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ADTRAN Holdings, Inc., through its majority-owned subsidiary Adtran Networks SE, amended the employment agreement of Chief Technology Officer Christoph Glingener on August 10, 2026. The amendment keeps his term in place through December 31, 2026 and affirms an annual base salary of €400,000.
Dr. Glingener remains eligible for an annual incentive cash bonus tied to the Company’s total revenue and adjusted EBIT, with a target equal to 60% of base salary. He also continues to receive annual grants of time-based RSUs with a target equal to 75% of base salary, subject to a cap of €903,729.
The amendment adds long-term financial plan performance stock unit awards with a target grant size of €903,729, divided into three annual tranches. These PSUs are based on Adjusted EBIT for the period January 1, 2026 through December 31, 2028, adjusted for relative total shareholder return, and are capped at €2,000,000. Dr. Glingener’s total annual remuneration remains capped at €2,800,000. The Compensation Committee has previously stated it does not intend to grant market-based PSUs tied solely to relative total shareholder return to named executive officers going forward.
Glingener Christoph reported acquisition or exercise transactions in this Form 4 filing.
ADTRAN Holdings, Inc. reported that Chief Technology Officer Christoph Glingener received an equity grant of 27,924 shares of common stock on 2026-08-10, reported at a price of $0.00 per share as a grant or award. Following this award, his directly held common stock position increased to 83,953 shares.
ADTRAN Holdings, Inc. SVP of Finance and CFO Timothy P. Santo purchased 6,579 shares of common stock on August 6, 2026 at $7.60 per share in a purchase categorized as an open-market or private transaction. After this buy, he directly owns 59,924 shares. The filing’s Rule 10b5-1 trading-plan checkbox was not selected.
ADTRAN Holdings, Inc. reported stronger top-line results for the quarter ended June 30, 2026, with revenue of approximately $281.1 million, up from about $265.1 million a year earlier. Six‑month revenue reached roughly $567.2 million. Network Solutions contributed most of the growth, with improvements across Access & Aggregation, Subscriber, and Optical Networking solutions.
Despite higher revenue and gross profit, the business remained unprofitable. Net loss attributable to ADTRAN Holdings narrowed to about $10.9 million for the quarter and $12.2 million year‑to‑date, compared with $20.5 million and $31.8 million in the prior‑year periods. Operating cash flow for the first six months was positive at $38.6 million, while cash and cash equivalents stood at $79.2 million and total assets at $1.15 billion as of June 30, 2026.
The company continues to carry meaningful obligations, including $201.3 million of 3.75% convertible senior notes due 2030 and a revolving credit facility with $25.0 million drawn at quarter‑end. Under its Domination and Profit and Loss Transfer Agreement with Adtran Networks, potential Exit Compensation to minority shareholders totals about €292.6 million (approximately $334.2 million), plus ongoing Annual Recurring Compensation of roughly €7.6 million per year. Management states it believes existing cash, cash generation and credit availability will be sufficient to meet these obligations over at least the next twelve months.
Adtran Holdings reported unaudited Q2 2026 revenue of $281.1 million, up 6.1% year-over-year, with GAAP gross margin of 37.0% and non-GAAP gross margin of 40.7%. GAAP operating margin was -3.6%, while non-GAAP operating margin was 3.8%. GAAP diluted loss per share was $0.13, and non-GAAP diluted EPS was $0.04. Cash and cash equivalents were $79.2 million at quarter-end.
Management cited strong demand in optical networking and greater diversification toward cloud, enterprise and government customers, with enterprise/ICP revenue growing 47% year-over-year to 25.4% of total revenue. For Q3 2026, Adtran expects revenue between $275.0 million and $295.0 million and a non-GAAP operating margin of 1.5% to 5.5%. The company also refinanced its credit facility with $350 million of capacity, pricing about 200 basis points lower and maturity extended to 2031.
