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Viavi COO exercises 12,328 RSUs, gets new awards

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

For VIAVI SOLUTIONS INC. (VIAV), executive Anthony Michael Petrucci, SVP and Chief Operations Officer, reported multiple equity award transactions on August 28, 2026. 12,328 Restricted Stock Units were exercised into an equal number of common shares; these units convert on a one-for-one basis into common stock upon vesting. Of the resulting common shares, 3,002 shares were retained by the company to satisfy Mr. Petrucci’s tax withholding obligations related to the vesting installment, with the amount not exceeding the tax liability.

On the same date, Mr. Petrucci received new equity awards consisting of 11,039 Restricted Stock Units and 11,039 Market Stock Units, each relating to an equal number of underlying shares of common stock. The RSU award is scheduled to vest annually in three equal installments, and both the RSUs and MSUs carry no expiration dates per the disclosed terms. Following the RSU exercise transaction, Mr. Petrucci held 24,654 Restricted Stock Units directly.

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Insider Petrucci Anthony Michael
Role SVP, Chief Operations Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit F1, F3, F4 12,328 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 11,039 $0.00 $0.00
Grant/Award Market Stock Units F5, F6 11,039 $0.00 $0.00
Exercise Common Stock F1 12,328 $0.00 $0.00
Tax Withholding Common Stock F2 3,002 $36.54 $110K
Holdings After Transaction: Restricted Stock Unit — 24,654 shares (Direct); Restricted Stock Units — 11,039 shares (Direct); Market Stock Units — 11,039 shares (Direct); Common Stock — 21,671 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 - FY27 MSU for vesting schedule and terms.
  6. F6. There are no expiration dates on MSUs.
RSUs exercised 12,328 units Restricted Stock Units converted into common stock on August 28, 2026
Common shares withheld for taxes 3,002 shares Shares retained by the company to satisfy tax withholding obligations on vesting
Tax withholding share value $36.54 per share Per-share value used for the 3,002 shares retained for tax withholding
New RSUs granted 11,039 units Restricted Stock Units awarded to Anthony Michael Petrucci on August 28, 2026
New MSUs granted 11,039 units Market Stock Units awarded to Anthony Michael Petrucci on August 28, 2026
RSUs held after transaction 24,654 units Restricted Stock Units directly owned following the RSU exercise
Restricted Stock Unit financial
"Each stock unit converts upon vesting into one share of common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Market Stock Units financial
"See Exhibit 99 - FY27 MSU for vesting schedule and terms."
tax withholding obligations financial
"These shares were retained by the Company in order to meet the tax withholding obligations"
vesting schedule financial
"See Exhibit 99 - FY27 MSU for vesting schedule and terms."
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

FAQ

What equity award activity did VIAV executive Anthony Petrucci report on this Form 4 for VIAV?

Anthony Michael Petrucci reported exercising 12,328 RSUs into common stock, with 3,002 shares retained by the company for tax withholding, and receiving new grants of 11,039 RSUs and 11,039 Market Stock Units on August 28, 2026.

How many Restricted Stock Units did VIAV grant to Anthony Petrucci in this filing?

VIAVI granted Anthony Michael Petrucci 11,039 Restricted Stock Units, each corresponding to one share of common stock. After the reported exercise transaction, he held 24,654 RSUs directly, according to the filing’s derivative holdings data.

What are Market Stock Units (MSUs) in the VIAV Form 4 for Anthony Petrucci?

The filing shows a grant of 11,039 Market Stock Units to Anthony Michael Petrucci, each relating to 11,039 underlying shares of common stock. A footnote directs readers to Exhibit 99 – FY27 MSU for the detailed vesting schedule and terms, and notes there are no expiration dates on MSUs.

How many VIAV shares were used for tax withholding in Anthony Petrucci’s transaction?

The company retained 3,002 shares of common stock at a reported value of $36.54 per share to meet Anthony Michael Petrucci’s tax withholding obligations tied to the RSU vesting. The filing states the amount retained was not in excess of the related tax liability.

Do the RSUs reported for VIAV’s Anthony Petrucci have an expiration date?

No. A footnote indicates that there are no expiration dates on RSUs reported in this Form 4. It also states that units subject to the award vest annually in three equal installments, defining the vesting schedule rather than an expiration.

What is Anthony Petrucci’s RSU balance after the reported transactions at VIAV?

After the RSU exercise transaction reported on August 28, 2026, Anthony Michael Petrucci held 24,654 Restricted Stock Units directly. This figure comes from the total-shares-following-transaction field for the derivative RSU entry.

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

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SEC Form 4
FORM 4UNITED 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*
Petrucci Anthony Michael

(Last)(First)(Middle)
C/O VIAVI SOLUTIONS INC.
1445 SOUTH SPECTRUM BLVD, SUITE 102

(Street)
CHANDLER ARIZONA 85286

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
VIAVI SOLUTIONS INC. [ VIAV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Chief Operations Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/28/2026M12,328(1)A$024,673D
Common Stock08/28/2026F3,002(2)D$36.5421,671D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit$008/28/2026M12,328(1) (3) (4)Common Stock12,328$024,654D
Restricted Stock Units$008/28/2026A11,039 (3) (4)Common Stock11,039$011,039D
Market Stock Units$008/28/2026A11,039 (5) (6)Common Stock11,039$011,039D
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 - FY27 MSU for vesting schedule and terms.
6. There are no expiration dates on MSUs.
/s/ Donna T. Rossi, attorney-in-fact08/31/2026
** Signature of Reporting PersonDate
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.
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* Form 4: SEC 1474 (03-26)