0001127602-23-023439.txt : 20230830 0001127602-23-023439.hdr.sgml : 20230830 20230830173603 ACCESSION NUMBER: 0001127602-23-023439 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230828 FILED AS OF DATE: 20230830 DATE AS OF CHANGE: 20230830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KHAYKIN OLEG CENTRAL INDEX KEY: 0001278725 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22874 FILM NUMBER: 231226248 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VIAVI SOLUTIONS INC. CENTRAL INDEX KEY: 0000912093 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942579683 STATE OF INCORPORATION: DE FISCAL YEAR END: 0701 BUSINESS ADDRESS: STREET 1: 1445 SOUTH SPECTRUM BLVD. STREET 2: SUITE 102 CITY: CHANDLER STATE: AZ ZIP: 85286 BUSINESS PHONE: 4084043600 MAIL ADDRESS: STREET 1: 1445 SOUTH SPECTRUM BLVD. STREET 2: SUITE 102 CITY: CHANDLER STATE: AZ ZIP: 85286 FORMER COMPANY: FORMER CONFORMED NAME: JDS UNIPHASE CORP /CA/ DATE OF NAME CHANGE: 19990713 4 1 form4.xml PRIMARY DOCUMENT X0508 4 2023-08-28 0000912093 VIAVI SOLUTIONS INC. VIAV 0001278725 KHAYKIN OLEG C/O VIAVI SOLUTIONS INC. 1445 SOUTH SPECTRUM BLVD, SUITE 102 CHANDLER AZ 85286 1 1 President & CEO 0 Common Stock 2023-08-28 4 M 0 87852 0 A 951807 D Common Stock 2023-08-28 4 F 0 36766 10.21 D 915041 D Common Stock 2023-08-28 4 M 0 69197 0 A 984238 D Common Stock 2023-08-28 4 F 0 28959 10.21 D 955279 D Common Stock 2023-08-28 4 M 0 85082 0 A 1040361 D Common Stock 2023-08-28 4 F 0 35607 10.21 D 1004754 D Restricted Stock Unit 0 2023-08-28 4 A 0 331818 0 A Common Stock 331818 331818 D Market Stock Units 0 2023-08-28 4 A 0 331818 0 A Common Stock 331818 331818 D Restricted Stock Units 0 2023-08-28 4 M 0 87852 0 D Common Stock 87852 0 D Restricted Stock Units 0 2023-08-28 4 M 0 69197 0 D Common Stock 69197 69197 D Restricted Stock Unit 0 2023-08-28 4 M 0 85082 0 D Common Stock 85082 170162 D Each stock unit converts upon vesting into one share of common stock. 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. Total includes 1,669 shares purchased pursuant to the ESPP plan. Units subject to the Award shall vest annually in thee equal installments over three years. There are no expiration dates on RSUs See Exhibit 99 - FY2024 MSU for vesting schedule and terms There are no expiration dates on MSUs. /s/ Donna T. Rossi, attorney-in-fact 2023-08-30 EX-99 2 doc1.txt MISCELLANEOUS (PUBLIC): FY24 MSU EXHIBIT MSU Grant Exhibit: The number of MSUs that vest will be based on the Company's total stockholder return ("TSR") relative to the performance of the component companies in the NASDAQ Telecommunications Index (the "NASDAQ Telecom Index") measured over a three-year performance period covering fiscal years 2024 through 2026, with one-year (fiscal 2024), two-year (fiscal 2024 and 2025), and three-year (fiscal 2024, 2025, and 2026) performance periods. The TSR for each period will be compared against the period of August 1, 2023 to September 15, 2023. The MSU award will be divided into three equal tranches, with one tranche assigned to each measurement period. The actual number of shares that vest will be determined by the Compensation Committee after the end of each measurement period based on the relative TSR for the period and will range from 0% to 150% of the target amount for that period. In order to vest in 100% of the target number of MSUs, the Company's TSR must be at the 55th percentile of the NASDAQ Telecom Index for each measurement period. The actual percentage of shares earned will be determined by the Committee at the end of each year of the MSU Performance Period and will be interpolated on a linear basis for performance between threshold and target for each level of achievement as follows: Performance Threshold/Target............Shares Earned 0-25th Percentile.......................0% of Target Shares 25th-55th Percentile....................0%-100% of Target Shares 55th-100th Percentile...................100%-150% of Target Shares Each earned unit converts into one share of common stock on the vesting date.