STOCK TITAN

VIAV Form 4: Belluzzo Sells 8,385 Shares Under 10b5-1 Plan

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

Rhea-AI Filing Summary

Richard Belluzzo, a director of Viavi Solutions Inc. (VIAV), reported the sale of 8,385 shares of the company's common stock on 09/02/2025. The sale was made under a Rule 10b5-1 trading plan dated February 4, 2025, and was executed in multiple trades at prices ranging from $11.18 to $11.46, with a weighted average sale price of $11.34. After the reported disposition, Mr. Belluzzo beneficially owned 225,541 shares, which includes 83,292 shares held in trust for his family for which he retains sole voting and investment power. The Form 4 was filed individually and signed by Donna T. Rossi as attorney-in-fact on 09/03/2025.

Positive

  • Sale executed under a Rule 10b5-1 plan, indicating the trades were preplanned and reduce concerns about opportunistic insider timing
  • Significant ongoing ownership—225,541 shares remain after the sale, showing continued insider alignment with shareholders
  • Clear disclosure of trust holdings (83,292 shares) and voting/investment power, improving transparency

Negative

  • Insider reduced holdings by 8,385 shares, which may modestly decrease insider exposure
  • Multiple execution prices (range $11.18–$11.46) indicate the sale occurred across several trades, which can dilute interpretability of timing

Insights

TL;DR Routine insider sale under a 10b5-1 plan; ownership remains substantial at 225,541 shares.

This Form 4 documents a planned, rule-compliant disposition rather than a spontaneous insider sale, reducing potential concerns about information asymmetry. The sale amount—8,385 shares at a weighted average of $11.34—represents a modest change relative to the reported post-transaction holdings of 225,541 shares. No derivative transactions or other material changes were reported. For investors, this is a routine liquidity event by an insider who continues to hold a meaningful stake.

TL;DR 10b5-1 plan use indicates prearranged disposition; governance disclosure is clear and properly executed.

The filing clearly states the sale was effected pursuant to a Rule 10b5-1 trading plan dated February 4, 2025, which provides an affirmative defense against insider trading claims when properly implemented. The report identifies direct ownership and discloses shares in trust for which Mr. Belluzzo retains sole voting and investment power, satisfying beneficial ownership transparency expectations. The singular Form 4 filing and attorney-in-fact signature complete standard procedural requirements.

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).
X
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*
BELLUZZO RICHARD

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
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 09/02/2025 S(1) 8,385 D $11.34(2) 225,541(3) 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. Shares were sold pursuant to a Rule 10b5-1 Stock Trading Plan dated February 4, 2025.
2. This transaction was executed in multiple trades at prices ranging from $11.18 to $11.46. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
3. Includes 83,292 shares held in trust for the benefit of Mr. Belluzzo's family, for which Mr. Belluzzo has sole voting and investment power.
/s/ Donna T. Rossi, attorney-in-fact 09/03/2025
** 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 VIAV director Richard Belluzzo sell according to the Form 4?

The Form 4 reports a sale of 8,385 shares of Viavi Solutions common stock on 09/02/2025.

At what price were the VIAV shares sold?

The trades executed at prices ranging from $11.18 to $11.46, with a weighted average sale price reported as $11.34.

Was the sale part of a prearranged plan?

Yes. The sale was made pursuant to a Rule 10b5-1 stock trading plan dated February 4, 2025.

How many VIAV shares does Richard Belluzzo own after the sale?

He beneficially owns 225,541 shares following the reported transaction.

Does the Form 4 disclose any trust holdings?

Yes. The filing discloses 83,292 shares held in trust for Mr. Belluzzo's family, for which he has sole voting and investment power.

Who signed the Form 4 and when?

The Form 4 was signed by Donna T. Rossi, attorney-in-fact, on 09/03/2025.
Viavi Solutions Inc

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4.08B
219.47M
1.61%
99.26%
4.27%
Communication Equipment
Semiconductors & Related Devices
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United States
CHANDLER