Ciena Corp SEC Filings

CIENA Corp insider activity: This Form 4 shows David M. Rothenstein, SVP and Chief Strategy Officer, disposed of shares on 09/20/2025 through withholding to cover tax liabilities related to previously granted restricted stock units and performance stock units. Multiple withholding codes are reported: 679, 204, 811, 436 and 308 shares, each at a reported price of $138.37. After the transactions the filing reports beneficial ownership totals in the range of 188,190 to 189,949 shares, which include unvested RSUs and PSUs. The reported disposals reflect tax-withholding mechanics on awards originally granted in 2021, 2022, 2023 and 2024, and do not show open-market purchases or sales beyond those withholdings.

Jason Phipps, SVP Global Sales and Marketing at CIENA CORP (CIEN), reported multiple disposals on 09/20/2025 related to withholding for tax obligations on previously awarded restricted stock units (RSUs). The Form 4 lists four withholding transactions executed at a price of $138.37 per share, with amounts of 741, 867, 508 and 489 shares reported as disposed. The filing notes these withholdings correspond to RSU award agreements dated 12/13/2022, 12/12/2023, 12/17/2024 and 12/14/2021; the RSU grants themselves were previously disclosed on the filer’s earlier Form 4 filings. The tables show the reporting person’s beneficial ownership figures following the transactions as 84,092, 83,225, 82,717 and 82,228 shares, respectively. The Form appears to be a routine insider tax-withholding disclosure and is signed on behalf of the reporting person.

Sheela Kosaraju, SVP and General Counsel of CIENA Corporation (CIEN), reported multiple share dispositions on 09/20/2025 at $138.37 per share. The transactions reflect shares withheld to satisfy tax obligations tied to previously granted restricted stock units (RSUs) and include both RSUs and performance stock units (PSUs). Individual withholding lots were 164, 728, 578, 345, and 106 shares, leaving the reporting person with a beneficial ownership reported in the range of 86,408 to 88,165 shares across line items. All transactions are reported as dispositions related to tax withholding for awards granted on specific prior dates.

Dino DiPerna, SVP Global R&D at CIENA CORPORATION (CIEN), reported multiple share dispositions on 09/20/2025 related to tax withholding for vested restricted stock units. The Form 4 shows five withholding transactions totaling 2,125 shares (204, 444, 730, 428, 319) sold at a price of $138.37 per share to cover tax liabilities from prior RSU awards dated 10/27/2023, 12/13/2022, 12/12/2023, 12/17/2024 and 12/14/2021. The filings note unvested Restricted Stock Units and Performance Stock Units are included in the reported holdings.

Following the reported transactions, the filing discloses beneficial ownership counts shown after each disposition, with the lowest reported post-transaction beneficial ownership being 41,263 shares. The Form 4 was signed on behalf of Mr. DiPerna on 09/22/2025.

Ciena Corporation announced it has entered into a definitive agreement to acquire privately-held Nubis Communications, Inc., a company that specializes in high-performance, ultra-compact, low-power optical and electrical interconnects designed to support artificial intelligence (AI) workloads. The press release states the transaction is expected to close during Ciena's fiscal fourth quarter 2025 and is subject to customary closing conditions. The filing includes standard forward-looking statement language cautioning that the acquisition may not close as expected, integration may present challenges, and actual results could differ materially from current expectations. A copy of the press release is attached as Exhibit 99.1.

David M. Rothenstein, SVP and Chief Strategy Officer of Ciena Corporation (CIEN), reported a sale of 2,500 shares of common stock on 09/15/2025 at a price of $132 per share. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan dated 12/23/2024, indicating the transaction was prearranged. Following the reported sale, Rothenstein beneficially owns 190,628 shares; the filing clarifies that this total includes unvested Restricted Stock Units (RSUs) and Performance Stock Units (PSUs). The Form 4 is a routine insider report disclosing a planned disposition of shares and the reporting officer’s aggregate holdings.

Gage Brodie, serving as SVP Global Products & Supply at Ciena Corporation (CIEN), reported a planned sale of 350 shares of Ciena common stock on 09/15/2025 at a price of $132 per share. The filing states the sale was executed under a Rule 10b5-1 trading plan dated 09/06/2025. After the reported disposition, Brodie beneficially owns 42,918 shares, a figure that the filing specifies includes unvested Restricted Stock Units (RSUs) and Performance Stock Units (PSUs). The form was filed by one reporting person and was signed on behalf of Brodie by Michelle Rankin.

Insider sale reported by CIEN director and CEO Gary B. Smith. The Form 4 shows that on 09/15/2025 Mr. Smith sold 6,800 shares of CIENA common stock under a Rule 10b5-1 trading plan dated 09/11/2024 at a weighted average price of $136.2026, with individual trade prices ranging from $131.6550 to $138.2200.

Following the reported sale, Mr. Smith beneficially owns 298,357 shares, a total that explicitly includes unvested Restricted Stock Units and Performance Stock Units. The filing was signed on 09/16/2025 and states that full per-trade sale details will be provided to the SEC upon request.

Form 144 notice for CIENA CORP (CIEN) discloses a proposed sale of 2,500 common shares through Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $328,200. The shares were originally acquired as Restricted Stock Units on 12/20/2022. The filing also reports three prior 10b5-1 plan sales by the same person (David Rothenstein) of 2,500 shares each on 06/16/2025, 07/15/2025, and 08/15/2025, generating gross proceeds of $185,328.25, $205,524.50, and $226,495.75 respectively (totaling $617,348.50). The issuer's shares outstanding are listed as 141,055,908. The filer certifies no undisclosed material adverse information and references reliance on a 10b5-1 trading plan where applicable.