Ciena exec has 2,350 shares withheld for taxes

CIENA’s EVP & Chief Strategy Officer had 2,350 shares withheld to pay taxes on vested equity awards, outside any Rule 10b5-1 plan.

Rhea-AI Filing Summary

CIENA CORP (CIEN) executive David M. Rothenstein, EVP & Chief Strategy Officer, reported dispositions of common stock on September 20, 2026, when 2,350 shares were withheld at $348.80 per share to cover his tax liabilities related to multiple Restricted Stock Unit award agreements. Shares reported include unvested RSUs and Performance Stock Units. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Tax Withholding: 2,350 shares

Tax Withholding 5 txns

Insider Rothenstein David M

Role EVP & Chief Strategy Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	679	$348.80	$237K
Tax Withholding	Common Stock F1, F2	204	$348.80	$71K
Tax Withholding	Common Stock F3, F2	811	$348.80	$283K
Tax Withholding	Common Stock F4, F2	436	$348.80	$152K
Tax Withholding	Common Stock F5, F2	220	$348.80	$77K

Holdings After Transaction: Common Stock — 175,381 shares (Direct)

Footnotes (5)

1. F1. 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. F2. Shares reported include unvested Restricted Stock Units (RSUs) and Performance Stock Units (PSUs).
3. F3. 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. F4. 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. F5. 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.

Key Figures

Shares withheld for taxes (total): 2,350 shares Price per share used for tax withholding: $348.80 per share Shares withheld for 12/13/2022 RSU award: 883 shares +4 more

7 metrics

Shares withheld for taxes (total) 2,350 shares Common stock withheld on September 20, 2026 to cover tax liabilities

Price per share used for tax withholding $348.80 per share Applied to all reported F code transactions on September 20, 2026

Shares withheld for 12/13/2022 RSU award 883 shares 679-share and 204-share F transactions tied to RSU award dated December 13, 2022

Shares withheld for 12/12/2023 RSU award 811 shares F transaction referencing RSU award agreement dated December 12, 2023

Shares withheld for 12/17/2024 RSU award 436 shares F transaction referencing RSU award agreement dated December 17, 2024

Shares withheld for 12/16/2025 RSU award 220 shares F transaction referencing RSU award agreement dated December 16, 2025

Number of F-code tax-withholding transactions 5 transactions All on September 20, 2026 for CIENA common stock

Key Terms

Restricted Stock Units (RSUs), Performance Stock Units (PSUs), Payment of tax liability

3 terms

Restricted Stock Units (RSUs) financial

"Represents shares withheld to cover payment of the tax liabilities of the reporting person related to a restricted stock unit (RSU) award agreement"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

Performance Stock Units (PSUs) financial

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

Performance stock units (PSUs) are a form of executive or employee pay that promise company shares only if pre-set performance goals are met over a defined period; think of them as a bonus paid in stock that arrives only when the company hits agreed targets. Investors watch PSUs because they affect the number of shares outstanding (dilution) and reveal how management’s pay is tied to financial or operational results, aligning incentives with shareholder outcomes.

Payment of tax liability financial

"Payment of tax liability by delivering or withholding securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CIEN executive David M. Rothenstein report in this Form 4?

He reported that 2,350 shares of CIENA common stock were withheld on September 20, 2026 at $348.80 per share to cover his tax liabilities arising from vested Restricted Stock Unit awards.

How many CIEN shares were withheld in total for taxes in this filing?

In total, 2,350 shares of CIENA common stock were withheld to pay tax liabilities related to several Restricted Stock Unit award agreements dated December 13, 2022, December 12, 2023, December 17, 2024, and December 16, 2025.

What price per share is reported in the CIEN Form 4 transactions?

Each of the reported tax-withholding transactions for CIEN common stock used a price of $348.80 per share in calculating the value of the shares withheld to satisfy David M. Rothenstein’s tax liabilities.

Were the CIEN Form 4 transactions made under a Rule 10b5-1 plan?

No. The filing indicates that no Rule 10b5-1 trading plan is associated with these transactions; the box affirming a 10b5-1 plan is not checked.

What types of equity awards are referenced in this CIEN Form 4?

The filing references Restricted Stock Units (RSUs) and states that the reported shares include unvested RSUs and Performance Stock Units (PSUs) held by David M. Rothenstein.

Is this CIEN Form 4 a market sale by the executive?

No. The transactions are coded as F, representing shares withheld to pay tax liabilities on vested Restricted Stock Units, not open-market sales initiated by David M. Rothenstein.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/22/2026 - 03:09 PM Accepted by SEC EDGAR 09/22/2026 - 03:09 PM Learn about SEC filing dates

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

8150 MAPLE LAWN BOULEVARD, SUITE 300

(Street)

FULTON MARYLAND 20759

(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)
	EVP & Chief Strategy Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/20/2026

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	09/20/2026		F		679(1)	D	$348.8	177,052(2)	D
Common Stock	09/20/2026		F		204(1)	D	$348.8	176,848(2)	D
Common Stock	09/20/2026		F		811(3)	D	$348.8	176,037(2)	D
Common Stock	09/20/2026		F		436(4)	D	$348.8	175,601(2)	D
Common Stock	09/20/2026		F		220(5)	D	$348.8	175,381(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 12/13/2022. 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 12/16/2025. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/18/2025.

	By: Michelle Rankin For: David M Rothenstein	09/21/2026
	** 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)