What changed in this filing

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Item 1. Business

2026-02-26 compared with 2025-02-26 · 117 added, 170 removed, 229 unchanged (56% of the section changed)

Company Overview

CommScope Holding Company, Inc.

was incorporated in Delaware on October 22, 2010, and our initial public offering for our common stock was on October 25, 2013.

Since our founding as an independent company in 1976, we have consistently played a significant role in many of the world’s leading communication networks.

Our evolution has been driven by technological innovation and strategic acquisitions that expanded our product offerings and complemented our existing solutions.

We are a global provider of infrastructure solutions for communication, data center and entertainment networks.

Our solutions for wired and wireless networks enable service providers, including cable, telephone and digital broadcast satellite operators and media programmers, to deliver media, voice, Internet Protocol (IP) data services and Wi-Fi to their subscribers and allow enterprises to experience constant wireless and wired connectivity across complex and varied networking environments.

Vistance Networks, Inc.

was incorporated in Delaware on October 22, 2010 as CommScope Holding Company, Inc., and our initial public offering for our common stock was on October 25, 2013.

Effective January 14, 2026, we changed our legal name from CommScope Holding Company, Inc.

to Vistance Networks, Inc.

Since our founding as an independent company in 1976, we have played a significant role in many of the world’s leading communication networks.

Our evolution has been driven by technological innovation and strategies that expanded our product offerings and complemented our existing solutions.

We are a global provider of infrastructure solutions that enable service providers, including cable, telephone and digital broadcast satellite operators and media programmers, to deliver media, voice, Internet Protocol (IP) data services and Wi-Fi to their subscribers and allow enterprises to experience constant wireless and wired connectivity across complex and varied networking environments.

Our solutions are complemented by services including technical support, systems design and integration.

We are a leader in digital video and IP television (IPTV) distribution systems, broadband access infrastructure platforms and equipment that delivers data and voice networks to homes including fiber to the home technologies (FTTH).

We are a leader in digital video and IP television (IPTV) distribution systems, broadband access infrastructure platforms and equipment that delivers data and voice networks to homes.

Our global leadership position is built upon innovative technology, broad solution offerings, high-quality and cost-effective customer solutions, and global manufacturing and distribution scale.

As of December 31, 2024, we have a team of over 20,000 people who serve our customers in over 100 countries through a network of world-class manufacturing and distribution facilities strategically located around the globe.

As of December 31, 2025, excluding our discontinued operations, we have a team of over 4,500 people who serve our customers in over 70 countries.

Our customers include substantially all the leading global telecommunications operators, data center managers, cable television providers or multi-system operators (MSOs) and thousands of enterprise customers, including many Fortune 500 companies.

We have long-standing, direct relationships with our customers and serve them through a direct sales force and a global network of channel partners.

We completed the acquisition of certain assets of Casa Systems, Inc.

and its subsidiaries (Casa) on June 7, 2024 (the Casa Transaction).

As part of the Casa Transaction, we acquired certain assets (the Casa Assets) and assumed certain specified liabilities (the Casa Liabilities) of Casa.

The sale was conducted pursuant to the bid procedures (the Bid Procedures) established in the chapter 11 cases of Casa Systems, Inc.

and certain affiliates in the U.S.

Bankruptcy Court for the District of Delaware (the Bankruptcy Court).

Pursuant to the Bid Procedures, we were designated as the successful bidder following an auction held on May 29, 2024.

On June 5, 2024, the Bankruptcy Court entered an order authorizing the sale of the Casa Assets to us pursuant to Section 363 of the U.S.

Bankruptcy Code (subject to the terms thereof).

The sale closed on June 7, 2024 and, at such time, we funded the purchase price of $45.1 million and settled certain assumed Casa Liabilities, with cash on hand.

We are integrating this strategic acquisition into our Access Network Solutions (ANS) segment and expect the acquisition to strengthen our ANS segment’s position by enhancing its virtual cable modem termination systems and passive optical network product offerings, which will enable customers to migrate to distributed access architecture solutions at their own speed, and further grow our customer base.

We recorded $1.4 million of transaction and integration costs for the year ended December 31, 2024 related to the Casa Transaction, and these costs were recognized in selling, general and administrative expense in the Consolidated Statements of Operations.

See Note 3 in the Notes to Consolidated Financial Statements for further discussion of the Casa Transaction.

Since 2021, we have been engaged in a transformation initiative referred to as CommScope NEXT, which is designed to drive shareholder value through three pillars:

We have long-standing, direct relationships with our customers and serve them through a direct sales force, supplemented by a global network of channel partners.

Since 2021, we have been engaged in a transformation initiative designed to drive shareholder value through three pillars:

profitable growth, operational efficiency and portfolio optimization.

We believe these efforts are critical to making us more competitive and allowing us to invest in growth, de-leverage our indebtedness and maximize stockholder and other stakeholder value in the future.

In 2022, CommScope NEXT generated positive impacts on net sales, profitability and cash flow from our execution on pricing initiatives, capacity expansion and operational efficiencies.

