and secure transportation for members of Cisco’s executive leadership team and the family of members of Cisco’s executive leadership team, to the extent recommended by internal security personnel. Additionally, Cisco security practices provide that Mr. Patel be driven to and from work by an authorized car service and personal security driver. Cisco does not consider these security expenses to be personal benefits since these expenses arise from the nature of Mr. Patel’s employment by Cisco. However, the disclosure regulations require certain security expenses to be reported as personal benefits. The amount reported for such security expenses is the incremental cost to Cisco of providing security personnel employed by Cisco and third-party security vendors. For Cisco security personnel, the incremental cost includes meals, lodging and travel. Compensation is not included because Cisco already incurs that cost for business purposes. For third-party security vendors, the incremental cost is their actual cost. The incremental cost for the authorized car service and personal security driver is the actual cost. (f) The amount listed in the “All Other Compensation” column for fiscal 2026 for Ms. Stahlkopf includes cyber and digital protection security, de minimis incremental catering costs for guests related to use of the corporate aircraft, and personal expenses in connection with the attendance of her spouse at required business trips where the presence of spouses/partners was expected. Cisco provides security, including but not limited to cyber and digital protection, for members of Cisco’s executive leadership team and the family of members of Cisco’s executive leadership team, to the extent recommended by internal security personnel. The incremental cost of third-party security vendors, security products and related licenses is their actual cost. (g) The amount listed in the “All Other Compensation” column for fiscal 2026 for Mr. Subaiya includes cyber and digital protection security, an annual executive health screening, and personal expenses in connection with the attendance of his spouse at required business trips where the presence of spouses/partners was expected. Cisco provides security, including but not limited to cyber and digital protection, for members of Cisco’s executive leadership team and the family of members of Cisco’s executive leadership team, to the extent recommended by internal security personnel. The incremental cost of third-party security vendors, security products and related licenses is their actual cost. (5)To supplement the disclosure required by the SEC in the other columns of the Summary Compensation Table, we include this additional column to illustrate the target values for equity awards granted during fiscal 2026, 2025, and 2024 because the change to the design of our long-term incentive program during fiscal 2026 and 2025 to incorporate three-year operating goals for the fiscal 2026 and 2025 PRSUs causes us to recognize the grant date fair value for three full years at once, as compared to the recognition in one-year increments required under the Legacy Design, resulting in a lack of comparability from period to period as we transition away from the Legacy Design. During fiscal 2024, our long-term incentive program provided for an average of Cisco’s operating goals over a three-year period as measured against annual performance goals set by the Compensation Committee at the beginning of each fiscal year. As a result and with respect to our PRSU grants, the values in the “Stock Awards” column for fiscal 2026 and 2025 include, as required by SEC rules, both the full three-year target value of the fiscal 2026 and 2025 PRSUs, respectively, and one-third (i.e., a single year) of the target values of the fiscal 2024, while the values for fiscal 2024 include only a portion of the target values for each of the fiscal 2024, 2023, and 2022 PRSUs.

  108. Summary Compensation Table

    | Compensation Committee Matters | 55 | | | |

  109. Summary Compensation Table

    The amounts reported in the “Total as Adjusted for Alternative Stock Award Values” differ substantially from the amounts determined under SEC rules as reported in the “Total” column and are not substitutes for the amounts reported in the “Total” column. These amounts in each case represent: (i) the corresponding amount set forth under the column entitled “Total,” as calculated under applicable SEC rules, minus (ii) the aggregate grant date fair values listed below, which represent the values attributable to annual PRSUs featuring the Legacy Design as included in the corresponding column entitled “Stock Awards,” as required under SEC rules, plus (iii) the corresponding values listed below, which represent alternative target grant values of PRSUs for the applicable fiscal year.

