Viavi Solutions Inc SEC Filings

VIAVI SOLUTIONS INC. (VIAV) Form 4 reports officer Luke M. Scrivanich received multiple tranches of market stock units that converted to common shares on 09/23/2025. Several awards vested at different performance payout levels: 56.67%, 90.33% and 128.00% of target, reflecting total stockholder return performance for grant dates in 2022, 2023 and 2024. The filing shows a series of non-cash acquisitions (market stock units converting to shares) and related company-held share dispositions to satisfy tax-withholding obligations at $12.41 per share. Holdings after the reported transactions are disclosed per line item.

Anthony M. Petrucci, SVP and Chief Operations Officer of VIAVI Solutions (VIAV), reported the acquisition of 9,017 market stock units on 09/23/2025. The MSUs were granted May 28, 2025 and reflect satisfaction of performance metrics; each stock unit converts into one share upon vesting. The MSUs vest on May 28, 2026 subject to continued service and have no expiration date. The reported exercise/price is $0 and, following the reported transaction, Mr. Petrucci beneficially owns 21,909 shares of common stock directly. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/25/2025.

VIAVI Solutions (VIAV) Form 4: Paul McNab, EVP, Chief Marketing & Strategy Officer, reported multiple transactions on 09/23/2025 related to market stock units and retained shares for tax withholding. Several tranches of market-leveraged stock units vested at differing payout levels: 56.67% (granted Aug 28, 2022), 90.33% (granted Aug 28, 2023) and 128.00% (granted Aug 28, 2024). Following the reported transactions, Mr. McNab beneficially owned 80,954 shares at one point and 68,774 shares at another, with exercised/converted units delivered as common stock at $0 per share and certain shares retained by the company to cover tax withholding at $12.41 per share.

VIAVI Solutions insider transactions: Ilan Daskal, EVP and CFO, reported transactions dated 09/23/2025. He had 70,545 market stock units convert on vesting into 70,545 shares of common stock at $0 per share and reported a disposition of 31,816 shares at $12.41 that were retained by the company to satisfy tax withholding obligations. The filing notes the 1st tranche of market-leveraged stock units granted on August 28, 2024 vested at 128% of target and that separate market stock units granted on November 28, 2023 have satisfied performance metrics and vest on November 28, 2025, subject to continued service.

Oleg Khaykin, President & CEO and director of Viavi Solutions Inc. (VIAV), reported stock unit vesting and related share withholding on 09/23/2025. Multiple tranches of market-stock units converted to common stock upon vesting, yielding acquisitions of 48,215, 99,910, and 243,809 shares. To cover tax withholding, the company retained portions of vested shares: 20,661, 42,812, and 104,473 shares sold at $12.41 per share. After these transactions, Mr. Khaykin directly beneficially owned 2,214,590 shares and his spouse held 118,914 shares indirectly.

VIAVI Solutions describes its corporate governance, executive pay practice and an updated Amended Equity Incentive Plan in its preliminary proxy. The Board reports strong director independence with 9 of 10 directors independent, regular director evaluation and recent refreshment including two additions in July 2025. Stockholder support for pay was high: 94% of votes in favor at the 2024 meeting. The Compensation Committee shifted the CEO equity mix to 60% MSUs / 40% RSUs in FY25 to emphasize long-term value; the company reports a 45.6% stock price increase in FY25 and the CEO's realizable FY25 compensation was ~100.3% of target. Audit oversight continued with PwC recommended for reappointment and the Audit Committee certifying controls work on FY25 internal control testing. The proxy also seeks stockholder approval to amend the certificate of incorporation to permit officer exculpation to the fullest extent allowed by Delaware law and details governance, insider trading policies, equity plan mechanics, and ownership data (222,655,443 shares outstanding as of August 31, 2025).

VIAVI Solutions describes its corporate governance, executive pay practice and an updated Amended Equity Incentive Plan in its preliminary proxy. The Board reports strong director independence with 9 of 10 directors independent, regular director evaluation and recent refreshment including two additions in July 2025. Stockholder support for pay was high: 94% of votes in favor at the 2024 meeting. The Compensation Committee shifted the CEO equity mix to 60% MSUs / 40% RSUs in FY25 to emphasize long-term value; the company reports a 45.6% stock price increase in FY25 and the CEO's realizable FY25 compensation was ~100.3% of target. Audit oversight continued with PwC recommended for reappointment and the Audit Committee certifying controls work on FY25 internal control testing. The proxy also seeks stockholder approval to amend the certificate of incorporation to permit officer exculpation to the fullest extent allowed by Delaware law and details governance, insider trading policies, equity plan mechanics, and ownership data (222,655,443 shares outstanding as of August 31, 2025).

Paul McNab, EVP, Chief Mktg & Stgy Officer of Viavi Solutions Inc. (VIAV), reported a disposition of company common stock on 09/10/2025. The Form 4 shows a transaction coded "G" for 3,164 shares transferred in an exempt transaction at a reported price of $0, leaving Mr. McNab with 48,482 shares beneficially owned following the reported transaction. The filing lists an attorney-in-fact signature dated 09/10/2025. The form documents the change in insider ownership but does not provide details on the recipient, rationale, or any cash consideration beyond the exempt-transaction note.

Viavi Solutions (VIAV) insider transaction: Paul McNab, EVP, Chief Marketing & Strategy Officer and director, reported a disposition of 3,065 shares on 09/09/2025 via an exempt transaction, at $0 reported price (not applicable). After the transaction he beneficially owns 51,646 shares. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

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.