[Form 4] Juniper Networks Inc Insider Trading Activity

Rhea-AI Filing Summary

Juniper Networks, Inc. (JNPR) – Form 4 insider filing

Director Steven Fernandez reported the final disposition of all equity holdings following the 2 July 2025 close of Juniper’s cash merger with Hewlett Packard Enterprise (HPE). Under the Merger Agreement, every Juniper share was converted into $40.00 cash and the company became a wholly-owned HPE subsidiary.

• Common stock: 21,818 shares disposed; post-transaction balance: 0.
• RSU award: 6,840 units cancelled and cash-settled at $40.00 equivalent.
• All positions were held directly; no indirect ownership remains.

The filing confirms that Juniper’s directors have received cash consideration and no longer hold Juniper securities, signalling the completion of the merger and the company’s exit from public trading.

Positive

• Completion of cash merger: Shareholders, including directors, received $40.00 per share in cash, delivering immediate liquidity.

Negative

• Cessation of public equity: Juniper stock is no longer traded, eliminating future upside participation for former public investors.

Insights

M&A Specialist

TL;DR – Filing documents cash-out of director shares after HPE closes Juniper acquisition; neutral market impact.

The Form 4 simply records the automatic conversion of equity, mandated by the January 2024 merger agreement. Shareholders—including board members—receive the agreed $40 per share in cash; RSUs are cashed out on identical terms. Because the deal’s financial terms were disclosed 18 months earlier, the filing is procedural and does not alter valuation or transaction economics. Impact is limited to confirming legal completion and elimination of outstanding Juniper equity.

Corporate Governance Expert

TL;DR – Director’s holdings now zero; governance shifts fully to HPE post-merger.

With Juniper delisted, Section 16 reporting ends. Board members’ equity conversion signifies the transition to HPE oversight and dissolves any residual fiduciary duties to public shareholders. No red flags emerge; disposal is mandated, not discretionary. Governance risk for legacy investors is moot because they have been cashed out.

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

X

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^*

Fernandez Steven

(Last) (First) (Middle)

1133 INNOVATION WAY

(Street)

SUNNYVALE CA 94089

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
JUNIPER NETWORKS INC [ JNPR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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	07/02/2025		D		21,818	D	(1)	0	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
RSU Award	$0	07/02/2025		D			6,840	(2)	(3)	Common Stock	6,840	(2)	0	D

Explanation of Responses:

1. Pursuant to an Agreement and Plan of Merger, dated as of January 9, 2024 (the "Merger Agreement"), entered into by and among Juniper Networks, Inc., a Delaware corporation (the "Issuer"), Hewlett Packard Enterprise Company, a Delaware corporation ("Parent"), and Jasmine Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), on July 2, 2025, in accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Parent (the "Merger"). In connection with the Merger, each outstanding share of Issuer common stock ("Share") was converted into the right to receive an amount equal to $40.00 per share in cash, without interest (the "Merger Consideration").

2. Pursuant to the Merger Agreement, each Issuer restricted stock unit ("RSU") award outstanding immediately prior to the effective time of the Merger and held by a non-employee member of the Issuer's board of directors was cancelled and converted into the right to receive an amount of cash equal to the product of (A) the number of Shares that were subject to such Issuer RSU award as of immediately prior to the effective time of the Merger, multiplied by (B) the Merger Consideration.

3. Not applicable.

	By: /s/ Colin Lloyd, as attorney-in-fact For: Steven Fernandez	07/02/2025
	** 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.
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.

FAQ

What transaction is disclosed in Juniper Networks' July 2 2025 Form 4?

It records Director Steven Fernandez’s automatic cash-out of 21,818 shares and 6,840 RSUs after Juniper’s merger with HPE.

How much cash did Juniper Networks (JNPR) shareholders receive per share?

$40.00 in cash for each common share, as stipulated in the merger agreement.

Does Steven Fernandez still own Juniper stock after the filing?

No. The Form 4 shows his direct ownership is now zero shares and zero RSUs.

Why were RSUs canceled in the Juniper–HPE merger?

All outstanding RSUs held by non-employee directors were converted into cash equal to shares × $40.00, per the merger terms.

Is Juniper Networks still a publicly traded company after July 2 2025?

No. It became a wholly-owned subsidiary of Hewlett Packard Enterprise and its common stock ceased trading.