STOCK TITAN

ADTRAN Holdings appoints Christian H. Terlinde director

His career includes more than two decades of senior financial leadership at multinational manufacturers, with experience in European and North American markets.

(Moderate)

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Form Type
8-K

Rhea-AI Filing Summary

ADTRAN Holdings, Inc. expanded its board from seven to eight directors and elected Dr. Christian H. Terlinde as a director effective October 27, 2026. The board determined that he qualifies as an independent director under Nasdaq listing standards. Terlinde will receive compensation under the company’s standard arrangements for non-employee directors, as described in its 2025 director compensation disclosure and as adjusted by the board from time to time. The company stated that no arrangements or understandings led to his selection and that no related-person transactions exist between him and the company.

Terlinde currently serves as Group Chief Financial Officer of Flender International GmbH and previously held senior finance roles at JOST Werke SE, Benteler Automotive GmbH, MAHLE GmbH and ista North America, Inc. His career includes more than two decades of senior financial leadership at multinational manufacturers, with operating experience in European and North American markets.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Board size before appointment 7 directors Before the board expansion
Board size after appointment 8 directors After the board expansion
Senior financial leadership experience More than two decades At large, multinational manufacturing companies
Effective date October 27, 2026 Dr. Terlinde's appointment to the board
independent director regulatory
"qualifies as an “independent director” under Nasdaq listing standards"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
non-employee directors financial
"standard compensation arrangements for non-employee directors"
Non-employee directors are board members who do not work for the company as salaried employees and usually do not hold day-to-day management roles. They act like outside referees or independent coaches, providing oversight, asking tough questions, and protecting shareholders’ interests; investors care because these directors help ensure management is accountable, reduce conflicts of interest, and influence decisions that affect company strategy and long-term value.
German GAAP financial
"taught U.S. GAAP, IFRS, and German GAAP accounting"

FAQ

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Who is ADTN's new board member?

ADTRAN Holdings appointed Dr. Christian H. Terlinde as an independent director, effective October 27, 2026. He is Group Chief Financial Officer of Flender International GmbH and previously served as Group Chief Financial Officer of JOST Werke SE, as well as chief financial officer at Benteler Automotive GmbH, MAHLE GmbH and ista North America, Inc.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0000926282false00009262822026-10-272026-10-27

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 27, 2026

 

 

ADTRAN Holdings, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-41446

87-2164282

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

901 Explorer Boulevard

 

Huntsville, Alabama

 

35806-2807

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (256) 963-8000

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, Par Value $0.01 per share

 

ADTN

 

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 27, 2026, the Board of Directors (the “Board”) of ADTRAN Holdings, Inc. (the “Company”), upon the recommendation of the Board’s Nominating and Corporate Governance Committee, voted unanimously to increase the size of the Board from seven (7) to eight (8) directors and to elect Christian Terlinde as a director, effective as of October 27, 2026 (the “Effective Date”). The Board has determined that Dr. Terlinde qualifies as an “independent director” under Nasdaq listing standards.

 

There are no arrangements or understandings between Dr. Terlinde and any other person pursuant to which Dr. Terlinde was selected as a director of the Company. There are no related person transactions (within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission) between Dr. Terlinde and the Company. Dr. Terlinde will receive compensation for his Board service in accordance with the Company’s standard compensation arrangements for non-employee directors, which are described under the caption “2025 Director Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 27, 2026, as adjusted by the Board from time to time.

Item 8.01 Other Events.

On October 29, 2026, the Company issued a press release announcing the appointment of Dr. Terlinde to the Board, which press release contains additional biographical information about Dr. Terlinde. A copy of this press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number

 

Description

99.1

 

Press Release dated October 29, 2026

104

Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

ADTRAN Holdings, Inc.

 

 

 

 

Date:

October 29, 2026

By:

/s/ Timothy Santo

 

 

 

Timothy Santo
Senior Vice President of Finance and
Chief Financial Officer

 


img50768744_0.gif Exhibit 99.1

 

ADTRAN Holdings, Inc. Appoints Dr. Christian H. Terlinde to Board of Directors

 

 

Huntsville, Alabama, USA. — October 29, 2026 — ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) (“ADTRAN Holdings” or the “Company”), a leading global provider of networking and communications solutions, today announced the appointment of Dr. Christian H. Terlinde as an independent member of its Board of Directors effective October 27, 2026.

 

Dr. Terlinde brings more than two decades of senior financial leadership experience at large, multinational manufacturing companies, with operating experience spanning both European and North American markets. Having lived and worked in both the United States and Germany, he brings a firsthand international perspective to the Board that reflects the global nature of Adtran’s business and its customer base.

 

Dr. Terlinde currently serves as Group Chief Financial Officer of Flender International GmbH, a multinational manufacturer of industrial and wind gearboxes. Prior to joining Flender, he served as Group Chief Financial Officer of JOST Werke SE (ETR: JST), a publicly traded German manufacturer of components for commercial and agricultural vehicles, where he held responsibility for finance, investor relations, legal, and compliance. Earlier in his career, he served as Chief Financial Officer at Benteler Automotive GmbH and MAHLE GmbH, both tier-1 suppliers to the global automotive industry, and as Chief Financial Officer of ista North America, Inc., a company serving multi-family homeowners and utilities in the United States.

 

“We are pleased to welcome Christian to the Adtran Board," said Tom Stanton, Chief Executive Officer of Adtran Holdings, Inc. "His financial and international expertise, including serving as CFO of a publicly listed German company, adds further depth to a Board that already brings a strong mix of experience and perspectives. Christian's hands-on knowledge of both the U.S. and German markets fits naturally with our global business.”

 

Dr. Terlinde holds a doctorate in business administration, earned magna cum laude, a graduate degree, and an undergraduate degree, all from the University of Duisburg-Essen in Germany. He has also completed an executive education program at the University of St. Gallen in Switzerland and has taught U.S. GAAP, IFRS, and German GAAP accounting at the university level. Dr. Terlinde serves on the examination board for German Certified Public Accountants.

About Adtran

ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) is the parent company of Adtran, Inc., a leading global provider of open, disaggregated networking and communications solutions that enable voice, data, video and internet communications across any network infrastructure. From the cloud edge to the subscriber edge, Adtran empowers communications service providers around the world to manage and scale services that connect people, places and things. Adtran solutions are used by service providers, private enterprises, government organizations and millions of individual users worldwide. ADTRAN Holdings, Inc. is also the majority shareholder of Adtran Networks SE, formerly ADVA Optical Networking SE. Find more at Adtran.com, LinkedIn and X.

 

Published by


ADTRAN Holdings, Inc.

www.adtran.com

 

For media

Gareth Spence

+44 1904 699 358

public.relations@adtran.com

 

For investors

Rob Fink

investor.relations@adtran.com

 


Filing Exhibits & Attachments

2 documents

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