Director James Dolce disposes 31,995 JNPR shares upon HPE merger

Rhea-AI Filing Summary

Juniper Networks, Inc. (JNPR) – Form 4 insider filing discloses that non-employee director James A. Dolce Jr. disposed of all equity interests on 2 July 2025 due to the closing of the previously announced merger with Hewlett Packard Enterprise Company (HPE).

Under the Agreement and Plan of Merger signed 9 January 2024, HPE’s wholly-owned subsidiary merged with Juniper, making Juniper a wholly-owned HPE subsidiary. Each outstanding Juniper common share was converted into the right to receive US $40.00 in cash, and all director RSU awards were cancelled for an equivalent cash payment.

Dolce’s Form 4 entries show:

• 31,995 common shares (held directly) were disposed of (Transaction Code D); post-transaction holding: 0 shares.
• 6,840 RSUs were simultaneously cancelled for cash; post-transaction derivative holding: 0.

The filing confirms completion of the cash-only take-private transaction at $40 per share and indicates that directors no longer retain JNPR equity following the merger’s effective time.

Positive

• Merger closed: Filing verifies consummation of HPE’s acquisition, removing deal-completion risk.
• $40.00 cash per share: Shareholders receive immediate, certain liquidity at the stated merger price.

Negative

• None.

Insights

M&A Specialist

TL;DR – Filing confirms merger close; all Juniper equity cashed at $40, eliminating insider holdings.

The Form 4 provides the first Section 16 confirmation that HPE’s acquisition of Juniper reached legal close on 2 July 2025. The disposition of 31,995 shares and 6,840 RSUs at $40 cash reflects the merger mechanics outlined in the January 2024 agreement. From a deal-risk standpoint, this removes any residual uncertainty about closing conditions or regulatory hurdles—the merger is now consummated, and Juniper becomes a wholly-owned HPE subsidiary. For legacy JNPR investors, the cash consideration crystallises value and terminates trading in Juniper stock. No further upside participation exists, but deal certainty and immediate liquidity are delivered.

Portfolio Manager

TL;DR – Insider reports zero remaining JNPR shares; cash exit at $40 now final.

This filing is administratively routine yet materially impactful for holders awaiting confirmation of payment. The $40 redemption represents the final settlement price; there are no price adjustments or contingent value rights mentioned. Investors should plan to redeploy capital as Juniper stock will cease to trade independently. The absence of residual equity by directors signals the full unwind of insider exposure, reinforcing that all minority shareholders will receive identical treatment.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider DOLCE JAMES A JR

Role Director

Type	Security	Shares	Price	Value
Disposition	RSU Award	6,840	$0.00	--
Disposition	Common Stock	31,995	$0.00	--

Holdings After Transaction: RSU Award — 0 shares (Direct); Common Stock — 0 shares (Direct)

Footnotes (1)

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"). 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. Not applicable.

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Form 4 Insider Transactions: What Each Field Means →

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^*

DOLCE JAMES A JR

(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		31,995	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: James Dolce	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 did Juniper Networks (JNPR) shareholders receive upon the HPE merger?

Each share was converted into $40.00 in cash, with no interest.

When did the Juniper-HPE merger become effective?

The merger closed on July 2, 2025.

How many Juniper shares did Director James Dolce dispose of?

He disposed of 31,995 common shares, leaving him with zero shares post-transaction.

What happened to James Dolce’s RSU awards?

6,840 RSUs were cancelled and cashed out at the $40.00 per-share merger consideration.

Does James Dolce still hold any Juniper equity after the merger?

No. The Form 4 shows 0 shares and 0 derivative securities remaining.