  110. Summary Compensation Table

    | | Fiscal 2026 | | Fiscal 2025 | | Fiscal 2024 | | | Name | SEC-Required Grant Date Fair Value for Legacy Design PRSUs ($) | Alternative Target Grant Value for Fiscal 2026 PRSUs ($)(a) | SEC-Required Grant Date Fair Value for Legacy Design PRSUs ($) | Alternative Target Grant Value for Fiscal 2025 PRSUs ($)(a) | SEC-Required Grant Date Fair Value for Legacy Design PRSUs ($) | Alternative Target Grant Value for Fiscal 2024 PRSUs ($)(b) | | Charles H. Robbins | 7,240,746 | — | 11,572,400 | — | 16,034,122 | 16,680,060 | | Mark Patterson | 441,104 | — | N/A | N/A | N/A | N/A | | Jeetu Patel | 1,985,003 | — | 3,189,583 | — | N/A | N/A | | Dev Stahlkopf | 1,844,941 | — | 3,067,791 | — | 4,486,113 | 4,250,031 | | Thimaya Subaiya | 330,846 | — | 495,011 | — | 769,662 | 762,141 |

  111. Summary Compensation Table

    (a) The long-term incentive program during fiscal 2026 and 2025 incorporated three-year operating goals for the fiscal 2026 and 2025 PRSUs. Therefore, there are no alternative target grant values for the fiscal 2026 and 2025 PRSUs. (b) The alternative target grant values for the fiscal 2024 PRSUs included in the “Fiscal 2024” column above are the product of (i) three and (ii) the grant date fair values as set forth in the “Grants of Plan-Based Awards - Fiscal 2024” table in the proxy statement for the 2024 annual meeting of stockholders.

  112. Summary Compensation Table

    | 56 | Cisco 2026 Proxy Statement | | | |

  113. Summary Compensation Table

    The following table provides information on cash-based performance awards and stock unit awards in fiscal 2026 to each of Cisco’s named executive officers. There can be no assurance that the Grant Date Fair Value of the Stock Awards, as listed in this table, will ever be realized. These Grant Date Fair Value amounts also are included in the “Stock Awards” column of the Summary Compensation Table.

  114. Grants of Plan-Based Awards – Fiscal 2026

    Grants of Plan-Based Awards – Fiscal 2026

  115. Grants of Plan-Based Awards – Fiscal 2026

    | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards | | | Estimated Future Payouts Under Equity Incentive Plan Awards | | | All Other Stock Awards: Number of Shares of Stock or Units (#) | Grant Date Fair Value of Stock Awards ($)(1) | | Name | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | Charles H. Robbins | (2) | 361,400 | 3,614,000 | 7,228,000 | | | | | | | | 9/16/25(3) | | | | 54,702 | 273,510 | 548,114 | | 19,080,058 | | | 9/16/25(4) | | | | 6,462 | 96,931 | 194,249 | | 7,240,746 | | | 9/16/25(5) | | | | | | | 190,050 | 12,720,047 | | Mark Patterson | (2) | 136,000 | 1,360,000 | 2,720,000 | | | | | | | | 9/16/25(3) | | | | 17,202 | 86,010 | 172,364 | | 6,000,058 | | | 9/16/25(4) | | | | 393 | 5,905 | 11,833 | | 441,104 | | | 9/16/25(5) | | | | | | | 89,646 | 6,000,007 | | Jeetu Patel | (2) | 144,000 | 1,440,000 | 2,880,000 | | | | | | | | 9/16/25(3) | | | | 21,502 | 107,512 | 215,454 | | 7,500,037 | | | 9/16/25(4) | | | | 1,771 | 26,573 | 53,252 | | 1,985,003 | | | 9/16/25(5) | | | | | | | 112,058 | 7,500,042 | | Dev Stahlkopf | (2) | 119,273 | 1,192,734 | 2,385,468 | | | | | | | | 9/16/25(3) | | | | 12,184 | 60,924 | 122,091 | | 4,250,058 | | | 9/16/25(4) | | | | 1,646 | 24,698 | 49,494 | | 1,844,941 | | | 9/16/25(5) | | | | | | | 63,500 | 4,250,055 | | Thimaya Subaiya | (2) | 126,939 | 1,269,392 | 2,538,784 | | | | | | | | 9/16/25(3) | | | | 13,618 | 68,091 | 136,454 | | 4,750,028 | | | 9/16/25(4) | | | | 295 | 4,429 | 8,875 | | 330,846 | | | 9/16/25(5) | | | | | | | 70,970 | 4,750,022 |

