Lumentum Holdings Inc. completed the issuance and sale of 2,876,415 shares of Series A Convertible Preferred Stock to NVIDIA Corporation for an aggregate purchase price of $2,000,000,000 in cash. The Series A Preferred Stock was sold at $695.31 per share in a private placement, relying on Section 4(a)(2) of the Securities Act of 1933. The transaction establishes a multi-year strategic partnership between Lumentum and NVIDIA to accelerate innovation in advanced optics technologies, including research and development for next-generation AI infrastructure and systems designs. The agreement includes an NVIDIA multi-billion purchase commitment and future capacity access rights for advanced laser components. NVIDIA's investment will support Lumentum's R&D, future capacity, and operations, including building out U.S.-based manufacturing capabilities in a new fab. The Series A Preferred Stock is convertible on a one-for-one basis into common stock at the holder's option (after the Hart-Scott-Rodino Antitrust Improvements Act waiting period) or automatically immediately before the closing of a qualified sale. Holders of Series A Preferred Stock will receive dividends in the same manner as common stockholders, on an as-converted basis, and will vote together with common stockholders on an as-converted basis, except for the election of directors. A Certificate of Designation for the Series A Preferred Stock was filed with the Secretary of State of the State of Delaware.