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Vistance Networks, Inc. SEC Filings

VISN NASDAQ

Welcome to our dedicated page for Vistance Networks SEC filings (Ticker: VISN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on Vistance Networks's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.

Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time EDGAR feed updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into Vistance Networks's regulatory disclosures and financial reporting.

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Manning Tom reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks director Manning Tom received a grant of 16,807 shares of common stock in the form of restricted stock units. The grant was awarded at a stated price of $0.00 per share as part of the company’s non-employee director compensation plan.

These restricted stock units vest on the earlier of May 7, 2027 or the date of Vistance Networks’ 2027 annual stockholders’ meeting, as long as Tom continues to serve on the Board of Directors through that date. After this award, he holds 177,797 shares of common stock directly.

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Manning Tom reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks director Manning Tom received a grant of 16,807 shares of common stock in the form of restricted stock units. The grant was awarded at a stated price of $0.00 per share as part of the company’s non-employee director compensation plan.

These restricted stock units vest on the earlier of May 7, 2027 or the date of Vistance Networks’ 2027 annual stockholders’ meeting, as long as Tom continues to serve on the Board of Directors through that date. After this award, he holds 177,797 shares of common stock directly.

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KRAUSE L WILLIAM reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks, Inc. director L. William Krause received an equity award in the form of 16,807 shares of common stock, reported as restricted stock units granted at a price of $0.00 per share. This grant increased his direct holdings to 376,807 shares of common stock.

The restricted stock units vest on the earlier of May 7, 2027 or the date of the company’s 2027 annual stockholders’ meeting, provided he remains on the Board of Directors through that date. This reflects routine non-employee director compensation rather than an open-market purchase.

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KRAUSE L WILLIAM reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks, Inc. director L. William Krause received an equity award in the form of 16,807 shares of common stock, reported as restricted stock units granted at a price of $0.00 per share. This grant increased his direct holdings to 376,807 shares of common stock.

The restricted stock units vest on the earlier of May 7, 2027 or the date of the company’s 2027 annual stockholders’ meeting, provided he remains on the Board of Directors through that date. This reflects routine non-employee director compensation rather than an open-market purchase.

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GRAY STEPHEN C reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks director Stephen C. Gray received an award of 16,807 shares of common stock, reported at a price of $0.00 per share, increasing his direct holdings to 177,555 shares. A footnote explains these are restricted stock units that vest on the earlier of May 7, 2027 or the company’s 2027 annual stockholders’ meeting, subject to his continued Board service.

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GRAY STEPHEN C reported acquisition or exercise transactions in this Form 4 filing.

Vistance Networks director Stephen C. Gray received an award of 16,807 shares of common stock, reported at a price of $0.00 per share, increasing his direct holdings to 177,555 shares. A footnote explains these are restricted stock units that vest on the earlier of May 7, 2027 or the company’s 2027 annual stockholders’ meeting, subject to his continued Board service.

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Vistance Networks, Inc. held its annual stockholder meeting on May 7, 2026, with 225,462,860 common shares eligible to vote. Stockholders re‑elected eight directors for terms ending at the 2027 annual meeting and approved all five proxy proposals.

Investors gave non-binding approval to the compensation of named executive officers and chose annual future say‑on‑pay votes. They also approved additional shares under the 2019 Long‑Term Incentive Plan and ratified Ernst & Young LLP as independent registered public accounting firm for the 2026 fiscal year.

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Vistance Networks, Inc. held its annual stockholder meeting on May 7, 2026, with 225,462,860 common shares eligible to vote. Stockholders re‑elected eight directors for terms ending at the 2027 annual meeting and approved all five proxy proposals.

Investors gave non-binding approval to the compensation of named executive officers and chose annual future say‑on‑pay votes. They also approved additional shares under the 2019 Long‑Term Incentive Plan and ratified Ernst & Young LLP as independent registered public accounting firm for the 2026 fiscal year.

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Vistance Networks, Inc. entered into a Purchase Agreement to sell its RUCKUS reporting segment to Belden Inc. for $1.846 billion in cash on a cash-free, debt-free basis, subject to customary adjustments.