In 2023, we experienced headwinds related to a slow-down in spending by our customers, but we continued to execute under CommScope NEXT to improve our profitability and cash flows by continuing to drive operational efficiencies and focusing on portfolio optimization, all of which is enabling us to take advantage of the recovery in demand that we began to see in 2024.

To that end, we incurred $36.7 million, $25.1 million and $41.8 million of restructuring costs and $63.4 million, $27.1 million and $35.1 million of transaction, transformation and integration costs during the years ended December 31, 2024, 2023 and 2022, respectively, primarily related to CommScope NEXT initiatives.

We expect to continue to incur such costs in 2025 as we continue executing on CommScope NEXT initiatives, and the resulting charges and cash requirements could be material.

On January 31, 2025, we completed the previously announced sale of our Outdoor Wireless Networks (OWN) segment and the Distributed Antenna Systems (DAS) business unit of our Networking, Intelligent Cellular & Security Solutions (NICS) segment to Amphenol Corporation (Amphenol), pursuant to the Purchase Agreement dated July 18, 2024, in exchange for approximately $2.1 billion in cash.

In the third quarter of 2024, we determined the sale of our OWN segment and DAS business unit met the “held for sale” criteria and the “discontinued operations” criteria in accordance with Accounting Standards Codification (ASC) No.

360-10, Impairment and Disposal of Long–Lived Assets , and ASC No.

205-20, Presentation of Financial Statements:

Discontinued Operations, due to its relative size and strategic rationale.

For all periods presented, amounts in these consolidated financial statements have been recast to reflect the discontinuation of our OWN segment and DAS business unit in accordance with guidance.

All discussions and results related to our NICS segment exclude the DAS business unit, since the DAS business unit was moved to held for sale in the third quarter of 2024.

On January 9, 2024, we completed the sale of our Home Networks (Home) segment and substantially all of the associated segment assets and liabilities (Home business) to Vantiva SA (Vantiva) pursuant to the Call Option Agreement entered into on October 2, 2023 and the Purchase Agreement dated as of December 7, 2023.

In the fourth quarter of 2023, we determined the sale of our Home business met the “held for sale” criteria and the “discontinued operations” criteria in accordance with accounting guidance.

All prior period amounts in these consolidated financial statements have been recast to reflect the discontinuation of the Home business.

As of January 1, 2024, we shifted certain product lines from our Connectivity and Cable Solutions (CCS) segment to our ANS segment to better align with how the businesses are managed.

All prior period amounts have been recast to reflect these operating segment changes.

We continue to focus on driving operational efficiencies and other cost savings initiatives, as well as portfolio optimization, all of which enabled us to take advantage of the recovery in demand that we started to see beginning in late 2024 and continuing through 2025.

We continue to analyze the impacts of the recently announced tariffs under the current U.S.

administration;

however, we believe we have a manageable plan in place to mitigate any potential impacts.

Our approach of focusing on matters in our control has driven improved results in 2025 and will remain our focus into 2026.

As a result, we incurred $19.7 million, $36.7 million and $29.4 million of net restructuring costs and $29.9 million, $63.4 million and $27.1 million of transaction, transformation and integration costs during the years ended December 31, 2025, 2024 and 2023, respectively, primarily related to our transformation initiative.

We expect to continue to incur such costs during 2026 as we continue executing on our transformation initiative, and the resulting charges and cash requirements could be material.

During the years ended December 31, 2023, 2024 and 2025, we executed several strategic transactions that are further described in Note 3 and Note 4 in the Notes to Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K.

These transactions included the acquisition of certain assets of Casa Systems, Inc.

(Casa), as well as multiple divestitures, including the Home business, the Outdoor Wireless Networks (OWN) segment, the Distributed Antenna Systems (DAS) business unit, the OneCell business, and the Connectivity and Cable Solutions (CCS) segment.

Several of these divestitures met the criteria for discontinued operations under Accounting Standard Codification (ASC) 205‑20, Presentation of Financial Statements—Discontinued Operations and "held for sale" classification under ASC 360-10, Impairment and Disposal of Long Lived Assets.

Detailed financial information, gain or loss recognition, held for sale measurements, and the related balance sheet, statement of operations, and statement of cash flow impacts are included within those notes.

Segment Renaming

Effective April 1, 2025, following the divestiture of the DAS business unit, we renamed our Networking, Intelligent Cellular & Security Solutions (NICS) segment to RUCKUS.

The name change did not impact our operating or reportable segment structure, chief operating decision maker (CODM) reporting or historical segment results.

Historical activities occurring prior to the effective date are referenced under the former NICS name.

In connection with the divestiture of the CCS segment, and effective upon the closing of that transaction on January 9, 2026, we renamed our Access Network Solutions (ANS) segment to Aurora Networks (Aurora).

The name change did not impact our operating or reportable segment structure, CODM reporting or historical segment results.

Historical activities occurring prior to the effective date are referenced under the former ANS name.

Operating Segment Realignments

To better align product oversight with how the business is managed:

• Effective January 1, 2025, a product line was transferred from the RUCKUS (formerly NICS) segment to the Aurora (formerly ANS) segment.

