Illumina awards CLO RSUs and performance units

Rhea-AI Filing Summary

ILLUMINA, INC. (symbol: ILMN) is the issuer of record for a Form 4 filing submitted to the SEC. Coletti Julie Ann reported acquisition or exercise transactions in this Form 4 filing.

ILLUMINA, INC. (ILMN) reported that its Chief Legal Officer, Julie Ann Coletti, received multiple equity awards on September 8, 2026. These include grants of 4,549 shares of common stock in restricted stock units vesting in four equal annual installments and 14,214 shares of common stock in restricted stock units vesting in three annual installments beginning September 5, 2027.

She also received two grants of 5,307 performance stock units each, expiring December 31, 2028, which are contingently settled in common stock based on Illumina’s three-year average consolidated non-GAAP earnings per share growth for fiscal years 2026–2028 and on relative total shareholder return for the fiscal year ending December 31, 2028. The number of shares ultimately issued under each performance award may range from 0% to 250% of the target amount, subject to continued service. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 29,377 shares

Grant/Award 4 txns

Insider Coletti Julie Ann

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Performance Shares F3	5,307	$0.00	$0.00
Grant/Award	Performance Shares F4	5,307	$0.00	$0.00
Grant/Award	Common Stock F1	4,549	$0.00	$0.00
Grant/Award	Common Stock F2	14,214	$0.00	$0.00

Holdings After Transaction: Performance Shares — 10,614 contracts (Direct); Common Stock — 18,763 shares (Direct)

Footnotes (4)

1. F1. Grant of restricted stock units with 25% of the shares subject to the award vesting on each of the first, second, third and fourth anniversaries of the date of grant, subject to the awardee's continuing to be a service provider on such dates.
2. F2. Grant of restricted stock units shall vest as follows: 33.3% of the shares subject to the award shall vest on each of September 5, 2027, September 5, 2028, and September 5, 2029, subject to the awardee's continuing status as a service provider on such dates.
3. F3. Each performance stock unit represents a contingent right to receive one share of common stock based on the Company's three-year average consolidated non-GAAP earnings per share growth for fiscal years 2026-2028 with vesting on December 31, 2028. The number of shares issued will range from 0% to 250% of the amount specified above, based on the Company's actual three-year average consolidated non-GAAP earnings per share growth for fiscal years 2026-2028, relative to pre-defined objectives, subject to awardee's continuing to be a service provider on such dates.
4. F4. Each performance stock unit represents a contingent right to receive one share of common stock based on the Company's relative total shareholder return for the fiscal year ending December 31, 2028. The number of shares issued will range from 0% to 250% of the amount specified above, based on the company's relative total shareholder return for the fiscal year ending December 31, 2028, relative to pre-defined objectives, subject to the awardee's continuing status as a service provider on such dates.

Key Figures

Restricted stock units (4-year vesting): 4,549 shares Restricted stock units (3-year vesting): 14,214 shares Performance stock units (EPS-based grant): 5,307 units +3 more

6 metrics

Restricted stock units (4-year vesting) 4,549 shares Grant of time-based RSUs vesting 25% annually on each of the first four anniversaries of grant

Restricted stock units (3-year vesting) 14,214 shares Grant of time-based RSUs vesting 33.3% on September 5, 2027, 2028, and 2029

Performance stock units (EPS-based grant) 5,307 units Each unit is a contingent right to one share, based on 2026–2028 non-GAAP EPS growth, vesting December 31, 2028

Performance stock units (TSR-based grant) 5,307 units Each unit is a contingent right to one share, based on relative TSR for fiscal year ending December 31, 2028

Performance payout range 0% to 250% of target shares Range of shares issuable under each performance stock unit award depending on performance versus objectives

Expiration date of performance awards December 31, 2028 Expiration/vesting date for both performance stock unit grants reported

Key Terms

restricted stock units, performance stock unit, non-GAAP earnings per share, relative total shareholder return

4 terms

restricted stock units financial

"Grant of restricted stock units with 25% of the shares subject to the award vesting"

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.

performance stock unit financial

"Each performance stock unit represents a contingent right to receive one share"

A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.

non-GAAP earnings per share financial

"based on the Company's three-year average consolidated non-GAAP earnings per share growth"

Non-GAAP earnings per share is a company’s reported profit per share after removing certain items that management considers one-time, unusual, or not part of regular operations, such as restructuring costs, stock-based compensation, or asset write-downs. Investors use it like an “adjusted score” to see what management believes is the company’s ongoing, core profitability, but because the adjustments vary between firms it should be compared carefully across companies.

relative total shareholder return financial

"based on the Company's relative total shareholder return for the fiscal year"

Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.

