Ciena Sales Chief Holds 87K Shares After Required Tax-Related Stock Sale

Rhea-AI Filing Summary

Jason Phipps, SVP Global Sales and Marketing at Ciena Corporation (CIEN), reported multiple transactions related to tax withholding on RSU vestings on June 20, 2025. The transactions involved:

• Disposition of 493 shares from a December 2022 RSU grant
• Disposition of 774 shares from a December 2023 RSU grant
• Disposition of 508 shares from a December 2024 RSU grant
• Disposition of 325 shares from a December 2021 RSU grant

All shares were withheld at $74.53 per share to cover tax liabilities. Following these transactions, Phipps beneficially owns 87,158 shares, including unvested RSUs and PSUs. The Form 4 was filed by Michelle Rankin on behalf of Jason Phipps on June 23, 2025.

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^*

Phipps Jason

(Last) (First) (Middle)

C/O CIENA CORPORATION

7035 RIDGE RD.

(Street)

HANOVER MD 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 Global Sales and Marketing

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/20/2025		F		493(1)	D	$74.53	88,765(2)	D
Common Stock	06/20/2025		F		774(3)	D	$74.53	87,991(2)	D
Common Stock	06/20/2025		F		508(4)	D	$74.53	87,483(2)	D
Common Stock	06/20/2025		F		325(5)	D	$74.53	87,158(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 12/14/2021. Acquisition of the RSU was previously reported in Table I of the reporting person's Form 4 filed on 12/16/2021.

	By: Michelle Rankin For: Jason Phipps	06/23/2025
	** 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.
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FAQ

How many CIEN shares did SVP Jason Phipps dispose of on June 20, 2025?

On June 20, 2025, Jason Phipps had a total of 2,100 shares withheld (disposed of) to cover tax liabilities, consisting of 493 shares, 774 shares, 508 shares, and 325 shares from different RSU award agreements at a price of $74.53 per share.

What is Jason Phipps' current position at CIEN and how many shares does he own?

Jason Phipps serves as SVP Global Sales and Marketing at Ciena Corporation. Following the reported transactions, he beneficially owns 87,158 shares, which includes unvested Restricted Stock Units (RSUs) and Performance Stock Units (PSUs).

What was the price per share for CIEN stock in the June 20, 2025 transactions?

All transactions on June 20, 2025 were executed at a price of $74.53 per share.

Why did CIEN's Jason Phipps dispose of shares on June 20, 2025?

The shares were withheld to cover payment of tax liabilities related to various restricted stock unit (RSU) award agreements from 2021, 2022, 2023, and 2024 that were vesting. This was not an open market sale but rather a standard tax withholding transaction.

When were the original RSU awards granted to CIEN's Jason Phipps?

The RSU awards were granted on different dates: December 14, 2021, December 13, 2022, December 12, 2023, and December 17, 2024, as indicated by the previous Form 4 filings referenced in the explanatory notes.