• Effective January 1, 2024, certain product lines were transferred from the CCS segment (which became a discontinued operation in the fourth quarter of 2025) to the Aurora (formerly ANS) segment.

All prior periods presented have been recast to reflect these organizational changes.

The discussions in these consolidated financial statements relate solely to our continuing operations, unless otherwise noted.

For further discussion of the discontinued operations related to the OWN segment, DAS business unit and Home business, see Note 4 in the Notes to Consolidated Financial Statements.

For the year ended December 31, 2024, our revenues were $4.21 billion and our loss from continuing operations was $461.0 million.

As a result, we are reporting financial performance based on the following remaining reportable segments:

RUCKUS and Aurora.

For further discussion of the discontinued operations related to the CCS segment, OWN segment, DAS business unit and Home business, see Note 4 in the Notes to Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K.

For the year ended December 31, 2025, our revenues were $1.93 billion and our income from continuing operations was $324.3 million.

For further discussion of our current and prior year financial results, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

Operating Segments

As a result of the divestitures described above, we are now reporting financial performance based on the following remaining three operating segments:

CCS, NICS and ANS.

The distribution of net revenues among our operating segments was as follows:

Reportable Segments

As a result of the divestitures described above, we are now reporting financial performance based on the following remaining reportable segments:

RUCKUS and Aurora.

The distribution of net revenues among our reportable segments was as follows:

Year Ended December 31,

CCS Segment (2024 Net Sales of $2.8 billion)

Our CCS segment provides fiber optic and copper connectivity and cable solutions for use in telecommunications, cable television, residential broadband networks, data centers and business enterprises.

The CCS portfolio includes network solutions for indoor and outdoor network applications.

Indoor network solutions include optical fiber and twisted pair structured cable solutions, intelligent infrastructure management hardware and software and network rack and cabinet enclosures.

Outdoor network solutions are used in both local-area and wide-area networks and “last mile” fiber-to-the-home installations, including deployments of fiber-to-the-node, fiber-to-the-premises and fiber-to-the-distribution-point to homes, businesses and cell sites.

NICS Segment (2024 Net Sales of $0.6 billion)

Our NICS segment provides wireless networks for enterprises and service providers.

Product offerings include indoor cellular solutions such as public key infrastructure solutions, indoor and outdoor Wi-Fi and long-term evolution (LTE) access points, access and aggregation switches;

RUCKUS (2025 Net Sales of $0.7 billion)

Our RUCKUS segment provides wireless networks for enterprises and service providers.

Product offerings include indoor cellular solutions such as indoor and outdoor Wi-Fi and long-term evolution (LTE) access points, access and aggregation switches;

an Internet of Things (IoT) suite, on-premises and cloud-based control and management systems;

and software and software-as-a-service applications addressing security, location, reporting and analytics.

ANS Segment (2024 Net Sales of $0.8 billion)

Our ANS segment’s product solutions include cable modem termination systems (CMTS), video infrastructure, distribution and transmission equipment and cloud solutions that enable facility-based service providers to construct a state-of-the-art residential and metro distribution network.

Aurora (2025 Net Sales of $1.2 billion)

Our Aurora segment’s product solutions include cable modem termination systems (CMTS), video infrastructure, public key infrastructure solutions, distribution and transmission equipment and cloud solutions that enable facility-based service providers to construct a state-of-the-art residential and metro distribution network.

Industry Background

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We continue to see a mix of connectivity needs in homes, in offices and while on the move.

We also continue to see higher upstream network usage than downstream usage.

Additionally, the network has become more bi-directional and interactive, driving the need for lower and more consistent latency.

We also continue to see higher downstream usage than upstream network usage.

Additionally, the network has become more interactive, driving higher bandwidth and the need for lower latency.

There are several major trends that we expect to continue to drive network deployments and investment, including the following:

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Our customers are continuing to develop networks that are faster, more responsive, more efficient and more reliable.

We believe the following key network trends will continue to impact CommScope and the industry during 2025:

We believe the following key network trends will continue to impact the Company and the industry during 2026:

1) Network Convergence :

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As a result, cable operators are continuing to invest in upgrades to their networks for broadband but continue to have mixed feelings about investments in their video and voice services.

While past data trends have been defined by rapid growth in the downlink, more interactive experiences and IoT are driving the need for major network change in the uplink.

While past data trends have been defined by rapid growth in the downstream, more interactive experiences and IoT are driving the need for major network change in the upstream.

3) Virtualization, Centralization and Disaggregation:

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To support the increased demands of a growing game-playing subscriber base, all operators are continuing to seek new ways to reduce the latency and jitter of the gaming packet streams.

As an example, Data Over Cable Service Interface Specification (DOCSIS) deployments are being added to the new low latency DOCSIS technologies to their CMTS and customer premises equipment (CPE) gear.

Low latency Data Over Cable Service Interface Specification (DOCSIS) technologies are being added to CMTS and customer premises equipment (CPE) gear.

Node-splits are also used to reduce congestion.

