Adtran Inc SEC Filings

ADTRAN Holdings, Inc. reported the results of its 2026 annual stockholders meeting and a change to its charter. Stockholders approved a Charter Amendment that limits the monetary liability of certain officers in the limited circumstances permitted under Delaware law, with the amendment becoming effective on May 13, 2026.

Shareholders also elected six directors to one-year terms, approved on an advisory basis the compensation of the company’s named executive officers, and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.

ADTRAN Holdings Chief Technology Officer Christoph Glingener reported a series of option exercises and related share sales in ADTRAN Holdings, Inc. common stock. On May 7 and 8, 2026, he exercised stock options covering a total of 148,392 shares at exercise prices of $7.01 and $12.17 per share, then sold the same number of shares in open-market transactions at weighted average prices in the mid‑teens per share, including a single trade at $15.00 per share. The transactions were executed under a Rule 10b5-1 trading plan adopted on December 12, 2025. Following these trades, he directly owns 46,645 common shares and holds remaining stock options tied to 85,383 underlying shares at a $19.08 exercise price expiring on May 14, 2029.

ADTRAN Holdings, Inc. reported first‑quarter 2026 revenue of $286.1 million, up from $247.7 million a year earlier, driven mainly by higher Network Solutions sales. Network Solutions contributed $237.9 million and Services & Support $48.1 million.

Gross profit rose to $113.0 million, and the company generated operating income of $6.4 million versus an operating loss in the prior year. After interest, investment losses and taxes, net income was $0.9 million, but net loss attributable to ADTRAN common shareholders was $1.3 million, or $(0.01) per share.

Cash and cash equivalents were $88.3 million, with $12.7 million provided by operating activities. Inventory, net, was $209.0 million. The balance sheet shows a $25.0 million revolving credit draw and $201.3 million of convertible senior notes due 2030, supporting total assets of $1.19 billion and equity of $137.5 million.

The company continues to operate under its Domination and Profit and Loss Transfer Agreement with Adtran Networks, accruing $2.2 million of Annual Recurring Compensation this quarter and disclosing potential Exit Compensation obligations of about €304.4 million (approximately $351.7 million) if all minority shareholders tender their shares.

ADTRAN Holdings, Inc. reported first-quarter 2026 revenue of $286.1 million, up 15.5% year-over-year, driven by growth in optical networking, access and subscriber solutions. GAAP gross margin was 39.5%, while non-GAAP gross margin improved to 43.0%.

The company generated GAAP operating income of $6.4 million, for a GAAP operating margin of 2.2%. On a non-GAAP basis, operating income was $19.9 million and operating margin reached 6.9%, up from 3.9% a year earlier, reflecting better product and customer mix.

GAAP diluted loss per share was $(0.01), compared with $(0.14) a year ago, while non-GAAP diluted earnings per share rose to $0.14 from $0.03. Net cash provided by operating activities was $12.7 million, but non-GAAP free cash flow was $(3.3) million after capital spending. Cash and cash equivalents were $88.3 million at quarter-end.

Management highlighted continued broadband momentum, European high-risk vendor displacement and early AI infrastructure opportunities, including the new LiteWave800™ intra-data center product. For second quarter 2026, ADTRAN expects revenue between $283.0 million and $303.0 million and a non-GAAP operating margin of 5.0%–9.0%.

ADTRAN Holdings Inc reported that Vanguard Portfolio Management beneficially owns 4,868,836 shares of common stock, representing 6.03% of the class. The filing states Vanguard has sole dispositive power for 4,868,836 shares and sole voting power for 97,384 shares. The Schedule 13G notes holdings include shares managed across Vanguard affiliates and funds.

The filing is signed by Ashley Grim as Head of Global Fund Administration on 04/28/2026. No additional transactions, proceeds, or changes in ownership percentage are disclosed in the provided excerpt.

ADTRAN Holdings updated its CEO compensation structure and granted new long-term performance share awards to top executives. The board-approved amendment to CEO Thomas Stanton’s employment agreement removes an annual performance share award based solely on relative total shareholder return and revises how his long-term performance shares are measured.

The CEO’s long-term performance shares will continue to focus on Adjusted EBIT over a multi-year period, but results will now also be adjusted based on relative total shareholder return. The company also granted new multi-year performance share units to the CEO, Chief Revenue Officer, and CFO under its 2024 stock plan, aligning their potential equity awards with multi-year profitability and shareholder return targets.

Wilson James Denson Jr reported acquisition or exercise transactions in this Form 4 filing.

ADTRAN Holdings, Inc. Chief Revenue Officer Wilson James Denson Jr received a grant of 24,908 shares of common stock in the form of restricted stock units. These RSUs vest in four equal annual installments beginning on the first anniversary of the grant date. After this award, he directly holds about 152,609.486 shares, and indirectly holds 4,246.251 shares through a 401(k) plan.

Santo Timothy P reported acquisition or exercise transactions in this Form 4 filing.

ADTRAN Holdings, Inc. reported that SVP of Finance and CFO Timothy P. Santo received a grant of 28,252 shares of Common Stock in the form of restricted stock units at no cash cost per share. These restricted stock units vest in four equal annual installments beginning on the first anniversary of the grant date. Following this grant, Santo directly holds 53,345 shares of the company’s common stock.