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[Form 4] CALIX, INC. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Michael Weening, President & CEO and director of Calix, Inc. (CALX), reported option exercise and share sale on 08/28/2025. He exercised 126,000 stock options with a $7.84 exercise price and acquired 126,000 shares, then sold 126,000 shares at $60. After these transactions his reported beneficial ownership is 16,117 shares and he holds 474,000 options exercisable into common stock. The filing states 100% of the option shares were vested as of 11/27/2023 and that the sales were effected under a Rule 10b5-1 trading plan adopted 02/28/2025. The Form 4 was signed by an attorney-in-fact on 09/02/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Transaction appears pre-planned under a 10b5-1 plan, reducing direct shareholding while leaving substantial option exposure.

The filing shows a contemporaneous option exercise and sale of identical share amounts on 08/28/2025. The company officer reported that the sales were effected pursuant to a Rule 10b5-1 plan adopted on 02/28/2025, which provides an affirmative defense against insider trading claims when properly established. While the sale materially reduced his direct common stock holdings to 16,117 shares, the reporting person still retains 474,000 options, preserving upside exposure. For governance review, the key factual points are vesting completion (11/27/2023), the exercise price ($7.84), and the sale price ($60), all disclosed in the Form 4.

TL;DR: Exercise at low strike and immediate sale at a much higher price locked in proceeds; transaction was executed under a pre-established plan.

The reporting shows an exercise of 126,000 options at $7.84 followed by a sale of those 126,000 shares at $60 on the same date, indicating monetization of option gains. The continued ownership of 474,000 options suggests retained potential equity upside. The filing supplies concrete prices and quantities but does not disclose proceeds or tax treatment. Because the sale was under a Rule 10b5-1 plan, this is consistent with a pre-arranged disposition rather than opportunistic insider sales.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
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*
Weening Michael

(Last) (First) (Middle)
C/O CALIX, INC.
2777 ORCHARD PARKWAY

(Street)
SAN JOSE CA 95134

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025
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 08/28/2025 M 126,000 A $7.84 142,117 D
Common Stock 08/28/2025 S 126,000 D $60 16,117 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) $7.84 08/28/2025 M 126,000 (1) 11/27/2029 Common Stock 126,000 $0 474,000 D
Explanation of Responses:
1. 100% of the shares subject to the option were fully vested and exercisable on November 27, 2023.
Remarks:
Sales reported on the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on February 28, 2025.
/s/ Tom Gemetti as Attorney-in-Fact for Michael Weening 09/02/2025
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did CALX CEO Michael Weening report on Form 4?

The Form 4 reports that Michael Weening exercised 126,000 options at $7.84 and sold 126,000 shares at $60 on 08/28/2025, leaving him with 16,117 shares and 474,000 options.

Were the option shares vested when exercised?

Yes. The filing states 100% of the shares subject to the option were fully vested on 11/27/2023.

Was the sale part of a pre-arranged trading plan?

Yes. The filing discloses the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 02/28/2025.

How many options does the reporting person still hold?

After the reported transactions, the filing shows the reporting person beneficially owns 474,000 options.

When was the Form 4 signed and filed?

The Form 4 shows a signature by an attorney-in-fact dated 09/02/2025.
Calix Networks

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3.71B
59.30M
10.36%
87.91%
3.46%
Software - Infrastructure
Communications Services, Nec
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United States
SAN JOSE