  116. Grants of Plan-Based Awards – Fiscal 2026

    (1)The grant date fair value is computed in accordance with FASB ASC Topic 718 for PRSUs and RSUs granted during the applicable fiscal year under the 2005 Stock Incentive Plan. See footnote 2 of the Summary Compensation Table for more information on, and assumptions used for, the grant date fair value of the PRSUs. For time-based RSU awards without dividend equivalent rights, the grant date fair value was determined using the closing price of Cisco common stock on the date of grant, adjusted for the present value of expected dividends. For time-based RSU awards with dividend equivalent rights, the grant date fair value was determined using the closing price of Cisco common stock on the date of grant. (2)These rows represent possible payouts pursuant to the annual cash incentive awards under the EIP for fiscal 2026. For more information about the material terms of these payments, see the CD&A. lFor Mr. Robbins, the threshold, target, and maximum values are calculated by multiplying 26% (threshold), 260% (target), and 520% (maximum), respectively, by his annual base salary during fiscal 2026. lFor Mr. Patterson and Mr. Patel the threshold, target, and maximum values are calculated by multiplying 16% (threshold), 160% (target), and 320% (maximum), respectively, by the named executive officer’s annual base salary during fiscal 2026. lFor Ms. Stahlkopf and Mr. Subaiya, the threshold, target, and maximum values are calculated by multiplying 16% (threshold), 160% (target), and 320% (maximum), respectively, by the named executive officer’s pro-rated annual base salary during fiscal 2026. (3)The amounts shown in these rows reflect, in share amounts, the threshold, target, and maximum potential awards of PRSUs for the fiscal 2026 - fiscal 2028 performance period. The material terms of these PRSUs, which are completely at risk, are further described in the section titled “Long-Term, Equity-Based Incentive Awards” of the CD&A and footnote 2 to the Summary Compensation Table. (4)The amounts shown in these rows reflect, in share amounts, the threshold, target, and maximum potential awards of PRSUs for the fiscal 2024 awards for the fiscal 2026 performance period. The material terms of these PRSUs, which are completely at risk, are further described in the CD&A in the fiscal 2024 proxy statement and footnote 2 to the Summary Compensation Table. (5)RSUs granted under the 2005 Stock Incentive Plan and vests 34% on November 10, 2026, and 8.25% quarterly thereafter. Each award is settled in shares on each vesting date.

  117. Grants of Plan-Based Awards – Fiscal 2026

    | Compensation Committee Matters | 57 | | | |

  118. Grants of Plan-Based Awards – Fiscal 2026

    The following table shows the number of Cisco unvested restricted stock units held by Cisco’s named executive officers as of July 25, 2026.

  119. Outstanding Equity Awards At Fiscal 2026 Year-End

    Outstanding Equity Awards At Fiscal 2026 Year-End

  120. Outstanding Equity Awards At Fiscal 2026 Year-End

    | | | Stock Awards | | | | | Name | Grant | Number of Shares or Units of Stock That Have Not Vested (#)(a) | Market Value of Shares or Units of Stock That Have Not Vested ($)(b) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(a) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(b) | | Charles H. Robbins | 9/21/2023 | 37,201(2) | 4,247,238 | | | | | 9/21/2023 | 408,828(3) | 46,675,893 | | | | | 9/19/2024 | 112,110(5) | 12,799,599 | | | | | 9/16/2025 | 193,838(9) | 22,130,484 | | | | | 9/19/2024 | | | 639,418(6) | 73,002,353 | | | 9/16/2025 | | | 559,039(10) | 63,825,483 | | Mark Patterson | 9/21/2023 | 8,769(2) | 1,001,157 | | | | | 9/21/2023 | 24,903(3) | 2,843,176 | | | | | 9/19/2024 | 39,625(5) | 4,523,986 | | | | | 6/5/2025 | 31,570(8) | 3,604,347 | | | | | 9/16/2025 | 91,432(9) | 10,438,791 | | | | | 9/19/2024 | | | 168,068(6) | 19,188,324 | | | 9/16/2025 | | | 175,799(10) | 20,070,972 | | Jeetu Patel | 9/21/2023 | 13,154(2) | 1,501,792 | | | | | 9/21/2023 | 112,073(3) | 12,795,374 | | | | | 9/19/2024 | 74,296(5) | 8,482,374 | | | | | 12/3/2024 | 43,030(7) | 4,912,735 | | | | | 9/16/2025 | 114,291(9) | 13,048,603 | | | | | 9/19/2024 | | | 315,126(6) | 35,977,935 | | | 9/16/2025 | | | 219,748(10) | 25,088,629 | | Dev Stahlkopf | 9/21/2023 | 14,218(2) | 1,623,269 | | | | | 9/21/2023 | 104,167(3) | 11,892,746 | | | | | 9/19/2024 | 42,848(5) | 4,891,956 | | | | | 9/16/2025 | 64,765(9) | 7,394,220 | | | | | 9/19/2024 | | | 162,922(6) | 18,600,805 | | | 9/16/2025 | | | 124,525(10) | 14,217,019 | | Thimaya Subaiya | 7/27/2022 | 2,892(1) | 330,180 | | | | | 9/21/2023 | 6,577(2) | 750,896 | | | | | 9/21/2023 | 18,679(3) | 2,132,581 | | | | | 12/5/2023 | 1,651(4) | 188,495 | | | | | 9/19/2024 | 55,450(5) | 6,330,727 | | | | | 9/16/2025 | 72,384(9) | 8,264,081 | | | | | 9/19/2024 | | | 210,838(6) | 24,071,374 | | | 9/16/2025 | | | 139,174(10) | 15,889,496 |

