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  4. [Form 4] HARMONIC INC. Insider Trading Activity

Harmonic (NASDAQ: HLIT) SVP’s RSU vesting adds shares while tax withholding trims 1,452

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HARMONIC INC. executive Neven Haltmayer reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 1, 2026, 2,725 restricted stock units converted into the same number of common shares at a stated price of $0.00 per share.

To cover tax obligations, 1,452 common shares were disposed of at $15.81 per share through a tax-withholding transaction, which is not an open-market sale. After these transactions, Haltmayer directly holds 140,513 common shares and 10,897 restricted stock units, indicating he retained most of the newly delivered shares.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU vesting with tax withholding; minimal signaling impact.

SVP Neven Haltmayer saw 2,725 restricted stock units convert into common stock, a standard compensation event. The paired F-code transaction shows 1,452 shares withheld at $15.81 to satisfy taxes, not an open-market sale.

This is a typical exercise-and-tax-withholding pattern, with no discretionary buying or selling. Haltmayer’s direct holdings rise to 140,513 common shares plus 10,897 RSUs, suggesting continued equity exposure. There is no remaining derivative position shown in this filing.

Insider Haltmayer Neven
Role SVP & GM, Video Business
Type Security Shares Price Value
Exercise Restricted Stock Units 2,725 $0.00 $0.00
Exercise Common Stock 2,725 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,452 $15.81 $23K
Holdings After Transaction: Restricted Stock Units — 10,897 shares (Direct); Common Stock — 140,513 shares (Direct)
Footnotes (1)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of HLIT common stock.
RSUs converted 2,725 shares Restricted stock units converting to common stock on June 1, 2026
Tax-withheld shares 1,452 shares Shares disposed for tax withholding at $15.81 per share
Tax-withholding price $15.81/share Price for F-code tax-withholding disposition of common stock
Common shares held 140,513 shares Direct Harmonic common stock holdings after transactions
RSUs remaining 10,897 units Restricted stock units held after the June 1, 2026 conversion
RSU exercise price $0.00/share Stated conversion price for 2,725 restricted stock units
Restricted Stock Units financial
"The security title is listed as "Restricted Stock Units" for one transaction."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"The transaction_action field describes an F-code event as "tax-withholding disposition"."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"The M-code transactions use the action label "derivative exercise/conversion"."
derivative security financial
"The transaction_code_description for M notes "Exercise or conversion of derivative security"."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
total_shares_following_transaction financial
"Each row includes a "total_shares_following_transaction" figure after the event."

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

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FAQ

What insider transactions did HLIT executive Neven Haltmayer report?
Neven Haltmayer reported a vesting of 2,725 restricted stock units that converted into common shares at a stated price of $0.00. To cover taxes, 1,452 common shares were disposed of via tax withholding, rather than an open-market sale, on June 1, 2026.

Did HLIT SVP Neven Haltmayer sell shares on the open market?
The filing shows no open-market sale. Instead, 1,452 shares of Harmonic common stock were withheld at $15.81 per share to satisfy tax obligations tied to RSU vesting, a mechanical process rather than a discretionary market trade by the executive.

How many HLIT shares did Neven Haltmayer acquire through RSU vesting?
Haltmayer acquired 2,725 Harmonic common shares through the conversion of restricted stock units at a stated price of $0.00. Each restricted stock unit represents one share, so the full 2,725 units delivered the same number of common shares to him directly.

What are Neven Haltmayer’s HLIT holdings after these transactions?
After the reported transactions, Haltmayer directly holds 140,513 shares of Harmonic common stock and 10,897 restricted stock units. These figures reflect his updated equity position following the RSU conversion and the related tax-withholding share disposition on June 1, 2026.

What does the F transaction code mean in the HLIT Form 4 filing?
The F code in this Form 4 indicates shares withheld to pay taxes or exercise costs. In Haltmayer’s case, 1,452 Harmonic shares were disposed of at $15.81 each for tax withholding, which is categorized as a non-market, mechanical disposition rather than a voluntary sale.

What does the M transaction code represent for HLIT’s Neven Haltmayer?
The M code reflects the exercise or conversion of a derivative security, here restricted stock units. Haltmayer’s 2,725 RSUs converted into 2,725 common shares at a stated $0.00 price, showing compensation vesting rather than a market purchase of Harmonic stock.
SEC Form 4
FORM 4UNITED 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*
Haltmayer Neven
(Last)(First)(Middle)
2590 ORCHARD PARKWAY
(Street)
SAN JOSE CALIFORNIA 95131
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
HARMONIC INC. [ HLIT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP & GM, Video Business
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026M2,725A$0141,965D
Common Stock06/01/2026F1,452D$15.81140,513D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)$006/01/2026M2,72506/01/202506/01/2027Common Stock2,725$010,897D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of HLIT common stock.
/s/ Wendi Ninh, Attorney-in-Fact06/03/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR