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[Form 4] Lumentum Holdings Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Matthew Joseph Sepe, Chief Accounting Officer of Lumentum Holdings Inc. (LITE), reported equity activity reflecting compensation vesting and tax withholding. He received 5,057 restricted stock units (RSUs) that vest one year after grant and an additional 4,519 shares from performance stock units (PSUs) after the Compensation Committee determined performance conditions were met. The reporting shows 4,309 shares were withheld by the issuer to satisfy income tax obligations at a reported price of $117.43 per share. Following these transactions the reporting person’s beneficial ownership is reported as 42,858 shares.

Positive

  • Equity compensation delivered: RSUs and PSUs were settled, reinforcing executive alignment with shareholders
  • Performance-based pay: PSU settlement indicates achievement of board-determined performance conditions

Negative

  • Share reduction via withholding: 4,309 shares withheld to satisfy tax obligations, lowering the insider's direct share count

Insights

TL;DR: Routine executive equity vesting and tax withholding; not a material governance event.

The Form 4 documents standard equity compensation mechanics: time-based RSUs vesting after one year and PSUs settled upon achievement of performance criteria. Withholding of shares to meet tax obligations is common and reduces outstanding shares held by the insider but does not indicate a change in control or governance. This disclosure is informative for share-count reconciliation and insider alignment with shareholders.

TL;DR: Compensation-related issuance and withholding; reflects pay delivery rather than directional insider trading.

The transactions indicate delivery of 5,057 RSUs and 4,519 PSU-settled shares, with 4,309 shares withheld for taxes at $117.43 per share. These entries are consistent with planned equity compensation and tax remittance. Impact on dilution and executive ownership is modest given the share counts disclosed.

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)
08/19/2025
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 08/19/2025 A(1) 5,057 A $0 42,648 D
Common Stock 08/21/2025 A(2) 4,519 A $0 47,167 D
Common Stock 08/21/2025 F(3) 4,309 D $117.43 42,858 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. These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive, following vesting, one share of the Issuer's Common Stock. 100% of the shares shall vest on the one-year anniversary of the grant date, subject to the Reporting Person continuing to be an employee through such date, or as provided under the Issuer's 2015 Equity Incentive Plan.
2. 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 21, 2024.
3. Represents shares that have been withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the vesting of RSUs and PSUs.
/s/ Jae Kim as Attorney-in-Fact 08/21/2025
** 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 insider transactions were reported for Lumentum (LITE)?

The Form 4 reports receipt of 5,057 RSUs, settlement of 4,519 PSUs, and withholding of 4,309 shares for taxes.

Who filed the Form 4 for LITE and what is their role?

The reporting person is Matthew Joseph Sepe, who is identified as the Chief Accounting Officer.

Why were shares withheld in the LITE Form 4?

Shares were withheld by the issuer to satisfy income tax withholding and remittance obligations in connection with RSU and PSU vesting.

Did any performance conditions affect the LITE share issuance?

Yes; 4,519 shares were acquired upon the Compensation Committee’s determination that PSU performance conditions were met.

What is the insider’s beneficial ownership after these transactions?

The Form 4 reports the reporting person’s beneficial ownership as 42,858 shares following the transactions.
Lumentum Hldgs Inc

NASDAQ:LITE

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18.12B
70.21M
0.88%
121.37%
16.11%
Communication Equipment
Communications Equipment, Nec
Link
United States
SAN JOSE