Closing is expected in the second half of 2026, after regulatory and other conditions are met and specified carveout financial statements are delivered. The agreement includes employee protections for 12 months, a three-year noncompete and non-solicitation by Vistance regarding the divested business, and mutual indemnities for defined liabilities and tax matters. At closing, the parties will also sign an Intellectual Property Matters Agreement and a Transition Services Agreement covering ownership, cross-licenses of key intellectual property and short-term support services.

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Vistance Networks, Inc. entered into a Purchase Agreement to sell its RUCKUS reporting segment to Belden Inc. for $1.846 billion in cash on a cash-free, debt-free basis, subject to customary adjustments.

Closing is expected in the second half of 2026, after regulatory and other conditions are met and specified carveout financial statements are delivered. The agreement includes employee protections for 12 months, a three-year noncompete and non-solicitation by Vistance regarding the divested business, and mutual indemnities for defined liabilities and tax matters. At closing, the parties will also sign an Intellectual Property Matters Agreement and a Transition Services Agreement covering ownership, cross-licenses of key intellectual property and short-term support services.

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Vistance Networks reported Q1 2026 net income of $5.5 billion, driven mainly by a $7.0 billion gain on the sale of its CCS segment, which is classified in discontinued operations. Net sales from continuing operations rose 21.6% to $471.8 million, with both RUCKUS and Aurora contributing growth.

Operating income improved to $23.7 million from a loss, and non‑GAAP adjusted EBITDA increased to $87.3 million. The company used divestiture proceeds to repay $7.3 billion of debt, ending the quarter with $2.5 billion of cash and no long‑term debt. Subsequent to quarter‑end, it declared a $10.00 per‑share special cash distribution, authorized a $100 million share repurchase program, arranged a new $300 million asset‑based revolver, and agreed to sell its RUCKUS segment to Belden for $1.846 billion in cash.

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Vistance Networks reported Q1 2026 net income of $5.5 billion, driven mainly by a $7.0 billion gain on the sale of its CCS segment, which is classified in discontinued operations. Net sales from continuing operations rose 21.6% to $471.8 million, with both RUCKUS and Aurora contributing growth.

Operating income improved to $23.7 million from a loss, and non‑GAAP adjusted EBITDA increased to $87.3 million. The company used divestiture proceeds to repay $7.3 billion of debt, ending the quarter with $2.5 billion of cash and no long‑term debt. Subsequent to quarter‑end, it declared a $10.00 per‑share special cash distribution, authorized a $100 million share repurchase program, arranged a new $300 million asset‑based revolver, and agreed to sell its RUCKUS segment to Belden for $1.846 billion in cash.

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Vistance Networks reported strong first quarter 2026 results while continuing a major portfolio reshaping. Net sales rose to $471.8 million, up 21.6% from $388.1 million, driven by double‑digit growth in both the Aurora and RUCKUS segments. Non‑GAAP adjusted EBITDA increased to $87.3 million, an 85.0% year‑over‑year rise, and non‑GAAP adjusted diluted EPS climbed to $0.34 from $0.11.

GAAP income from continuing operations was $231.7 million, down from $341.1 million, while total net income surged to $5,508.0 million, largely reflecting a substantial gain on discontinued operations following the CCS segment sale. The company used approximately $10 billion of CCS sale proceeds to eliminate all long‑term debt and redeem its Series A convertible preferred stock, then paid a $10 per share special distribution on April 27, 2026.

The company signed a definitive agreement to sell its RUCKUS Networks business to Belden for $1.846 billion in cash and is refocusing on the Aurora business, which grew revenue 32.6% and adjusted EBITDA 31.7% year‑over‑year. Management expects Aurora to deliver between $225 million and $250 million of adjusted EBITDA in 2026. Vistance ended the quarter with $2,510.0 million in cash and cash equivalents and announced a new $100 million share repurchase authorization, replacing a prior $50 million program, providing additional flexibility to return capital, although first‑quarter operating cash flow was negative $226.6 million and free cash flow was negative $228.8 million.

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Vistance Networks reported strong first quarter 2026 results while continuing a major portfolio reshaping. Net sales rose to $471.8 million, up 21.6% from $388.1 million, driven by double‑digit growth in both the Aurora and RUCKUS segments. Non‑GAAP adjusted EBITDA increased to $87.3 million, an 85.0% year‑over‑year rise, and non‑GAAP adjusted diluted EPS climbed to $0.34 from $0.11.

