Form 4: VIAVI CEO Khaykin Vests Stock Units, Sells for Tax

VIAVI Solutions CEO Oleg Khaykin acquired 391,934 shares through market stock unit vesting and sold 167,946 shares to cover tax obligations.

Summary

• Oleg Khaykin, President & CEO and Director of VIAVI Solutions Inc., reported transactions on September 23, 2025.
• He acquired a total of 391,934 shares of common stock through the vesting of market stock units (MSUs).
• These MSUs converted into common stock at an exercise price of $0 per unit.
• To cover tax withholding obligations, Khaykin disposed of 167,946 shares of common stock at a price of $12.41 per share.
• Following these transactions, Khaykin directly beneficially owns 2,110,117 shares of common stock and indirectly owns 118,914 shares through his spouse.
• The vesting percentages for the MSUs were 56.67% (3rd tranche from August 28, 2022 grant), 90.33% (2nd tranche from August 28, 2023 grant), and 128.00% (1st tranche from August 28, 2024 grant), all based on the company's total stockholder return during their respective performance periods.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive. The vesting of a significant number of market stock units, particularly one tranche at 128% of target, reflects positive performance against compensation metrics. The share disposition for tax purposes is a standard, neutral event.

Positives

• Vesting of 391,934 market stock units demonstrates continued equity compensation for the CEO, aligning management interests with shareholders.
• The 1st tranche of market-leveraged stock units, granted on August 28, 2024, vested at 128.00% of target, indicating strong total stockholder return performance for that specific period.

Negatives

• A total of 167,946 shares were disposed of to cover tax withholding obligations, reducing the CEO's direct beneficial ownership.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This is a routine insider transaction report (Form 4) detailing equity compensation vesting and tax-related share sales. It does not provide broader industry context or competitive analysis.

Stakeholder Impact

• Shareholders: The vesting and subsequent tax-related sale by the CEO are routine and demonstrate the ongoing alignment of executive compensation with company performance. The increase in direct beneficial ownership (net of tax sales) reinforces management's stake.
• Employees: No direct impact mentioned, but executive compensation structures can influence broader company compensation philosophies.

Key Dates

Keywords

VIAVI Solutions, Oleg Khaykin, Insider Transaction, Form 4, Market Stock Units, Equity Compensation, Stock Vesting, Tax Withholding, VIAV