VIAVI SOLUTIONS INC
For the period ended Jun 29, 2024. Filed Aug 16, 2024.
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FY2024 · Filed Aug 16, 2024
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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)The following items are filed as part of this Annual Report on Form 10-K:
(1)Financial Statements:
| Page | |
|---|---|
| Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | 48 |
| Consolidated Statements of Operations — Years Ended June 29, 2024, July 1, 2023 and July 2, 2022 | 50 |
| Consolidated Statements of Comprehensive (Loss) Income — Years Ended June 29, 2024, July 1, 2023 and July 2, 2022 | 51 |
| Consolidated Balance Sheets —June 29, 2024 and July 1, 2023 | 52 |
| Consolidated Statements of Cash Flows — Years Ended June 29, 2024, July 1, 2023 and July 2, 2022 | 53 |
| Consolidated Statements of Stockholders’ Equity — Years Ended June 29, 2024, July 1, 2023 and July 2, 2022 | 54 |
| Notes to Consolidated Financial Statements | 55 |
(2)Financial Statement Schedules: All financial statement schedules have been omitted because the required information is not present in amounts sufficient to require submission of the schedule, not applicable, or because the required information is included in the Consolidated Financial Statements or Notes thereto.
(3)Exhibits:
See Item 15(b)
(b) Exhibits:
The following exhibits are filed herewith or are incorporated by reference to exhibits previously filed with the Securities and Exchange Commission.
| Incorporated by Reference · Filed · Furnished | ||||
|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Form · Exhibit · Filing Date · Herewith · Not Filed | ||||
| 2.1 | Separation and Distribution Agreement, dated as of July 31, 2015, by and among JDS Uniphase Corporation, Lumentum Holdings Inc. and Lumentum Operations LLC | 8-K | 2.3 | 8/5/2015 |
| 3.1 | Fourth Restated Certificate of Incorporation | 8-K | 3.1 | 11/20/2018 |
| 3.2 | Amended and Restated Bylaws of Viavi Solutions Inc. | 8-K | 3.1 | 2/16/2024 |
| 4.1 | Indenture, dated as of March 6, 2023, by and between Viavi Solutions Inc. and U.S. Bank Trust Company, National Association, as Trustee. | 8-K | 4.1 | 3/7/2023 |
| 4.2 | Form of 1.625% Senior Convertible Notes due 2026 | 8-K | 4.2 (Incl. in 4.1) | 3/7/2023 |
| 4.3 | Indenture, dated as of September 29, 2021, by and between Viavi Solutions Inc., the Guarantors named party thereto, and Wells Fargo Bank, National Association as Trustee | 8-K | 4.1 | 9/29/2021 |
| 4.4 | Form of 3.750% Senior Notes due 2029 | 8-K | 4.2 (Inc. in 4.1) | 9/29/2021 |
| 4.5 | Description of Securities | 10-K | 4.6 | 8/24/2020 |
| 10.1+ | Employment Agreement between Oleg Khaykin and Viavi Solutions Inc. effective as of February 3, 2016 | 8-K | 10.1 | 2/2/2016 |
| 10.2+ | Viavi Solutions Inc. Employee Stock Purchase Plan (Restated as of November 8, 2023) | 10-Q | 10.2 | 2/2/2024 |
| 10.3+ | Form of Indemnification Agreement | 8-K | 10.9 | 4/20/2015 |
| 10.4+ | Viavi Solutions Inc. 2003 Equity Incentive Plan (Restated as of November 8, 2023) | 10-Q | 10.1 | 2/2/2024 | ||
| 10.5+ | 2003 Equity Incentive Plan Form of Performance Unit Award Agreement | 8-K | 10.3 | 6/20/2020 | ||
| 10.6 | Tax Matters Agreement, dated as of July 31, 2015, by and between JDS Uniphase Corporation and Lumentum Holdings Inc. | 8-K | 10.1 | 8/5/2015 | ||
| 10.7+ | Viavi Solutions Inc., Change of Control Benefits Plan, (Amended and Restated effective June 16, 2020) | 8-K | 10.1 | 6/22/2020 | ||
| 10.8+ | 2003 Equity Incentive Plan Form of Restricted Stock Unit Award Agreement | 8-K | 10.2 | 6/22/2020 | ||
| 10.9 | Credit Agreement, dated as of December 30, 2021, among Viavi Solutions Inc. and certain of its subsidiaries, the lenders party thereto and Wells Fargo Bank, National Association, as agent | 8-K | 10.1 | 1/6/2022 | ||
| 10.10+ | Viavi Solutions Inc. Section 16 Officer Incentive Plan | 10-Q | 10.1 | 5/3/2023 | ||
| 10.11+ | Employment Agreement between Ilan Daskal and Viavi Solutions Inc., effective as of November 7, 2023 | 10-Q | 10.4 | 2/2/2024 | ||
| 10.12+ | Non-Employee Director Compensation Policy, dated as of November 8, 2023 | 10-Q | 10.5 | 2/2/2024 | ||
| 19.1 | Viavi Solutions Inc. Insider Trading Policy | X | ||||
| 21.1 | Subsidiaries of Viavi Solutions Inc. | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP) | X | ||||
| 24.1 | Power of Attorney (included on the signature page to the Report) | |||||
| 31.1 | 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. | 3 | X | |||
| 31.2 | Certification of the Chief Financial 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. | X | ||||
| 32.1 | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2 | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 97.1 | Viavi Solutions Inc. Compensation Recovery Policy | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101) | X | ||||
+Indicates management contract or compensation plan, contract or arrangement.
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