  121. Outstanding Equity Awards At Fiscal 2026 Year-End

    | 58 | Cisco 2026 Proxy Statement | | | |

  122. Outstanding Equity Awards At Fiscal 2026 Year-End

    (a)For the RSUs granted in fiscal 2022, fiscal 2024, fiscal 2025, and fiscal 2026 to named executive officers who were executive officers at the time of grant, and for all PRSUs granted, the amounts in these columns include accrued dividend equivalents (assuming the percentage of shares earned based on performance with respect to the fiscal 2024 PRSUs and a maximum payout with respect to the fiscal 2025 PRSUs and fiscal 2026 PRSUs). (b)The market values of the RSUs that have not vested and the unearned PRSUs are calculated by multiplying the number of units shown in the table by the fiscal 2026 year-end closing price of Cisco common stock of $114.17.

  123. Stock Vested – Fiscal 2026

    Stock Vested – Fiscal 2026

  124. Stock Vested – Fiscal 2026

    | Name | Stock Awards | | | | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($) | | Charles H. Robbins | 1,210,934 | 88,628,701 | | Mark Patterson | 161,165 | 12,762,185 | | Jeetu Patel | 380,955 | 28,190,959 | | Dev Stahlkopf | 360,470(1) | 26,511,597 | | Thimaya Subaiya | 171,197 | 13,150,662 |

  125. Stock Vested – Fiscal 2026

    (1)Includes 13,940 shares subject to fully vested deferred stock units for Ms. Stahlkopf. These fully vested deferred stock unit amounts also include dividend equivalents which accrued during fiscal 2026. As elected by the named executive officer, these shares will be deferred until either (i) the employee’s separation from service with Cisco or (ii) the earlier of an elected future settlement date or the employee’s separation from service with Cisco, in each case in accordance with Code Section 409A. For the values realized on vesting of the deferred stock units, see the “Nonqualified Deferred Compensation – Fiscal 2026” table below. The following table shows the contributions and earnings during fiscal 2026, and account balance as of July 25, 2026, for named executive officers under the Deferred Compensation Plan or the 2005 Stock Incentive Plan, as the case may be.

  126. Nonqualified Deferred Compensation – Fiscal 2026

    Nonqualified Deferred Compensation – Fiscal 2026

  127. Nonqualified Deferred Compensation – Fiscal 2026

    | Name | Plan | Executive Contributions in Last Fiscal Year ($)(1) | Registrant Contributions in Last Fiscal Year ($)(2) | Aggregate Earnings in Last Fiscal Year ($)(3) | Aggregate Balance at Last Fiscal Year- End ($)(4) | | Charles H. Robbins | Deferred Compensation Plan | 42,769 | 42,769 | 61,000 | 2,463,031 | | | 2005 Stock Incentive Plan | — | — | 13,849,571 | 33,770,152 | | Mark Patterson | Deferred Compensation Plan | — | — | 13,077 | 569,551 | | Jeetu Patel | Deferred Compensation Plan | — | — | — | — | | Dev Stahlkopf | Deferred Compensation Plan | — | — | 94,647 | 953,124 | | | 2005 Stock Incentive Plan | 1,073,923 | — | 1,568,048 | 4,107,266 | | Thimaya Subaiya | Deferred Compensation Plan | — | — | — | — |