Over time, we expect these low latency services to allow support of Web3.0 and the metaverse, as access networks are increasing and used in a more interactive way.

The densification of 5G networks also reduces congestion and decreases latency.

5) Network Capacity Expansion :

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This traffic growth results from increases in average subscriber consumption levels and in maximum service level agreement (SLA) levels.

Cable providers are beginning to see many increases in spectrum, including moves to DOCSIS 3.1 upstream mid-splits (85 MHz) and DOCSIS 3.1 upstream high-splits (204 MHz) and downstream DOCSIS 3.1 transitions to 1.2 GHz.

Capacity is also increasing via the increased use of the spectrally-efficient DOCSIS 3.1 orthogonal frequency-division multiplexing (OFDM) and orthogonal frequency-division multiple access (OFDMA) channels within the cable spectrum.

Cable providers are adding spectrum in both the upstream and downstream.

Additionally, some operators are beginning their upgrade path to DOCSIS 4.0 in certain regions of their networks.

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While we saw minimal investment under the BEAD Program in 2024, we expect more funds to be distributed in the second half of 2025.

Generative Artificial Intelligence (GenAI) Data Center Investment

The rise of artificial intelligence (AI), cloud computing and high-performance computing is significantly increasing the demand for data centers due to several key factors:

• Massive Computational Power Requirements:

GenAI models, such as those used in natural language processing and image generation, require substantial computational power.

This necessitates the development of large, powerful data centers equipped with high-performance GPUs and specialized hardware.

• Cloud Services Expansion:

Major cloud providers are investing heavily in expanding their data center infrastructure to support AI-driven applications.

This includes building new facilities and upgrading existing ones to handle the increased demand.

• Economic and Operational Efficiency:

Enterprises are increasingly turning to colocation providers to deploy their AI infrastructure.

Colocation facilities offer power, cooling, and connectivity at a fraction of the cost of building and maintaining private data centers.

• AI Infrastructure-as-a-Service (IaaS):

The rise of AI infrastructure-as-a-service is creating new revenue streams for data center operators.

By offering scalable AI infrastructure, companies can attract more customers and generate recurring revenue.

Investments in AI and high-performance computing are expected to drive future demand for data centers, necessitating rapid innovation in design and technology to manage rising power and density needs.

Fiber Deep Deployments

Residential and business bandwidth consumption continues to grow substantially.

Residential and business bandwidth consumption continues to grow.

The proliferation of OTT video, multiscreen viewing, cloud services and social media are continuing to prompt operators to accelerate fiber deployment.

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In addition, with the deployments of metro cells, outdoor small cells and fixed wireless broadband to the home, these same service providers are utilizing this common physical layer infrastructure to provide connectivity to these wireless access points.

Ethernet passive optical networks (EPON) and XGS-PON are both being included in the plans of network operators, and CommScope has developed optical line terminal (OLT) and optical network terminal (ONT) equipment for both technologies.

Shift in Enterprise Spending

Several trends in the enterprise market are expected to continue creating opportunities and challenges for us.

First, the shift toward mobility in business enterprises is expected to continue impacting the amount and type of structured copper connectivity needed over the longer term.

As the bandwidth requirements for Wi-Fi, indoor cellular networks (private and public), and IoT devices continue to increase, more access points will be needed throughout commercial buildings.

As a result, enterprises continue to adjust in-building cabling designs to deliver both power and high-speed data to those devices.

Power-over-ethernet is becoming increasingly important as the number of devices used for Wi-Fi and indoor cellular networks multiplies.

While enterprises continue to need copper connectivity to power edge devices, enterprises are deploying fiber more extensively in data centers.

Over the next several years, we expect the growing demand for fiber and Wi-Fi solutions to result in decelerating demand for copper solutions in networks.

Due to huge increases in data traffic and migration of applications to the cloud, enterprises continue to shift spending toward multi-tenant (co-located) data centers and hyperscale cloud service providers, which offer cloud data center services as a replacement for in-house corporate data centers.

Multi-tenant and hyperscale data center managers are focused on ultra-low loss, high density, scalable fiber connectivity solutions.

Enterprises are also using LTE and 5G for their own, private uses.

Private networks are becoming more important to an enterprise’s information technology plans and provide a level of reliable connection that enterprises have not been able to get from their Wi-Fi networks, further moving the demand of enterprise communications into the wireless domain.

Small Cell Investment to Enhance and Expand Wireless Coverage and Capacity

Small cell solutions address the capacity and speed requirements from an indoor perspective.

These systems provide coverage and capacity to the indoor environment and reduce the load from the macro and metro layers, which improves overall network performance.

Small cell systems may range from small single-operator, single-band, low-capacity systems for use in enterprise buildings to large multi-carrier, multi-technology, multi-band systems for use in high-capacity public venues.

Ethernet passive optical networks (EPON) and XGS-PON are both being included in the plans of network operators, and we have developed optical line terminal (OLT) for both technologies.

Transition to Wi-Fi 7

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Wi-Fi 7 is expected to deliver exceptional user experiences and empower an entirely new class of advanced connected devices and demanding applications through the most efficient use of spectrum.

