Tax withholding trims Ciena (NYSE: CIEN) CFO RSU shares

Rhea-AI Filing Summary

Ciena Corporation’s SVP & Chief Financial Officer Marc D. Graff reported a routine tax-related share disposition. On March 20, 2026, 199 shares of common stock were withheld to cover tax liabilities tied to a previously granted restricted stock unit (RSU) award. This was not an open-market sale but an automatic withholding mechanism. After this transaction, Graff directly held 127,406 common shares, and the reported holdings also include unvested RSUs.

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^*

Graff Marc D.

(Last) (First) (Middle)

C/O CIENA CORPORATION

7035 RIDGE RD.

(Street)

HANOVER MARYLAND 21076-1426

(City) (State) (Zip)

UNITED STATES

(Country)

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 & Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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

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

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

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	03/20/2026		F		199(1)	D	$383.89	127,406(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 12/16/2025. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/18/2025.

2. Shares reported include unvested RSUs.

	By: Michelle Rankin For: Marc D Graff	03/24/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Ciena (CIEN) report for CFO Marc Graff?

Ciena reported that CFO Marc D. Graff had 199 common shares withheld on March 20, 2026 to cover taxes from a restricted stock unit (RSU) award, rather than executing an open-market sale.

Was the Ciena (CIEN) CFO’s March 20, 2026 transaction an open-market sale?

No, the transaction was not an open-market sale. The 199 shares were withheld by the company to pay tax liabilities arising from a previously granted RSU award, a routine compensation-related mechanism.

How many Ciena (CIEN) shares does CFO Marc Graff hold after this Form 4?

Following the tax-withholding transaction, CFO Marc D. Graff directly holds 127,406 shares of Ciena common stock. The filing also notes that these reported holdings include unvested RSUs in addition to vested shares.

What RSU award triggered the Ciena (CIEN) CFO’s tax withholding?

The tax withholding relates to a restricted stock unit (RSU) award agreement dated December 16, 2025. The acquisition of this RSU award had been previously reported in a Form 4 filed on December 18, 2025.

How does this Ciena (CIEN) Form 4 classify the CFO’s transaction?

The Form 4 classifies the event as a tax-withholding disposition, coded “F,” meaning shares were delivered to cover exercise price or tax liabilities, rather than being bought or sold in the open market.