  128. Nonqualified Deferred Compensation – Fiscal 2026

    (1)The executive contribution amounts under the Deferred Compensation Plan were included in fiscal 2026 compensation in the “Salary” column of the Summary Compensation Table. The executive contribution amounts under the 2005 Stock Incentive Plan represent the value of fully vested deferred stock units based on the closing price of Cisco’s common stock on the Nasdaq Global Select Market on the vesting date and is included in the “Value Realized on Vesting” column of the “Stock Vested – Fiscal 2026” table above. (2)These amounts were included in the “All Other Compensation” column of the Summary Compensation Table. Matching contributions under the Deferred Compensation Plan are made to eligible participants following the end of each calendar year. Generally, the matching contribution rate for calendar year 2026 will be, and the matching contribution rate for calendar year 2025 was, 4.5% of eligible compensation over the Code Section 401(a)(17) limit for each calendar year ($360,000 for calendar year 2026 and $350,000 for calendar year 2025), with a $1,500,000 cap on eligible compensation for each calendar year. The matching contribution rate for calendar years 2026 and 2025 is the same as in the 401(k) Plan for both years. Participants must be actively employed by Cisco on the last day of a calendar year to receive a matching contribution under the Deferred

  129. Nonqualified Deferred Compensation – Fiscal 2026

    | 60 | Cisco 2026 Proxy Statement | | | |

  130. Nonqualified Deferred Compensation – Fiscal 2026

    Compensation Plan. The amount in this column reflects the estimated calendar year 2026 matching contributions related to deferrals of fiscal 2026 salary that are expected to be credited to the account of the named executive officer at the end of calendar year 2026. (3)None of the amounts in this column are included in the Summary Compensation Table because plan earnings were not preferential or above-market. (4)The following amounts included in this column for the Deferred Compensation Plan also have been reported in the Summary Compensation Table as compensation for fiscal 2026 or a prior fiscal year: Mr. Robbins, $2,297,326 and Ms. Stahlkopf, $811,181. The aggregate grant date fair value of the fully vested deferred stock units under the 2005 Stock Incentive Plan included in this column that has been reported in the Summary Compensation Table as compensation for fiscal 2026 or a prior fiscal year for Mr. Robbins was $7,090,254, and for Ms. Stahlkopf was $1,774,408. The deferred equity amounts included in this column are valued using the fiscal 2026 year-end closing price of Cisco common stock of $114.17. The Deferred Compensation Plan, which became effective on June 25, 2007, is an unfunded and unsecured deferred compensation arrangement that is designed to allow the participants to defer a specified percentage of their base salary (up to 75%), commissions and/or eligible bonuses (up to 100%) in a manner similar to the way in which the 401(k) Plan operates, but without regard to the maximum deferral limitations imposed on 401(k) plans by the Code. The Deferred Compensation Plan is designed to comply with Code Section 409A. As required by applicable law, participation in the Deferred Compensation Plan is available to a group of Cisco’s management employees, which group includes each of Cisco’s named executive officers. Amounts deferred by each participant pursuant to the Deferred Compensation Plan are credited to a bookkeeping account maintained on behalf of that participant. Amounts credited to each participant under the Deferred Compensation Plan are periodically adjusted for earnings and/or losses at a rate that is equal to one or more of the measurement funds selected by the 401(k) Plan Committee and elected by a participant. Currently, the measurement funds consist of the following: Fidelity Money Market Fund; iShares Core Total U.S. Bond Market ETF Trust; SPDR S&P 500 ETF Trust; SPDR S&P MidCap 400 ETF Trust; iShares Russell 2000 Index Fund; iShares MSCI EAFE Index Fund; BlackRock LifePath Index Retirement Fund; BlackRock LifePath Index 2030 Fund; BlackRock LifePath Index 2040 Fund; BlackRock LifePath Index 2050 Fund; and BlackRock LifePath Index 2060. In addition, Cisco may credit additional matching amounts to a participant’s account for any plan year as determined by the Compensation Committee. For calendar years 2026 and 2025, there are matching contributions on deferrals over the Internal Revenue Service limitation on compensation that may be taken into account under the 401(k) Plan ($360,000 for 2026 and $350,000 for 2025). Generally, the matching contribution rate for calendar year 2026 will be, and the matching contribution rate for calendar year 2025 was, 4.5% of eligible compensation over the Code Section 401(a)(17) limit, with a $1,500,000 cap on eligible compensation for each calendar year. The matching contribution rate for calendar years 2026 and 2025 is the same as in the 401(k) Plan for both years. Participants must be actively employed by Cisco on the last day of a calendar year to receive a matching contribution under the Deferred Compensation Plan. Distributions are made in accordance with elections filed by participants at the time of their deferral elections and distributions are expected to occur on specified future distribution dates or after participant’s separation of service. No withdrawals are permitted prior to the previously elected distribution date, other than withdrawals for certain severe financial hardships as permitted by applicable law. Under the 2005 Stock Incentive Plan, at the election of an eligible employee, the settlement of vested shares underlying RSUs may be deferred until either (i) the employee’s separation from service with Cisco or (ii) the earlier of an elected future settlement date or the employee’s separation from service with Cisco, in each case in accordance with Code Section 409A. Since the fiscal 2016 annual equity grants, vested and deferred time-based RSUs have been credited with dividend equivalents.

