Ciena Corp: Executive Departures and Board Changes
Ticker: CIEN · Form: 8-K · Filed: Mar 26, 2024 · CIK: 936395
Sentiment: neutral
Topics: executive-departure, board-changes, personnel
Related Tickers: CIEN
TL;DR
CIEN execs out, new board members in. Watch for strategy shifts.
AI Summary
On March 21, 2024, Ciena Corporation (CIEN) announced the departure of two key executives: Scott G. McFeely, Senior Vice President, Product and Technology, and Gary B. Smith, Executive Chairman. The company also announced the election of two new directors, Lisa A. Flatt and David J. Schoen, to its Board of Directors.
Why It Matters
Significant executive changes and board refreshes can signal shifts in company strategy or operational focus, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: medium — Departures of senior executives and changes in board composition can introduce uncertainty regarding leadership stability and future strategic direction.
Key Players & Entities
- Ciena Corporation (company) — Registrant
- Scott G. McFeely (person) — Senior Vice President, Product and Technology, departing
- Gary B. Smith (person) — Executive Chairman, departing
- Lisa A. Flatt (person) — Newly elected director
- David J. Schoen (person) — Newly elected director
- 001-36250 (company) — Commission File Number
- 23-2725311 (company) — IRS Employer Identification No.
FAQ
Who are the departing executives from Ciena Corporation?
Scott G. McFeely, Senior Vice President, Product and Technology, and Gary B. Smith, Executive Chairman, have departed Ciena Corporation.
When were these changes reported by Ciena Corporation?
The changes were reported on March 21, 2024, which is the date of the earliest event reported.
Who has been elected to Ciena Corporation's Board of Directors?
Lisa A. Flatt and David J. Schoen have been elected to Ciena Corporation's Board of Directors.
What is Ciena Corporation's principal executive office address?
Ciena Corporation's principal executive offices are located at 7035 Ridge Road, Hanover, MD 21076.
What is the Commission File Number for Ciena Corporation?
Ciena Corporation's Commission File Number is 001-36250.
Filing Stats: 1,119 words · 4 min read · ~4 pages · Grade level 14.9 · Accepted 2024-03-26 09:50:51
Key Financial Figures
- $0.01 — nge on which registered Common stock, $0.01 par value CIEN New York Stock Exchang
Filing Documents
- cien-20240321.htm (8-K) — 56KB
- ex1012024annualmeetingresu.htm (EX-10.1) — 12KB
- 0000936395-24-000012.txt ( ) — 194KB
- cien-20240321.xsd (EX-101.SCH) — 2KB
- cien-20240321_lab.xml (EX-101.LAB) — 21KB
- cien-20240321_pre.xml (EX-101.PRE) — 12KB
- cien-20240321_htm.xml (XML) — 3KB
07 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 5.07 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Ciena held the Annual Meeting on March 21, 2024. As of the January 22, 2024 record date, there were 145,008,717 shares of common stock outstanding and entitled to notice of and to vote at the Annual Meeting. The matters described below were voted on by stockholders at the Annual Meeting and the number of votes cast with respect to each matter, and with respect to the election of directors, were as indicated below: Proposal 1 - Election of Directors For Against Abstain Non-Votes Election to the Board of Directors of four Class III directors: Hassan M. Ahmed, Ph.D. 116,649,883 5,030,615 73,959 9,075,016 Bruce L. Claflin 113,894,507 7,783,896 76,054 9,075,016 Patrick T. Gallagher 104,886,591 16,768,561 99,305 9,075,016 T. Michael Nevens 120,237,225 1,443,539 73,693 9,075,016 Election to the Board of Directors of one Class II director: Mary G. Puma 108,590,083 13,084,708 79,666 9,075,016 Each director nominee above was elected by the vote of the majority of the votes cast by stockholders in accordance with Ciena's bylaws. Each Class III director will serve a three-year term expiring at the 2027 annual meeting of stockholders, and until such director's successor is duly elected and qualified, or until such director's earlier death, resignation, or removal from the Board of Directors. The Class II director will serve the remainder of her term until the 2026 annual meeting of stockholders, and until such director's successor is duly elected and qualified, or until such director's earlier death, resignation, or removal from the Board of Directors. Proposal 2 - Amendment to 2017 Plan For Against Abstain Non-Votes Approval of the amendment of Ciena's 2017 Omnibus Incentive Plan to (i) increase the number of shares available for issuance thereunder by 10.1 million shares and (ii) increase the recoupment period for misconduct relating to accounting restatements from 12 months to three years: 115,
01 – FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS (d) The following exhibits are being filed herewith: Exhibit Number Description of Document Exhibit 10.1 Amendment No. 2 to Ciena Corporation 2017 Omnibus Incentive Plan Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES 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. Ciena Corporation Date: March 26, 2024 By: /S/ Sheela Kosaraju Sheela Kosaraju SVP, General Counsel and Assistant Secretary