VIAVI SOLUTIONS INC. — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VIAVI SOLUTIONS INC. (VIAV)
CIK: 0000912093
Period of Report: 2021-02-28

Reporting Person: Staley Gary W (SVP Global Sales NSE)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-28	Common Stock	M	2513	—	Acquired	72108	Direct
2021-02-28	Common Stock	F	976	$16.19	Disposed	71132	Direct
2021-02-28	Common Stock	M	3141	—	Acquired	74273	Direct
2021-02-28	Common Stock	F	1236	$16.19	Disposed	73037	Direct
2021-03-02	Common Stock	S	1722	$16.49	Disposed	71315	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-28	Restricted Stock Units	$0.0	M	2513	Disposed		Common Stock (2513.0)	Direct
2021-02-28	Restricted Stock Units	$0.0	M	3141	Disposed		Common Stock (3141.0)	Direct
2021-02-28	Restricted Stock Units	$0.0	A	37500	Acquired		Common Stock (37500.0)	Direct
2021-02-28	Performance Stock Units	$0.0	A	37500	Acquired		Common Stock (37500.0)	Direct

Footnotes

F1: Each unit converts upon vesting into one share of common stock.

F2: These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability.

F3: Shares were sold pursuant to a Rule 10b5-1 Stock Trading Plan.

F4: 1/3 of the Units subject to the Award shall vest on the first anniversary of the grant date and the remaining shares vest quarterly in eight equal installments over the following two years.

F5: There are no expiration dates on RSUs.

F6: Units subject to the Award shall vest on the four year anniversary of the grant date.

F7: This Award is a performance stock award subject to achievement of a stock price target. Units subject to the Award shall be earned when the average share price of the Company's common stock equals or exceeds $20 over a period of 90 consecutive calendar days at any time during the four year term of the Award. Once the performance condition is achieved, 50% of the Units subject to the Award shall vest immediately and the remaining 50% of the Units subject to the Award shall vest upon the earlier of (i) the first anniversary of achievement of the performance condition or (ii) the four year anniversary of the grant date.

F8: There are no expiration dates on PSUs.