GAAP income from continuing operations was $231.7 million, down from $341.1 million, while total net income surged to $5,508.0 million, largely reflecting a substantial gain on discontinued operations following the CCS segment sale. The company used approximately $10 billion of CCS sale proceeds to eliminate all long‑term debt and redeem its Series A convertible preferred stock, then paid a $10 per share special distribution on April 27, 2026.

The company signed a definitive agreement to sell its RUCKUS Networks business to Belden for $1.846 billion in cash and is refocusing on the Aurora business, which grew revenue 32.6% and adjusted EBITDA 31.7% year‑over‑year. Management expects Aurora to deliver between $225 million and $250 million of adjusted EBITDA in 2026. Vistance ended the quarter with $2,510.0 million in cash and cash equivalents and announced a new $100 million share repurchase authorization, replacing a prior $50 million program, providing additional flexibility to return capital, although first‑quarter operating cash flow was negative $226.6 million and free cash flow was negative $228.8 million.

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Vistance Networks has entered into a definitive agreement to sell its RUCKUS Networks business to Belden Inc. for $1.846 billion in cash, payable at closing. The transaction is expected to close in the second half of 2026, subject to customary closing conditions and regulatory approvals.

Vistance expects net proceeds of about $1.7 billion after taxes and transaction expenses and plans to return a significant portion of excess cash to shareholders via a special distribution within 60 days after closing, with the exact amount and timing to be set by the Board. Management states the deal will let the company focus on its Aurora Networks business and continue investing in next-generation technology. A conference call will discuss the transaction and first quarter 2026 results.

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Rhea-AI Summary

Vistance Networks has entered into a definitive agreement to sell its RUCKUS Networks business to Belden Inc. for $1.846 billion in cash, payable at closing. The transaction is expected to close in the second half of 2026, subject to customary closing conditions and regulatory approvals.

Vistance expects net proceeds of about $1.7 billion after taxes and transaction expenses and plans to return a significant portion of excess cash to shareholders via a special distribution within 60 days after closing, with the exact amount and timing to be set by the Board. Management states the deal will let the company focus on its Aurora Networks business and continue investing in next-generation technology. A conference call will discuss the transaction and first quarter 2026 results.

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Vistance Networks, Inc. entered into a new senior secured asset-based revolving credit facility for up to $300 million with a syndicate of lenders led by Citibank, N.A. The facility, available to Vistance Networks Holdings, LLC and certain U.S. subsidiaries, can be used for working capital and other general corporate purposes and includes up to $100 million for letters of credit.

The revolver is based on a borrowing base of eligible accounts receivable and inventory in the U.S. and Mexico, may be increased by up to $150 million in incremental commitments, and matures on April 7, 2031. Borrowings bear interest at either Term SOFR plus 1.25%–1.50% or an alternate base rate plus 0.25%–0.50%, with an additional unused line fee of 0.25%–0.375%.

Obligations are guaranteed by the company and certain subsidiaries and secured by substantially all of their assets. The agreement includes customary covenants and events of default and a springing financial covenant requiring a minimum Covenant Fixed Charge Coverage Ratio of 1.00 to 1.00 when excess availability falls below the greater of $30 million and 10% of the lesser of total commitments and the borrowing base.

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Vistance Networks, Inc. senior vice president Charles A. Gilstrap reported an acquisition of 677 shares of common stock on a grant or award basis at a price of $0.00 per share. After this award, his directly held common stock ownership increased to 276,117 shares.

The 677-share award reflects additional performance share units earned for a performance period that ended on December 31, 2025 and is scheduled to vest on June 1, 2026, subject to continued employment. Footnotes also describe previously granted restricted stock units and performance share units with vesting dates through June 1, 2028.

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Vistance Networks, Inc. senior vice president Charles A. Gilstrap reported an acquisition of 677 shares of common stock on a grant or award basis at a price of $0.00 per share. After this award, his directly held common stock ownership increased to 276,117 shares.

The 677-share award reflects additional performance share units earned for a performance period that ended on December 31, 2025 and is scheduled to vest on June 1, 2026, subject to continued employment. Footnotes also describe previously granted restricted stock units and performance share units with vesting dates through June 1, 2028.

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FAQ

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

StockTitan tracks 55 SEC filings for Vistance Networks (VISN), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. 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 May 11, 2026.