Since 2021, we have been engaged in a transformation initiative referred to as CommScope NEXT, which is designed to drive shareholder value through three pillars:

Since 2021, we have been engaged in a transformation initiative designed to drive shareholder value through three pillars:

profitable growth, operational efficiency and portfolio optimization.

In 2022, CommScope NEXT generated positive impacts on net sales, profitability and cash flow from our execution on pricing initiatives, capacity expansion and operational efficiencies.

We continue to analyze the impacts of the recently announced tariffs under the current U.S.

administration;

however, we believe we have a manageable plan in place to prepare for potential impacts.

Our approach of focusing on matters in our control has driven improved results in 2025 and will remain our focus into 2026.

Profitable Growth

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Operational Efficiency

We are pursuing strategic initiatives aimed at optimizing our utilization of resources by improving direct procurement processes, increasing transparency and control over indirect procurement spend, driving operational improvements to lower manufacturing costs and streamlining and optimizing our period overhead cost structure.

We are pursuing strategic initiatives aimed at optimizing our utilization of resources by improving direct procurement processes, increasing transparency and control over indirect procurement spend, driving operational improvements to lower costs and streamlining and optimizing our period overhead cost structure.

Our management team has a strong track record of improving operational efficiency and successfully executing on formalized annual profit improvement plans, cost-savings initiatives and working capital improvements to drive future profitability and cash flow.

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We also regularly review our product offerings, business lines and segments and holistically assess opportunities to deliver the most value to stakeholders.

As a step in optimizing our portfolio, we were committed to finding the right strategic opportunity for our OWN segment, DAS business unit and Home business.

As discussed above, we believe the divestiture of the OWN segment and DAS business unit in January 2025 and the divestiture of our Home business in January 2024 were the optimal opportunities for their future success.

Additionally, we completed the Casa Transaction and expect the transaction to strengthen our ANS segment’s position by enhancing the segment’s virtual cable modem termination systems and passive optical network product offerings.

The Future of CommScope

We are positioned as a leader in most of our segments already and will work to defend our leadership in the more mature parts of these markets, while also shifting resources towards our targeted growth choices within them.

With CommScope NEXT, we are striving to achieve the following:

As a step in optimizing our portfolio, we have proven our commitment in determining the ideal strategic opportunities for the CCS segment, OWN segment, DAS business unit, OneCell business and Home business.

As discussed above, we believe the divestitures of the CCS segment subsequent to fiscal year end in January 2026, the OneCell business in May 2025, the OWN segment and DAS business unit in January 2025 and the Home business in January 2024 were the optimal opportunities for their future success.

Additionally, we completed the Casa Transaction in June 2024 which has strengthened our Aurora (formerly ANS) segment’s position by enhancing the segment’s virtual cable modem termination systems and passive optical network product offerings.

We are already positioned as a leader in our current segments and will work to defend our leadership in the more mature parts of these markets, while also shifting resources towards our targeted growth choices within them.

With our transformation initiatives, we are striving to achieve the following:

• Deliver organic growth

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• Architect a simplified organization, with more accountability, responsibility and visibility

With CommScope NEXT, we are continuing to transform our organization into one that has better operational efficiency, speed and resilience and one that can better service our existing customers, as well as new ones.

As demand in our industry recovers, we expect CommScope NEXT to drive adjusted EBITDA expansion that will enable us to increase our cash flow to de-leverage our indebtedness and further invest in our growth.

Our transformation initiatives allow us to continue transforming our organization into one that has better operational efficiency, speed and resilience and one that can better service our existing customers, as well as new ones.

As demand in our industry has recovered, we expect our transformation initiative to continue driving adjusted EBITDA expansion that will enable us to increase our cash flow and further invest in our growth.

Our customers include substantially all the leading global telecommunications operators, data center managers, cable television providers or MSOs and thousands of enterprise customers, including many Fortune 500 companies.

Major customers and distributors include companies such as Charter Communications, Inc.;

Comcast Corporation (Comcast);

Cox Communications, Inc.;

Graybar Electric Company, Inc.;

KGP Companies, Inc.;

National Broadband Network Company Limited;

Power & Telephone Supply Company;

Rogers Communication Inc.;

Major customers and distributors include companies such as Comcast Corporation (Comcast);

TD SYNNEX Corporation;

and Wesco International, Inc.

(including Anixter International Inc.).

For the year ended December 31, 2024, we derived approximately 19% of our consolidated net sales from our top two direct customers, however, for the years ended December 31, 2024, 2023 and 2022, no single direct customer accounted for 10% or more of our net sales.

Products from our CCS segment are primarily sold directly to data center managers and cable television system operators, broadband operators and other service providers that deploy broadband networks.

CCS segment products are also sold through independent distributors or system integrators for large telecommunications operators and enterprises.

Products from our NICS segment are primarily sold through independent distributors or system integrators for large telecommunications operators and to customers in a broad range of enterprise vertical markets, including hospitality, education, smart cities, government, venues and service providers, indirectly through channel partners.

