[Form 4] CIENA CORP Insider Trading Activity

Q: What insider transaction did CIENA CORP (CIEN) report on this Form 4?

The Form 4 reports that a Ciena executive, serving as SVP and Chief Strategy Officer , had multiple stock transactions on 12/20/2025 , all related to shares withheld to pay taxes on prior equity awards.

Q: Were the CIENA CORP (CIEN) insider transactions open-market sales?

No. Each transaction is coded "F" , which indicates shares were withheld to cover tax liabilities arising from previously granted RSU, PSU, and MSU awards, rather than discretionary open-market sales.

Q: Does this CIENA CORP (CIEN) Form 4 indicate a Rule 10b5-1 trading plan?

The form includes a checkbox for transactions made under a Rule 10b5-1(c) trading plan, but the provided content does not indicate that this box was checked for these tax-withholding transactions.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Ciena Corporation insider share activity shows tax-related stock withholding by a senior executive. The reporting person, an officer serving as SVP and Chief Strategy Officer, reported multiple transactions in Ciena common stock on 12/20/2025.

Each transaction is coded "F," indicating shares were withheld to cover tax liabilities tied to previously granted equity awards, including restricted stock units (RSUs), performance stock units (PSUs), and a market stock unit (MSU). The withholding amounts ranged from 204 to 8,682 shares, all at a price of $230.34 per share.

After these tax withholdings, the executive beneficially owns 204,694 shares of Ciena common stock, which include unvested RSUs and PSUs. These transactions reflect administrative settlement of tax obligations rather than open-market buying or selling.

Insider Trade Summary

9 transactions reported

Mixed 9 txns

Insider Rothenstein David M

Role SVP and Chief Strategy Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	679	$230.34	$156K
Tax Withholding	Common Stock	204	$230.34	$47K
Tax Withholding	Common Stock	811	$230.34	$187K
Tax Withholding	Common Stock	436	$230.34	$100K
Tax Withholding	Common Stock	439	$230.34	$101K
Tax Withholding	Common Stock	8,682	$230.34	$2.00M
Tax Withholding	Common Stock	1,819	$230.34	$419K
Tax Withholding	Common Stock	2,091	$230.34	$482K
Tax Withholding	Common Stock	1,557	$230.34	$359K

Holdings After Transaction: Common Stock — 220,733 shares (Direct)

Footnotes (1)

Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/13/2022. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/15/2022. Shares reported include unvested Restricted Stock Units (RSUs) and Performance Stock Units (PSUs). Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/12/2023. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/14/2023. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/17/2024. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/19/2024. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/14/2021. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/16/2021. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a market stock unit (MSU) award agreement dated 12/13/2022. The earning of the MSU was previously reported on Table I of the reporting person's Form 4 filed on 12/18/2025. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a performance stock unit (PSU) award agreement dated 12/17/2024. The earning of the PSU was previously reported on Table I of the reporting person's Form 4 filed on 12/18/2025. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a performance stock unit (PSU) award agreement dated 12/12/2023. The earning of the PSU was previously reported on Table I of the reporting person's Form 4 filed on 12/19/2024.

Form 4 Insider Transactions: What Each Field Means →

12/23/2025 - 02:33 PM

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).

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^*

Rothenstein David M

(Last)

(First)

(Middle)

C/O CIENA CORPORATION

7035 RIDGE RD.

(Street)

HANOVER

21076-1426

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CIENA CORP [ CIEN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP and Chief Strategy Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/20/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/20/2025		F		679⁽¹⁾	D	$230.34	220,733⁽²⁾	D
Common Stock	12/20/2025		F		204⁽¹⁾	D	$230.34	220,529⁽²⁾	D
Common Stock	12/20/2025		F		811⁽³⁾	D	$230.34	219,718⁽²⁾	D
Common Stock	12/20/2025		F		436⁽⁴⁾	D	$230.34	219,282⁽²⁾	D
Common Stock	12/20/2025		F		439⁽⁵⁾	D	$230.34	218,843⁽²⁾	D
Common Stock	12/20/2025		F		8,682⁽⁶⁾	D	$230.34	210,161⁽²⁾	D
Common Stock	12/20/2025		F		1,819⁽⁷⁾	D	$230.34	208,342⁽²⁾	D
Common Stock	12/20/2025		F		2,091⁽⁷⁾	D	$230.34	206,251⁽²⁾	D
Common Stock	12/20/2025		F		1,557⁽⁸⁾	D	$230.34	204,694⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/13/2022. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/15/2022.

2. Shares reported include unvested Restricted Stock Units (RSUs) and Performance Stock Units (PSUs).

3. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/12/2023. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/14/2023.

4. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/17/2024. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/19/2024.

5. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement dated 12/14/2021. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/16/2021.

6. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a market stock unit (MSU) award agreement dated 12/13/2022. The earning of the MSU was previously reported on Table I of the reporting person's Form 4 filed on 12/18/2025.

7. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a performance stock unit (PSU) award agreement dated 12/17/2024. The earning of the PSU was previously reported on Table I of the reporting person's Form 4 filed on 12/18/2025.

8. Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a performance stock unit (PSU) award agreement dated 12/12/2023. The earning of the PSU was previously reported on Table I of the reporting person's Form 4 filed on 12/19/2024.

	By: Michelle Rankin For: David M Rothenstein	12/22/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did CIENA CORP (CIEN) report on this Form 4?

The Form 4 reports that a Ciena executive, serving as SVP and Chief Strategy Officer, had multiple stock transactions on 12/20/2025, all related to shares withheld to pay taxes on prior equity awards.

Were the CIENA CORP (CIEN) insider transactions open-market sales?

No. Each transaction is coded "F", which indicates shares were withheld to cover tax liabilities arising from previously granted RSU, PSU, and MSU awards, rather than discretionary open-market sales.

At what price were CIENA CORP (CIEN) shares withheld for taxes?

The reported tax-withholding transactions in Ciena common stock on 12/20/2025 were all recorded at a share price of $230.34.

How many CIENA CORP (CIEN) shares does the insider own after these transactions?

Following the reported tax-withholding transactions, the executive beneficially owns 204,694 shares of Ciena common stock, which include unvested RSUs and PSUs.

What types of equity awards were involved in this CIENA CORP (CIEN) Form 4?

The explanation notes tax withholding tied to several award types: restricted stock units (RSUs), performance stock units (PSUs), and a market stock unit (MSU), each granted under prior award agreements.

Does this CIENA CORP (CIEN) Form 4 indicate a Rule 10b5-1 trading plan?

The form includes a checkbox for transactions made under a Rule 10b5-1(c) trading plan, but the provided content does not indicate that this box was checked for these tax-withholding transactions.