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Vistance Networks (VISN) SEC Filings, Jun-Aug 2026

VISN NASDAQ

Vistance Networks (VISN) SEC filings document the company’s regulatory record as a NASDAQ-listed communications technology issuer. Recent filings include 8-K reports for material events and 10-Q filings tied to operating and financial results, capital-structure disclosure, governance matters, and material agreements.

For Vistance Networks, 8-K filings are especially relevant because they have recorded major corporate events. Recent examples include the completed sale of the RUCKUS reporting segment to Belden Inc., authorization of additional share repurchases, declaration of a special cash distribution, director and committee changes, quarterly results, and annual meeting voting outcomes.

Quarterly reports matter because the company’s disclosures identify Aurora Networks as central to core financial measures after discontinued operations. These reports can help investors follow how the company presents continuing operations, corporate costs, capital allocation, and segment-related information.

VISN filing research should focus on Form 8-K material-event reports, 10-Q quarterly reports, annual report disclosures when available, proxy materials covering governance and executive compensation, and Form 4 filings if insiders report transactions. Together, those filings show how Vistance describes its business, board actions, shareholder votes, capital returns, and changes tied to Aurora Networks and the completed RUCKUS disposition.

Rhea-AI Summary

Vistance Networks, Inc. director L. William Krause reported a bona fide gift of 102,300 shares of common stock on August 10, 2026. The transaction was recorded at $0.00 per share. Following this gift, Krause directly holds 274,507 shares of common stock.

This holding amount includes 16,807 restricted stock units granted on May 7, 2026 under the non-employee director compensation plan, which vest on the earlier of May 7, 2027 or the date of the company’s 2027 annual stockholders’ meeting, subject to his continued service on the Board of Directors.

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Vistance Networks, Inc. reported continuing net sales of $319.6 million for the quarter ended June 30, 2026, down slightly from $324.1 million a year earlier. Gross profit was $112.9 million and an operating loss of $8.9 million became $26.1 million of income from continuing operations after a $28.7 million tax benefit.

Overall results were dominated by divestitures classified as discontinued operations. For the first six months of 2026, net income was $5,803.1 million, largely from the $10,541.7 million cash sale of the Connectivity and Cable Solutions segment, which produced a $5,355.0 million after‑tax gain, plus income from the RUCKUS and other discontinued businesses.

Sale proceeds were used to repay $7,359.5 million of debt, redeem $1,278.7 million of Series A convertible preferred stock and fund a $2,316.3 million special distribution to common shareholders. As of June 30, 2026 the company had no long‑term debt, stockholders’ equity of $2,505.8 million and an undrawn secured revolving credit facility with $137.0 million of availability after letters of credit.

The remaining Aurora segment anchors ongoing operations with identifiable assets of $1,830.6 million. Customer concentration is significant, with Comcast accounting for 60% and Charter 10% of net sales for the six months ended June 30, 2026, and Comcast and Charter representing 48% and 15% of accounts receivable.

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Vistance Networks, Inc. reported second‑quarter 2026 results for its remaining Aurora segment, with net sales of $319.6 million, down 1.4% year over year. GAAP income from continuing operations rose to $26.1 million, or $0.06 per diluted share, while non‑GAAP adjusted EBITDA declined to $35.8 million and core non‑GAAP adjusted EBITDA to $45.5 million, which the company links to prior‑year license strength, memory‑chip pricing and stranded costs associated with divestitures.

The company completed the sale of its RUCKUS segment on July 1, 2026 for approximately $1.846 billion in cash and plans a special distribution of $5.00 per share by the end of August 2026. Management expects to have returned $15.00 per share or $3.4 billion to shareholders in 2026, while repaying all debt and redeeming preferred equity. Q2 operating cash flow was $(72.7) million and free cash flow $(74.7) million; the company ended the quarter with $151.6 million in cash and no outstanding borrowings, with total liquidity of about $288.6 million. Aurora’s full‑year 2026 adjusted EBITDA outlook is $200–$225 million, lowered by $25 million due to memory‑chip pricing and availability challenges.

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Vistance Networks reported governance and capital return actions. Joanne M. Maguire retired from the Board of Directors effective August 4, 2026; the company states her decision was not due to any disagreement with the company, management or the Board. The Board size was reduced to seven members and current director Thomas J. Manning was appointed to the Nominating & Corporate Governance Committee.