  131. Nonqualified Deferred Compensation – Fiscal 2026

    | Compensation Committee Matters | 61 | | | |

  132. Potential Payments upon Termination or Change in Control

    Potential Payments upon Termination or Change in Control

  133. Acceleration of Equity Awards

    | | Summary Compensation Table Total for PEO(1) ($) (b) | Compensation Actually Paid to PEO(1)(2)(3) ($) (c) | Average Summary Compensation Table Total for Non-PEO NEOs(1) ($) (d) | Average Compensation Actually Paid to Non-PEO NEOs(1)(2)(3) ($) (e) | Value of Initial Fixed $100 Investment based on:(4) | | | Operating Income(5) ($ millions) (i) | | Fiscal Year (a) | | | | | TSR ($) (f) | Peer Group TSR ($) (g) | Net Income ($ millions) (h) | | | 2026 | 48,527,813 | 132,209,757 | 15,732,870 | 42,526,651 | 237.22 | 253.20 | 13,267 | 22,040 | | 2025 | 52,838,751 | 94,076,610 | 22,675,991 | 30,117,698 | 139.84 | 199.00 | 10,180 | 19,489 | | 2024 | 39,202,654 | 16,581,418 | 16,879,167 | 3,783,853 | 94.85 | 159.91 | 10,320 | 18,104 | | 2023 | 31,843,708 | 74,562,431 | 13,576,781 | 28,288,977 | 99.97 | 119.70 | 12,613 | 19,070 | | 2022 | 29,283,936 | 6,127,283 | 12,122,712 | 5,217,104 | 84.33 | 94.49 | 11,812 | 17,345 |

  134. Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and TSR

    Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and TSR The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, our cumulative TSR over the five most recently completed fiscal years, and the cumulative TSR for the S&P 500 Information Technology Index over the same period.

  135. PEO and Average Non-PEO NEO Compensation Actually Paid Versus TSR

    PEO and Average Non-PEO NEO Compensation Actually Paid Versus TSR

  136. PEO and Average Non-PEO NEO Compensation Actually Paid Versus TSR

    | ¢ | PEO Compensation Actually Paid | ¢ | Average Non-PEO NEO Compensation Actually Paid | | | Cisco TSR | | S&P 500 Information Technology TSR |

  137. Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Net Income

    Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Net Income The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our net income during the five most recently completed fiscal years.

  138. PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Net Income

    PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Net Income

  139. PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Net Income

    | ¢ | PEO Compensation Actually Paid | ¢ | Average Non-PEO NEO Compensation Actually Paid | | | Cisco Net Income | | |

  140. PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Net Income

    | 66 | Cisco 2026 Proxy Statement | | | |

  141. Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Operating Income

    Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Operating Income The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and operating income, our “Company-Selected Measure” as defined in Item 402(v) of Regulation S-K, during the five most recently completed fiscal years.

  142. PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Operating Income

    PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Operating Income

  143. PEO and Average Non-PEO NEO Compensation Actually Paid Versus Cisco Operating Income

    | ¢ | PEO Compensation Actually Paid | ¢ | Average Non-PEO NEO Compensation Actually Paid | | | Cisco Operating Income | | |