FAQ

What equity awards did ILMN grant to its Chief Legal Officer on September 8, 2026?

Illumina granted the Chief Legal Officer 4,549 restricted stock units vesting over four years, 14,214 restricted stock units vesting over three years starting September 5, 2027, and two performance stock unit awards of 5,307 units each tied to multi-year performance metrics.

How do the new performance stock units for ILMN’s Chief Legal Officer vest?

Each performance stock unit represents a right to receive one share of common stock, with vesting on December 31, 2028. Payout depends on Illumina’s three-year average consolidated non-GAAP EPS growth for 2026–2028 and on relative total shareholder return for 2028, versus predefined objectives.

What is the potential payout range for the ILMN performance stock units granted?

For each of the performance stock unit awards of 5,307 units, the number of shares ultimately issued may range from 0% to 250% of the target amount, based on actual performance against the specified non-GAAP EPS growth and relative total shareholder return objectives.

What are the vesting terms of the 4,549 ILMN restricted stock units?

The 4,549 restricted stock units vest in four equal installments, with 25% of the shares vesting on each of the first, second, third, and fourth anniversaries of the grant date, subject to the awardee’s continued service on those dates.

What are the vesting terms of the 14,214 ILMN restricted stock units?

The 14,214 restricted stock units vest in three equal tranches of 33.3% each on September 5, 2027, September 5, 2028, and September 5, 2029, provided the awardee continues as a service provider on those dates.

Were the ILMN Form 4 transactions executed under a Rule 10b5-1 trading plan?

No. The filing indicates that the Rule 10b5-1 checkbox is not marked for these transactions, and no footnote states that they were made under a trading plan.

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Available on EDGAR 09/10/2026 - 04:59 PM Accepted by SEC EDGAR 09/10/2026 - 04:59 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^*

Coletti Julie Ann

(Last) (First) (Middle)

5200 ILLUMINA WAY

(Street)

SAN DIEGO CALIFORNIA 92122

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ILLUMINA, INC. [ ILMN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026

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	09/08/2026		A		4,549(1)	A	$0	4,549	D
Common Stock	09/08/2026		A		14,214(2)	A	$0	18,763	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
Performance Shares	(3)	09/08/2026		A		5,307		(3)	12/31/2028	Common Stock	5,307	$0	5,307	D
Performance Shares	(4)	09/08/2026		A		5,307		(4)	12/31/2028	Common Stock	5,307	$0	5,307	D

Explanation of Responses:

1. Grant of restricted stock units with 25% of the shares subject to the award vesting on each of the first, second, third and fourth anniversaries of the date of grant, subject to the awardee's continuing to be a service provider on such dates.

2. Grant of restricted stock units shall vest as follows: 33.3% of the shares subject to the award shall vest on each of September 5, 2027, September 5, 2028, and September 5, 2029, subject to the awardee's continuing status as a service provider on such dates.

3. Each performance stock unit represents a contingent right to receive one share of common stock based on the Company's three-year average consolidated non-GAAP earnings per share growth for fiscal years 2026-2028 with vesting on December 31, 2028. The number of shares issued will range from 0% to 250% of the amount specified above, based on the Company's actual three-year average consolidated non-GAAP earnings per share growth for fiscal years 2026-2028, relative to pre-defined objectives, subject to awardee's continuing to be a service provider on such dates.

4. Each performance stock unit represents a contingent right to receive one share of common stock based on the Company's relative total shareholder return for the fiscal year ending December 31, 2028. The number of shares issued will range from 0% to 250% of the amount specified above, based on the company's relative total shareholder return for the fiscal year ending December 31, 2028, relative to pre-defined objectives, subject to the awardee's continuing status as a service provider on such dates.

	Robert Maynes for Julie Ann Coletti	09/10/2026
	** 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)