We also sell directly to cable television system operators, broadband operators and service providers that deploy broadband networks.

In certain circumstances, we sell NICS segment products directly to end customers, but it is a relatively small part of the overall business.

Products from our ANS segment are primarily sold directly to wireline network service providers, such as telephone companies and cable television network providers, to be deployed into their service delivery networks.

Charter Communications, Inc.;

Rogers Communication Inc.;

Optimum Communications, Inc.;

and Exclusive Networks USA, Inc.

For the year ended December 31, 2025, we derived approximately 35% of our consolidated net sales from our top direct customer.

Products from our RUCKUS segment are primarily sold through independent distributors or system integrators for large telecommunications operators and to customers in a broad range of enterprise vertical markets, including hospitality, education, smart cities, government, venues and service providers, indirectly through channel partners.

We also sell directly to managed service providers (MSPs) and service providers that deploy broadband networks.

In certain circumstances, we sell RUCKUS segment products directly to end customers, but it is a relatively small part of the overall business.

Products from our Aurora segment are primarily sold directly to wireline network service providers, such as telephone companies and cable television network providers, to be deployed into their service delivery networks.

In some cases, we sell through specialized resellers and distributors who primarily provide logistics support, and in certain circumstances, post-sale service and support.

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Major competitors by segment include the following:

CCS segment – Amphenol Corporation, Belden Inc., Clearfield, Inc., Corning Incorporated and Sterlite Technologies Limited;

NICS segment – Cisco Systems, Inc., Comba Telecom Systems Holdings Limited, Corning Incorporated, Extreme Networks, Inc., Hewlett Packard Enterprise Development LP, Huawei Technologies Co., Ltd., JMA Wireless, Juniper Networks, Inc., SOLiD, Inc.

and Ubiquiti Inc.;

and ANS segment – ATX Networks Corp., Casa Systems, Inc., Cisco Systems, Inc., Harmonic Inc., Technetix Group Limited, Teleste Oyj and Vecima Networks Inc.

RUCKUS segment – Cisco Systems, Inc., Extreme Networks, Inc., Hewlett Packard Enterprise Development LP, Huawei Technologies Co., Ltd., and Ubiquiti Inc.;

and Aurora segment – ATX Networks Corp., Harmonic Inc., Technetix Group Limited, Teleste Oyj and Vecima Networks Inc.

We compete primarily on the basis of delivering solutions, product specifications, quality, price, customer service and delivery time.

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Competitive Strengths

We are a global leader in connectivity and essential infrastructure solutions for communications and entertainment networks, and we believe we hold leading market positions in most of our segments.

Since our founding in 1976, CommScope has been a leading brand in connectivity solutions for communications networks.

In the cable television and video network equipment industry, CommScope and ARRIS are longstanding market leaders, along with other brands we own such as RUCKUS, ADC and many smaller brands.

In the enterprise market, SYSTIMAX, NETCONNECT and UNIPRISE are recognized as global market leaders in enterprise connectivity solutions for business enterprise and data center applications.

We are a global leader in connectivity and essential infrastructure solutions for communications, enterprise, service provider and entertainment networks.

We operate through our Aurora and RUCKUS segments, and we believe we hold leading market positions in key areas of our business.

In the cable television and video network equipment industry, Aurora is a longstanding market leader, offering products historically sold under the ARRIS brand, including infrastructure and access network solutions.

Through RUCKUS, we provide purpose-driven networking solutions to customers across the enterprise, including hard radio frequency/high density environments such as stadiums, campuses, hospitality and multi-dwelling units.

We believe the following competitive strengths have been instrumental to our success and position us well for future

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Our direct sales force and channel partner relationships give us extensive reach and distribution capabilities to customers globally.

Given our understanding of their existing networks, when it comes to deploying networks at scale, these customers trust CommScope and hold high regards for our ability to help them achieve their goals.

Global Scale, Manufacturing Footprint and Quality

Given our understanding of their existing networks, when it comes to deploying networks at scale, these customers trust us and hold high regards for our ability to help them achieve their goals.

Global Scale and Quality

Our global manufacturing and distribution footprint and worldwide sales force give us significant scale within our addressable markets.

We believe our scale, stability and quality make us an attractive strategic partner to our large global customers, and we have been repeatedly recognized by key customers for these attributes.

Our manufacturing and distribution facilities are strategically located to optimize service levels and product delivery times.

We also utilize lower-cost geographies for high labor content products and largely automated plants in higher cost regions.

Most of our manufacturing employees are in lower-cost geographies such as Mexico, China, India and the Czech Republic.

The combination of our dynamic manufacturing organization, our global network of third-party manufacturers and our distribution organization allows us to:

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We maintain a balance of internal and external manufacturing providers to continue offering our customers a competitive combination of quality, cost and flexibility in meeting their needs.

We develop, design, fabricate, manufacture and assemble many of our products and solutions in-house at our facilities located around the world.

We have strategically located our manufacturing and distribution facilities to provide superior service levels to customers.

