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[Form 4] Lumentum Holdings Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Lumentum Holdings insider Matthew Joseph Sepe, the company's Chief Accounting Officer, reported equity changes tied to performance stock units. On 08/07/2025 Sepe acquired 1,319 shares when the Compensation Committee determined certain PSU performance conditions were met. To satisfy tax withholding on the vesting, 474 shares were withheld at a reported price of $111.13, leaving the reporting person with 38,428 shares of Common Stock on a direct basis after the transactions.

The filing notes the acquisition resulted from PSU vesting granted on August 24, 2022, and separately discloses the share-withholding event for income tax remittance. No derivative transactions were reported on this form.

Positive

  • 1,319 shares acquired upon PSU vesting, indicating performance conditions were met
  • Reporting person remains a direct beneficial owner of 38,428 shares after the transactions

Negative

  • 474 shares were withheld to satisfy income tax withholding obligations
  • Withheld shares valued at $111.13, representing the tax-remittance price for the withheld portion

Insights

TL;DR: Officer received PSU shares on vesting and had a portion withheld for taxes; routine compensation reporting with limited market impact.

The Form 4 documents a standard compensation-related equity event: the vesting of performance stock units that produced an acquisition of 1,319 shares and a concurrent withholding of 474 shares to satisfy tax obligations at $111.13 per share. The reporting person remains a direct beneficial owner of 38,428 shares after the transactions. This is an internal compensation settlement rather than an open-market purchase or sale and does not introduce new governance disclosures such as departures or policy changes.

TL;DR: Transaction is compensation-related and immaterial to capitalization; it reflects vesting mechanics, not trading activity for liquidity.

The entry shows PSUs granted in 2022 met performance conditions and converted into common shares. The net effect increased reported holdings before withholding to 38,902 shares, then reduced holdings via withholding to 38,428 shares. The reported withholding price of $111.13 provides a valuation reference for the taxed portion, but there is no open-market sale disclosed. From a capital-structure perspective, this is an internal issuance/settlement event and should have negligible immediate impact on share count or market supply disclosed here.

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*
Sepe Matthew Joseph

(Last) (First) (Middle)
C/O LUMENTUM HOLDINGS INC.
1001 RIDDER PARK DRIVE

(Street)
SAN JOSE CA 95131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Lumentum Holdings Inc. [ LITE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF ACCOUNTING OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025
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 08/07/2025 A 1,319(1) A $0 38,902 D
Common Stock 08/07/2025 F(2) 474 D $111.13 38,428 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
Explanation of Responses:
1. Represents the acquisition of shares upon the determination of the Compensation Committee of the Board of Directors of the Issuer that certain performance conditions were met with respect to certain performance stock units (PSUs) granted to the Reporting Person on August 24, 2022.
2. Represents shares that have been withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the vesting of PSUs.
/s/ Jae Kim as Attorney-in-Fact 08/11/2025
** 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 transactions did the Lumentum (LITE) Form 4 report for Matthew Sepe?

Acquisition of 1,319 shares upon PSU vesting and withholding of 474 shares for taxes on the same vesting event.

How many shares does the reporting person own after these transactions?

38,428 shares of Common Stock on a direct beneficial basis following the reported transactions.

What caused the acquisition of the shares reported on the Form 4?

The acquisition resulted from the Compensation Committee determining that certain performance conditions for PSUs granted on August 24, 2022 were met.

At what price were the withheld shares reported?

The shares withheld for tax purposes were reported at a price of $111.13 per share.

What is Matthew Sepe's role at Lumentum as stated in the filing?

The filing identifies the reporting person as the company's Chief Accounting Officer.

Were any derivative securities reported in this Form 4?

No derivative securities were reported; the filing shows only non-derivative common stock transactions related to PSU vesting and withholding.
Lumentum Hldgs Inc

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Communication Equipment
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United States
SAN JOSE