Form 4: SINDELAR CORY reports acquisition/exercise transactions in CALX

Rhea-AI Filing Summary

SINDELAR CORY reported acquisition or exercise transactions in a Form 4 filing for CALX. The filing lists transactions totaling 170,439 shares at a weighted average price of $45.32 per share. Following the reported transactions, holdings were 103,994 shares.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SINDELAR CORY

(Last) (First) (Middle)

C/O CALIX, INC.

3155 OLSEN DRIVE, SUITE 450

(Street)

SAN JOSE CA 95117

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CALIX, INC [ (CALX) ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/14/2026		A	V	439(1)	A	$45.322(2)	103,994	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$39.68	02/12/2026		A		170,000		01/31/2026(3)	01/31/2035	Common Stock	170,000	$0	170,000	D

Explanation of Responses:

1. The reporting person is voluntarily reporting the acquisition of shares of the issuer's common stock pursuant to the Calix, Inc. Amended and Restated Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of August 15, 2025 through February 14, 2026. This transaction is exempt under Rule 16b-3(c).

2. In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on February 13, 2026, the last trading day of the purchase period.

3. On January 31, 2025, the reporting person was granted a performance-based option to purchase 170,000 shares of common stock. On February 12, 2026, the Compensation Committee determined that the performance criteria governing 100% of the grant had been achieved. The option vests: (i) as to 25% of the shares of common stock subject to the stock option, on January 31, 2026; and (ii) as to the remaining 75% of the shares of common stock subject to the option, quarterly in equal installments over 36 months from January 31, 2026, subject to continued employment with Calix through the applicable vesting dates.

Remarks:

	/s/ Tom Gemetti as Attorney-in-Fact for Cory Sindelar	02/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Calix (CALX) CFO Cory Sindelar report in this Form 4?

Cory Sindelar reported acquiring common shares via an employee stock purchase plan and receiving a large performance-based stock option grant. These transactions increase his direct equity stake and option-based exposure to Calix, aligning compensation with the company’s long-term stock performance.

How many Calix (CALX) shares did the CFO acquire and at what price?

He acquired 439 shares of Calix common stock at $45.322 per share through the employee stock purchase plan. The purchase price reflected 85% of the closing price on February 13, 2026, the last trading day of the purchase period defined in the plan.

What are the key terms of the 170,000-share Calix stock option grant?

The performance-based option covers 170,000 shares at a $39.68 exercise price. Performance criteria for 100% of the grant were certified achieved, and vesting occurs 25% on January 31, 2026 and 75% in equal quarterly installments over 36 months, contingent on continued employment.

How many Calix (CALX) shares does the CFO own after these transactions?

Following the reported ESPP acquisition, Cory Sindelar directly holds 103,994 shares of Calix common stock. In addition, he beneficially owns a performance-based stock option for 170,000 shares, which vests over time according to the specified schedule, subject to ongoing employment.

What plan was used for the Calix CFO’s share purchase and how was pricing set?

The purchase was made under the Calix, Inc. Amended and Restated Employee Stock Purchase Plan. Shares were bought at 85% of the common stock’s closing price on February 13, 2026, the final trading day of the August 15, 2025–February 14, 2026 purchase period.