We utilize lower-cost geographies for high labor content products while investing in largely automated plants in higher-cost regions close to customers.

Most of our manufacturing employees are located in lower-cost geographies such as Mexico, China, India and the Czech Republic.

In addition, we utilize contract manufacturers located throughout the world for many of our product groups, including certain products in our CCS and ANS segments and all of our Ruckus products.

We develop, design, fabricate, manufacture and assemble many of our products and solutions in-house at our facility.

We have strategically located our manufacturing and distribution facility to provide superior service levels to customers.

We utilize a lower-cost geography for high labor content products.

In addition, we utilize contract manufacturers located throughout the world for many of our product groups, including certain products in our Aurora segment and all of our RUCKUS products.

There can be no guarantee that the Company will be able to extend or renew agreements with contract manufacturers on similar terms, or at all.

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Our products are manufactured or assembled from both standard components and parts that are unique to our specifications.

Our internal manufacturing operations are largely process oriented and we use significant quantities of various raw materials, including aluminum, copper, steel, bimetals, optical fiber and plastics and other polymers, among others.

Our internal manufacturing operation is largely process oriented and we use significant quantities of various raw materials, including aluminum, copper, steel and optical fiber, among others.

Portions of the requirements for these materials are purchased under supply arrangements where some portion of the unit pricing may be indexed to commodity market prices for these metals.

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Our profitability has been and may continue to be materially affected by changes in the market price of our raw materials and components, most of which are linked to the commodity markets.

Prices for aluminum, copper, plastics, silicon and certain other polymers derived from oil and natural gas have fluctuated substantially during the past several years.

Prices for aluminum, copper and silicon derived from oil and natural gas have fluctuated substantially during the past several years.

We have adjusted our prices for certain products and may have to adjust prices again.

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Accordingly, R&D is important to preserve and expand our position as a market leader and to provide the most technologically advanced solutions in the marketplace.

We invested $316.2 million in R&D during 2024, and we expect to continue with substantial investments in future years.

We intend to focus our major R&D activities on high-growth opportunities such as fiber optic connectivity for fiber-to-the-x (FTTX) and data centers, Wi-Fi 7 and 6GHz, CCAP, DAA, DOCSIS 4.0, gigabit passive optical network (GPON) and metro cell and small cell wireless solutions.

We are also developing solutions that support the convergence of wireline and wireless networks in connection with the rollout of 5G.

We invested $283.5 million in R&D during 2025, and we expect to continue with certain investments in future years.

We intend to focus our major R&D activities on high-growth opportunities such as Wi-Fi 7 and 6GHz, cloud management systems, AI-driven network automation and converged operational/information technology solutions, CCAP, DAA, DOCSIS 4.0 and passive optical network (PON).

We are also developing solutions that support the convergence of wired and wireless networks in connection with the rollout of 5G.

Several of our professionals are leaders and active contributors in standards-setting organizations, which helps ensure that our products can be formulated to achieve broad market acceptance.

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As of December 31, 2025, we held over 2,700 patents and patent applications and over 590 registered trademarks and trademark applications worldwide.

Over the next five years, approximately 1,500, or about 17%, of our issued patents will expire, while at the same time we intend to seek patents protecting new innovations .

We consider our patents and trademarks to be valuable assets, and although no single patent is material to our overall operations, we believe the COMMSCOPE, ARRIS, RUCKUS, SYSTIMAX, NETCONNECT, NOVUX and ONECELL trade names and related trademarks are critical assets to our business.

Over the next five years, approximately 228, or 12%, of our issued patents will expire, while at the same time we intend to seek patents protecting new innovations .

We consider our patents and trademarks to be valuable assets, and although no single patent is material to our overall operations, we believe the RUCKUS NETWORKS, AURORA NETWORKS and VISTANCE NETWORKS trade names and related trademarks are important assets to our business.

We intend to rely on our intellectual property rights, including our proprietary knowledge, trade secrets and continuing technological innovation, to develop and maintain our competitive position.

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We understand how important it is to consider the larger impact of our actions beyond the balance sheet.

We are proud of CommScope’s significant standing in one of the world’s most vital and dynamic industries.

We are proud of our significant standing in one of the world’s most vital and dynamic industries.

We are making great progress in delivering our sustainability actions while advancing the industry and creating a better and sustainable tomorrow.

For the sake of our current and future generations, we will continue to grow as a sustainable, environmentally conscious business that benefits the whole planet.

For additional information, which is not incorporated by reference in this Annual Report on Form 10-K, see our Corporate Responsibility & Sustainability pages on the CommScope website:

https://www.commscope.com/corporate-responsibility-and-sustainability/ .

For additional information, which is not incorporated by reference in this Annual Report on Form 10-K, see our Corporate Responsibility & Sustainability pages on the our website:

https://www.vistancenetworks.com/corporate-responsibility-and-sustainability/ .

Human Capital Management

CommScope believes that human capital management, including attracting, developing and retaining a high-quality workforce, is critical to our long-term success.

We believe that human capital management, including attracting, developing and retaining a high-quality workforce, is critical to our long-term success.