ADTRAN Holdings, Inc. reported that Chief Technology Officer Christoph Glingener acquired 9,384 shares of common stock on July 24, 2026 through the vesting of performance stock units granted on May 24, 2023 under the Amended and Restated ADTRAN Holdings, Inc. 2020 Employee Stock Incentive Plan. Following this equity award, he directly holds 56,029 shares.
ADTRAN Holdings, Inc. entered into a new senior secured credit agreement on July 21, 2026, as guarantor for ADTRAN, Inc. and Adtran Networks SE, permitting borrowings of up to $350.0 million, including up to $50.0 million by the German Borrower. The facility replaces a prior Wells Fargo credit agreement and may be used for general corporate purposes. Loans bear interest at a Term Benchmark Rate or Base Rate, each with a 0.00% floor, plus margins of 2.25%–3.25% for Term Benchmark Rate Loans and 1.25%–2.25% for Base Rate Loans, based on the consolidated total net leverage ratio, with default interest 2.00% above the applicable rate and a 0.25% commitment fee on unused commitments.
The facility is secured by substantially all assets of the Company, the US Borrower and certain subsidiaries and by a pledge of all shares the Company owns in Adtran Networks SE, and is guaranteed by the Company and certain subsidiaries. Covenants limit additional debt, liens, investments, asset sales, dividends, restricted payments and mergers and include financial tests: a maximum Consolidated Senior Secured Net Leverage Ratio of 3.25 to 1.0, a minimum Consolidated Fixed Charge Coverage Ratio of 1.25 to 1.00, and during a Springing Covenant Period, minimum Liquidity of $50.0 million. Related prior credit, collateral and guaranty agreements were terminated. A company press release states the refinancing strengthens the capital structure, enhances liquidity and lowers borrowing costs.
ADTRAN Holdings reported preliminary unaudited results for the quarter ended June 30, 2026. Revenue is expected at $280.0 million to $282.0 million, below prior guidance of $283.0 million to $303.0 million. Preliminary GAAP operating margin is a loss of (3.2)% to (4.0)%, while non-GAAP operating margin is 3.5% to 4.0%, below the earlier 5.0% to 9.0% range.
GAAP basic and diluted loss per share is expected between $(0.12) and $(0.14). On a non-GAAP basis, basic and diluted EPS is expected between $0.03 and $0.05, below analyst consensus of $0.13. Management attributes the shortfall mainly to a project delay from a single customer and elevated component and freight costs.
For the third quarter of 2026, ADTRAN expects revenue of $275.0 million to $295.0 million and non-GAAP operating margin between 1.5% and 5.5%. The company provides these preliminary figures in connection with German ad hoc disclosure obligations under the EU Market Abuse Regulation.
ADTRAN Holdings, Inc. has filed an automatic shelf registration statement on Form S-3 as a well-known seasoned issuer, allowing the company and future selling securityholders to offer and sell, from time to time, various securities, including common stock, preferred stock, depositary shares, senior and subordinated debt, warrants, purchase contracts and units.
The specific terms, amounts, prices and distribution methods for each issuance will be detailed in accompanying prospectus supplements, and may include primary offerings by ADTRAN and resales by selling securityholders. ADTRAN’s common stock is listed on Nasdaq under the symbol ADTN and the Frankfurt Stock Exchange under QH9.
As of June 30, 2026, ADTRAN had 81,452,688 shares of common stock outstanding, with 200 million common and 50 million preferred shares authorized. The company states that it will describe the intended use of proceeds for each future offering and will not receive proceeds from sales by selling securityholders.
DelSanto Anne reported acquisition or exercise transactions in this Form 4 filing.
ADTRAN Holdings, Inc. director Anne DelSanto received a grant of 4,399 shares of Common Stock as a restricted stock award. The shares were granted at no cash cost and represent her entire reported direct holding of 4,399 shares after the transaction.
The award vests in full on the first anniversary of the grant date, meaning she must remain eligible through that date for the shares to fully vest. This is a compensation-related equity grant rather than an open-market purchase.