A10 Networks (NYSE: ATEN) accelerates RSU vesting in Khoury exit
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
A10 Networks, Inc. disclosed a Separation Agreement and Release with former Executive Vice President, Worldwide Sales and Marketing, Sheen Khoury, following his April 27, 2026 termination. On the agreement’s Effective Date, the company will accelerate vesting of 11,667 restricted stock units and 21,385 performance-based restricted stock units under its 2023 Stock Incentive Plan, in exchange for an effective release of claims. Other than this equity vesting acceleration, no additional compensation or benefits will be provided in connection with his termination.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
1 item
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.
Key Figures
RSUs accelerated: 11,667 shares
Performance RSUs accelerated: 21,385 shares
Termination date: April 27, 2026
+2 more
5 metrics
RSUs accelerated
11,667 shares
Restricted stock units vesting accelerated on the Effective Date under 2023 Plan
Performance RSUs accelerated
21,385 shares
Performance-based restricted stock units with met performance conditions under 2023 Plan
Termination date
April 27, 2026
Khoury’s termination as EVP, Worldwide Sales and Marketing effective immediately
Agreement execution date
May 2, 2026
Date A10 Networks and Khoury executed the Separation Agreement and Release
Effective Date timing
Eighth day after signing
Separation Agreement effective if not revoked on or before that day
Key Terms
Separation Agreement and Release, restricted stock units, performance-based restricted stock units, release of claims, +1 more
5 terms
Separation Agreement and Release financial
"the Company and Mr. Khoury executed a Separation Agreement and Release"
restricted stock units financial
"Mr. Khoury’s restricted stock units representing 11,667 shares of the Company’s common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units financial
"certain of Mr. Khoury’s performance-based restricted stock units tied to certain stock price thresholds"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
release of claims financial
"in consideration of Mr. Khoury’s delivery of an effective release of claims"
2023 Stock Inventive Plan financial
"under the terms of the Company’s 2023 Stock Inventive Plan (the “2023 Plan”)"
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)
____________________________________________________________________________
(Exact name of the registrant as specified in its charter)
____________________________________________________________________________
| (State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
(Address of principal executive offices, including zip code)
(408 ) 325-8668
(Name and telephone number, including area code, of the person to contact in connection with this report)
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:
____________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
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
(e)
As previously disclosed, Sheen Khoury was terminated as the Executive Vice President, Worldwide Sales and Marketing of A10 Networks, Inc. (the “Company”) on April 27, 2026, effective immediately.
In connection with Mr. Khoury’s termination, on May 2, 2026, the Company and Mr. Khoury executed a Separation Agreement and Release (the “Separation Agreement”), effective on the eighth day after Mr. Khoury signed the Separation Agreement, so long as the Separation Agreement has not been revoked by the Company or Mr. Khoury on or before such date (the “Effective Date”).
Pursuant to the Separation Agreement, on the Effective Date, and in consideration of Mr. Khoury’s delivery of an effective release of claims, the following equity awards’ vesting will be accelerated: (i) certain of Mr. Khoury’s restricted stock units representing 11,667 shares of the Company’s common stock (“Common Stock”) under the terms of the Company’s 2023 Stock Inventive Plan (the “2023 Plan”), for which the applicable vesting conditions were nearly met at the time of Mr. Khoury’s termination; and (ii) certain of Mr. Khoury’s performance-based restricted stock units tied to certain stock price thresholds, representing an aggregate of 21,385 shares of Common Stock under the 2023 Plan, for which the applicable performance-vesting conditions were met and service-vesting conditions were nearly met. Other than the foregoing, no other compensation or benefits will be provided to Mr. Khoury in connection with his termination.
SIGNATURE
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.
Date: May 7, 2026
| A10 NETWORKS, INC. | |||||
| By: /s/ Scott Weber | |||||
| Scott Weber | |||||
| General Counsel | |||||
FAQ
What executive change did A10 Networks (ATEN) disclose in this 8-K?
A10 Networks disclosed that Sheen Khoury was terminated as Executive Vice President, Worldwide Sales and Marketing on April 27, 2026. The filing focuses on the terms of his Separation Agreement and related equity vesting treatment following his departure from the company.
What is the Separation Agreement between A10 Networks and Sheen Khoury?
The Separation Agreement and Release, executed May 2, 2026, sets the terms of Khoury’s departure. It becomes effective on the eighth day after he signs, provided neither party revokes it, and includes equity vesting acceleration in exchange for his effective release of claims.
What equity awards are accelerated for Sheen Khoury under the A10 Networks agreement?
On the Effective Date, vesting accelerates for 11,667 restricted stock units and 21,385 performance-based restricted stock units of A10 Networks common stock, all granted under the 2023 Stock Incentive Plan. These awards had vesting conditions that were met or nearly met at termination.
Are there any cash severance or extra benefits for Sheen Khoury from A10 Networks?
The filing states that, other than the specified equity vesting acceleration, no other compensation or benefits will be provided to Sheen Khoury in connection with his termination. The consideration centers on equity awards linked to his release of claims.
When does Sheen Khoury’s Separation Agreement with A10 Networks become effective?
The agreement becomes effective on the eighth day after Khoury signs it, called the Effective Date, as long as neither A10 Networks nor Khoury revokes the agreement on or before that day. The equity vesting acceleration occurs on that Effective Date.