Our Board of Directors and its Committees provide oversight on a broad range of human capital management topics, including corporate culture, compensation and benefits, organizational development and succession planning, and employee health, safety and well-being, to name a few.

We employed approximately 4,500 people worldwide as of December 31, 2025, with approximately 22% classified as manufacturing employees.

The majority of these manufacturing employees are located in low-cost labor countries such as Mexico, China, India and the Czech Republic.

workforce includes approximately 4,100 employees, comprised of a mix of manufacturing and non-manufacturing employees.

These manufacturing employees are primarily located in Mexico.

workforce includes approximately 1,700 employees, comprised of mostly non-manufacturing employees.

We are party to numerous works’ councils or similar statutory arrangements outside of the U.S.

(none in the U.S.) and believe that relations with our employees are generally good.

Protecting the safety, health, and well-being of our associates around the world is one of CommScope’s top priorities.

Protecting the safety, health, and well-being of our associates around the world is one of our top priorities.

We strive to achieve an injury-free work environment.

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Lastly, we aim to provide a positive employee experience and workplace environment that engages all employees.

We are proud that employees all over the world continue to unite behind our common purpose to “Create Lasting Connections.” We collaborate and innovate to create the world’s most advanced networks driven by our passionate employees who deliver on this vision every day.

We collaborate and innovate to create the world’s most advanced networks driven by our passionate employees who deliver on this vision every day.

Employee Health, Safety and Well-being

At CommScope, our employees’ health, safety and well-being are a top priority.

Our employees’ health, safety and well-being are a top priority.

We are always seeking opportunities to protect the well-being of our employees, customers, suppliers, environment and communities.

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Our EHS management system was designed and implemented based on the requirements of the International Standards of ISO45001 and ISO14001.

CommScope seeks to inspire a culture of proactive and productive health management so employees make lifestyle decisions that lead to rewarding careers and healthy, balanced lives.

We seek to inspire a culture of proactive and productive health management so employees make lifestyle decisions that lead to rewarding careers and healthy, balanced lives.

To realize this goal, we provide tools, services and programs that help employees achieve and maintain optimal personal health (physical, emotional and financial).

The results of our efforts make us stronger and pave a path for innovation, which drives business differentiation, talent engagement and retention.

CommScope strives to create an equitable and inclusive environment that draws upon the strength of our diverse workforce to deliver exceptional results for our investors and all key stakeholders.

CommScope’s global workforce is comprised of individuals of many races, cultures, backgrounds, geographies and experiences.

We strive to create an equitable and inclusive environment that draws upon the strength of our diverse workforce to deliver exceptional results for our investors and all key stakeholders.

Our global workforce is comprised of individuals of many races, cultures, backgrounds, geographies and experiences.

We focus on ensuring inclusion, belonging, equity and well-being in the workplace.

We take pride in our culture and support the activities of our global DIBN that was established in 2020.

We take pride in our culture and support the activities of our global Diversity and Inclusion Business Network (DIBN) that was established in 2020.

This broad-based network is open to all employees and provides its members with opportunities to network, learn and lead, grow their careers, and support their communities.

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Globally, we embrace a pay-for-performance compensation philosophy, conducting pay equity assessments to determine the results of our pay practices.

CommScope’s compensation plans and programs strive to:

Our compensation plans and programs strive to:

attract and retain skilled, high-performing individuals;

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Employee Engagement

CommScope prides itself on creating a collaborative, engaged and enabled workforce.

We pride ourselves on creating a collaborative, engaged and enabled workforce.

We define engagement as the strength of the emotional connection and discretionary effort employees put toward their work, their teams and the Company.

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In support of this, we periodically “take the pulse” of our organization through a global employee engagement survey, one of the ways our global workforce can voice their opinions and provide ongoing feedback.

Among other things, the survey seeks to understand how employees experience our Company values in their day-to-day work in order to measure our cultural health.

Among other things, the survey seeks to understand how employees experience our values in their day-to-day work in order to measure our cultural health.

We also ask questions to determine if employees feel a strong sense of inclusion and belonging, as well as measure overall engagement.

With this valuable feedback, we can identify strengths and potential areas for focused improvement.

CommScope continues to enhance employee engagement by leveraging technology, enabling managers, emphasizing communication, providing competitive rewards, offering flexible work approaches, encouraging career development opportunities and striving to become a destination for the marketplace's top talent.

We continue to enhance employee engagement by leveraging technology, enabling managers, emphasizing communication, providing competitive rewards, offering flexible work approaches, encouraging career development opportunities and striving to become a destination for the marketplace's top talent.

Available Information

Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended, are available free of charge on the Securities and Exchange Commission's website at www.sec.gov and are also available on our website at www.commscope.com under Company — Investor Relations as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.

Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended, are available free of charge on the Securities and Exchange Commission's website at www.sec.gov and are also available on our website at www.vistancenetworks.com under Company — Investor Relations as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.

The information posted to our website is not incorporated elsewhere in this Annual Report on Form 10-K.

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.

What changed 10-K

Item 1. Business