Other Information
−Removed: On May 1, 2023, the Compensation Committee (the "Committee") of our Board of Directors (the “Board”) approved the Viavi Solutions Inc.
−Removed: Section 16 Officer Incentive Compensation Plan (the "Section 16 Incentive Plan").
−Removed: All Section 16 officers including our named executive officers are eligible to participate in the Section 16 Incentive Plan.
−Removed: Participants in the Section 16 Incentive Plan will be eligible to earn cash incentive awards through the achievement of performance targets to be established by the Committee each year.
−Removed: The degree of performance achievement will determine the amount of each award earned relative to the participant's target amount, which generally will be a percentage of base salary.
−Removed: Participants in the Section 16 Incentive Plan generally must be employed on the date the cash incentive awards are actually paid in order to receive payment.
−Removed: We expect to adopt an annual cash incentive program under the Section 16 Incentive Plan for each fiscal year following adoption of the Section 16 Incentive Plan consistent with the terms as described above.
−Removed: A copy of the Section 16 Incentive Plan is attached as Exhibit 10.1 hereto and is incorporated herein by reference.
−Removed: The foregoing description of the Section 16 Incentive Plan does not purport to be complete and is qualified in its entirety by reference to such exhibit.
+Added: Rule 10b5-1 Trading Arrangements
+Added: On September 12, 2023 , Paul A.
+Added: McNab , Executive Vice President, Chief Marketing and Strategy Officer of VIAVI, entered into a prearranged trading plan (the “10b5-1 Plan”) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 8,374 shares of common stock.
+Added: The 10b5-1 Plan begins on September 12, 2023, and expires when all of the shares are sold or on December 29, 2023, whichever occurs first.
+Added: The earliest date that sales could occur under this plan is December 12, 2023.
+Added: The Rule 10b5-1 trading arrangement described above was adopted and precleared in accordance with VIAVI’s Insider Trading Policy and actual sale transactions made pursuant to such trading arrangements will be disclosed publicly in future Section 16 filings with the SEC.
The exhibits required to be filed herewith by Item 601 of Regulation S-K, as described in the following index of exhibits, are attached hereto unless otherwise indicated as being incorporated by reference, as follows:
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Exhibit Description Form Exhibit Filing Date Herewith Not Filed
−Removed: Viavi Solutions Inc.
−Removed: Section 16 Officer Incentive Compensation Plan
Certification of the Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
11 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: May 3, 2023 VIAVI SOLUTIONS INC.
−Removed: /s/ HENK DERKSEN
−Removed: Executive Vice President and Chief Financial Officer
+Added: November 3, 2023 VIAVI SOLUTIONS INC.
+Added: /s/ PAM AVENT
+Added: Interim Chief Financial and Accounting Officer
(Duly Authorized Officer and Principal Financial and Accounting Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.