VIAV Form 4: RSU/MSU Vesting and Tax Withholding Reported Aug 28 2025

Paul McNab, EVP, Chief Marketing & Strategy Officer of Viavi Solutions Inc. (VIAV), reported equity transactions on 08/28/2025.

Rhea-AI Filing Summary

Paul McNab, EVP, Chief Marketing & Strategy Officer of Viavi Solutions Inc. (VIAV), reported equity transactions on 08/28/2025. The filing shows three installments of restricted stock units (RSUs) that converted upon vesting into 9,906, 12,879 and 18,739 shares; the company withheld 5,031, 6,540 and 9,517 shares to satisfy tax withholding at a stated price of $11.27 per share. The filing also reports an award of 44,378 RSUs and 44,378 market stock units (MSUs) granted on that date. Post-transaction beneficial ownership figures are listed for each line, for example 44,181, 39,150, 52,029, 45,489, 64,228 and 54,711 shares. The form is signed by an attorney-in-fact on 09/02/2025.

Positive

• Transparent disclosure of RSU conversions, MSU/RSU grants and tax-withholding amounts consistent with Section 16 requirements
• Detailed figures provided for converted units, withheld shares and resulting beneficial ownership which aids investor clarity

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine executive equity vesting and corresponding tax withholdings, not an operational or liquidity event.

The Form 4 documents standard compensation-related equity activity: vested RSUs converting to common shares and concurrent share-withholding to satisfy tax obligations at $11.27 per withheld share. The filing also records grant-level awards of 44,378 RSUs and 44,378 MSUs, which may represent long-term incentive pay but do not by themselves indicate corporate performance changes. No cash purchases or open-market sales by the reporting person are shown.

Corporate Governance Expert

TL;DR: Governance disclosure appears complete for the reported awards and withholding; filings follow standard Section 16 reporting.

The Form 4 identifies the reporting officer, relationship to the issuer, transaction codes, amounts vested, amounts withheld for taxes, and resulting beneficial ownership figures. The inclusion of MSU and RSU treatment and the attorney-in-fact signature supports compliance with disclosure requirements. The filing does not show unusual insider trading behavior or unexplained dispositions.

Insider Trade Summary

41,524 shares exercised/converted

Exercise 11 txns

Insider McNab Paul

Role EVP, Chief Mktg & Stgy Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	9,906	$0.00	$0.00
Exercise	Restricted Stock Unit	12,879	$0.00	$0.00
Exercise	Restricted Stock Unit	18,739	$0.00	$0.00
Grant/Award	Restricted Stock Unit	44,378	$0.00	$0.00
Grant/Award	Market Stock Units	44,378	$0.00	$0.00
Exercise	Common Stock	9,906	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	5,031	$11.27	$57K
Exercise	Common Stock	12,879	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	6,540	$11.27	$74K
Exercise	Common Stock	18,739	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	9,517	$11.27	$107K

Holdings After Transaction: Restricted Stock Unit — 94,733 contracts (Direct); Market Stock Units — 44,378 contracts (Direct); Common Stock — 54,711 shares (Direct)

Footnotes (6)

1. F1. Each stock unit converts upon vesting into one share of common stock.
2. F2. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability.
3. F3. Units subject to the Award shall vest annually in three equal installments.
4. F4. There are no expiration dates on RSUs.
5. F5. See Exhibit 99 - FY26 MSU for vesting schedule and terms.
6. F6. There are no expiration dates on MSUs.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity did VIAV insider Paul McNab report on Form 4?

The filing reports conversion of RSUs into 9,906, 12,879 and 18,739 shares, plus grants of 44,378 RSUs and 44,378 MSUs.

How many shares were withheld for taxes and at what price on the VIAV Form 4?

The company retained 5,031, 6,540 and 9,517 shares to meet tax-withholding obligations at a stated price of $11.27 per share.

What is the transaction date reported on the VIAV Form 4?

All reported transactions show a transaction date of 08/28/2025.

Who signed the Form 4 for Paul McNab and when?

The Form 4 is signed by Donna T. Rossi, attorney-in-fact on 09/02/2025.

Does the Form 4 show any open-market purchases or sales by the reporting person?

No open-market purchases or sales are reported; the entries reflect vesting/conversion of equity awards and company share withholding for taxes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 09/02/2025 - 10:57 AM 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^*

McNab Paul

(Last) (First) (Middle)

C/O VIAVI SOLUTIONS INC.

1445 SOUTH SPECTRUM BLVD, SUITE 102

(Street)

CHANDLER AZ 85286

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VIAVI SOLUTIONS INC. [ VIAV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Mktg & Stgy Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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	08/28/2025		M		9,906(1)	A	$0	44,181	D
Common Stock	08/28/2025		F		5,031(2)	D	$11.27	39,150	D
Common Stock	08/28/2025		M		12,879(1)	A	$0	52,029	D
Common Stock	08/28/2025		F		6,540(2)	D	$11.27	45,489	D
Common Stock	08/28/2025		M		18,739(1)	A	$0	64,228	D
Common Stock	08/28/2025		F		9,517(2)	D	$11.27	54,711	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
Restricted Stock Unit	$0	08/28/2025		M			9,906(1)	(3)	(4)	Common Stock	9,906	$0	0	D
Restricted Stock Unit	$0	08/28/2025		M			12,879(1)	(3)	(4)	Common Stock	12,879	$0	12,878	D
Restricted Stock Unit	$0	08/28/2025		M			18,739(1)	(3)	(4)	Common Stock	18,739	$0	37,477	D
Restricted Stock Unit	$0	08/28/2025		A		44,378		(3)	(4)	Common Stock	44,378	$0	44,378	D
Market Stock Units	$0	08/28/2025		A		44,378		(5)	(6)	Common Stock	44,378	$0	44,378	D

Explanation of Responses:

1. Each stock unit converts upon vesting into one share of common stock.

2. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability.

3. Units subject to the Award shall vest annually in three equal installments.

4. There are no expiration dates on RSUs.

5. See Exhibit 99 - FY26 MSU for vesting schedule and terms.

6. There are no expiration dates on MSUs.

	/s/ Donna T. Rossi, attorney-in-fact	09/02/2025
	** 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.