0001127602-23-028492.txt : 20231130 0001127602-23-028492.hdr.sgml : 20231130 20231130190148 ACCESSION NUMBER: 0001127602-23-028492 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20231128 FILED AS OF DATE: 20231130 DATE AS OF CHANGE: 20231130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Daskal Ilan CENTRAL INDEX KEY: 0001446964 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22874 FILM NUMBER: 231457082 MAIL ADDRESS: STREET 1: 1000 ALFRED NOBEL DRIVE CITY: HERCULES STATE: CA ZIP: 94547 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 2023-11-28 0000912093 VIAVI SOLUTIONS INC. VIAV 0001446964 Daskal Ilan C/O VIAVI SOLUTIONS INC. 1445 SOUTH SPECTRUM BLVD, SUITE 102 CHANDLER AZ 85286 1 EVP, CFO 0 Market Stock Units 0 2023-11-28 4 A 0 113636 0 A Common Stock 113636 0 D Market Stock Units 0 2023-11-28 4 A 0 263774 0 A Common Stock 263774 0 D Restricted Stock Unit 0 2023-11-28 4 A 0 113636 0 A Common Stock 113636 0 D Restricted Stock Unit 0 2023-11-28 4 A 0 263774 0 A Common Stock 263774 0 D See Exhibit 99.1 - FY24 Focal Grant MSU for vesting schedule and terms There are no expiration dates on MSUs See Exhibit 99.2 - FY24 New Hire Grant MSU for vesting schedule and terms Units subject to the Award shall vest annually in three equal installments There are no expiration dates on RSUs Units subject to the Award shall vest annually in four equal installments /s/ Donna T. Rossi, attorney-in-fact 2023-11-30 EX-99 2 doc1.txt MISCELLANEOUS (PUBLIC): EXHIBIT 99.1 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 November 7, 2023 to December 21, 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. EX-99 3 doc2.txt MISCELLANEOUS (PUBLIC): EXHIBIT 99.2 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 four-year performance period covering fiscal years 2024 through 2027, with one-year (fiscal 2024), two-year (fiscal 2024 and 2025), three-year (fiscal 2024, 2025, and 2026), and four-year (fiscal 2024, 2025, 2026 and 2027) performance periods. The TSR for each period will be compared against the period of November 7, 2023 to December 21, 2023. The MSU award will be divided into four 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.