The Board declared a one-time special cash distribution of $5.00 per share, payable on August 27, 2026 to stockholders of record as of August 17, 2026. Because the distribution equals 25% or greater of the value of the common stock, the ex-dividend date will be August 28, 2026. The payment will be funded with cash proceeds from the July 1, 2026 sale of the Ruckus Networks business to Belden Inc. The company currently expects the distribution to be treated first as a return of capital up to each shareholder’s tax basis and then as capital gain, with any portion attributable to earnings and profits taxed as a dividend, and plans to file IRS Form 8937 within forty-five days to outline the tax treatment.

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Vanguard Capital Management filed as a significant shareholder of Vistance Networks Inc, reporting beneficial ownership of 11,306,848 shares of common stock, representing 5.01% of the class as of June 30, 2026.

Vanguard reports sole voting power over 1,686,547 shares and sole dispositive power over all 11,306,848 shares, with no shared voting or dispositive power. The position aggregates holdings managed by Vanguard Capital Management LLC and certain affiliates and business divisions, including various Vanguard asset management entities and funds for which they exercise voting and/or dispositive authority. Vanguard and related managed accounts have the right to receive dividends and sale proceeds on these securities, and no other single person has an interest in more than 5% of the class through these holdings.

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Vistance Networks completed the sale of its RUCKUS Networks business to Belden for $1.846 billion in cash and provided unaudited pro forma financials showing the company without this divested segment. The sale is treated as a discontinued operation because it represents a strategic shift for the business.

On a pro forma basis, total assets as of March 31, 2026 are $6.15 billion, including $4.15 billion of cash and cash equivalents. For the year ended December 31, 2025, pro forma net sales from continuing operations are $1.24 billion, with net income from continuing operations attributable to common stockholders of $207.9 million, or $0.95 basic and $0.90 diluted earnings per share. For the three months ended March 31, 2026, pro forma net income from continuing operations attributable to common stockholders is $211.6 million, or $0.94 basic and $0.89 diluted per share.

The company expects to distribute a significant portion of the net sale proceeds to shareholders as a special distribution within 60 days after closing, with the exact amount and timing to be determined by the board. Vistance has also entered into a transition service agreement with Belden, and the pro forma statements include transaction-related tax, fee and bonus adjustments but exclude any special distribution.

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Vistance Networks, Inc. has completed the sale of its RUCKUS reporting segment to Belden Inc. on July 1, 2026. Under the Purchase Agreement dated April 29, 2026, Belden acquired the business on a cash-free, debt-free basis for $1.846 billion in cash, subject to adjustments.

This transaction represents a full divestiture of the RUCKUS segment and brings a substantial cash inflow to Vistance, which may significantly reshape the company’s business mix and financial position going forward.

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Vistance Networks director Watts Claudius E. IV reported routine equity compensation and related tax withholding transactions in company stock. He received a grant of 53,000 shares of common stock at no cost as a grant or award, increasing his direct holdings to 1,516,475 shares.

The filing also shows 168,746 shares of common stock withheld as a tax-withholding disposition at $12.27 per share tied to the vesting of restricted stock units and performance share units. In addition, 10,000 shares are reported as indirectly held through the Watts Family Foundation. Footnotes indicate these restricted stock units vest between June 2027 and June 2029, subject to continued employment.

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Gilstrap Charles A reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks SVP Charles A. Gilstrap received a grant of 16,300 shares of common stock on 06/01/2026 as a stock award, not an open-market purchase. The award consists of restricted stock units that will vest in equal parts on 06/01/2027, 06/01/2028 and 06/01/2029, subject to his continued employment with the company. After this grant, he directly holds 292,417 shares, including earlier restricted stock unit awards granted in 2024 and 2025 with vesting through 2028.

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Sucharczuk Guy reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks, Inc. executive Sucharczuk Guy, SVP & President of Aurora Networks, reported an equity compensation grant of 48,900 shares of Common Stock on 06/01/2026. The award is in the form of restricted stock units that were granted at a price of $0.00 per share.

These new restricted stock units will vest in three equal installments on 06/01/2027, 06/01/2028 and 06/01/2029, subject to his continued employment with the company. Following this grant, he directly holds 742,663 shares, which include previously granted restricted stock units with various vesting dates through 2028.

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FAQ

How many Vistance Networks (VISN) SEC filings are available on StockTitan?

StockTitan tracks 47 SEC filings for Vistance Networks (VISN). Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Vistance Networks (VISN)?

The most recent SEC filing for Vistance Networks (VISN) was filed on August 11, 2026.