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Vistance Networks, Inc.

For the period ended Mar 21, 2025. Filed Mar 24, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Mar 21, 2025 · Filed Mar 24, 2025

VISN$5.50+1.7%Stored close · as of Nov 6, 2026
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Contents

Outcomes of Previously Granted Performance-Based Long-Term Incentives

Executive Performance Retention Grant (EPRG)

During 2024, NEOs were eligible to earn shares tied to the achievement of stock price goals between $25 and $40. EPRG shares remained outstanding through the end of the applicable performance period, which was October 1, 2024 for Messrs. Treadway, Choi and Firouzbakht and January 4, 2025 for Mr. Lorentzen. None of the price hurdles were achieved during 2024.

NameEPRG Shares Eligible tobe Earned as 1/1/24EPRG Shares EarnedDuring 2024
Charles L. Treadway770,000—
Kyle D. Lorentzen86,660—
Justin C. Choi52,920—
Farid Firouzbakht60,739—
Koen ter LindeDid not participateDid not participate

2025 Proxy Statement 51

2022 Core Adjusted EBITDA PSUs

Following the modification of the 2022 Core Adjusted EBITDA PSUs in February 2024, which is described in greater detail above, NEOs were eligible to earn the target number of PSUs based on the achievement of cumulative Core Adjusted EBITDA of $3.605B for the performance period. In addition, NEOs were eligible to earn 35% of target for threshold achievement of cumulative Adjusted EBITDA of $3.136B. Based on our actual cumulative Core Adjusted EBITDA for 2022 through 2024, the Compensation Committee approved a payout to each NEO equal to 69.7% of their respective target PSUs for the performance period. Core Adjusted EBITDA for 2024 includes the OWN segment and DAS business unit.

NameTarget Adj. EBITDAPSUsEarned Adj. EBITDAPSUs
Charles L. Treadway235,000163,795
Kyle D. Lorentzen88,28061,532
Justin C. Choi51,10035,617
Farid Firouzbakht30,00020,910
Koen ter Linde13,8009,619

2022 TSR PSUs

For a 3-year performance period ending February 28, 2025, NEOs were eligible to earn shares based on our level of total shareholder return relative to the companies included in the S&P 500 benchmark. Our relative TSR fell below the threshold and all of these relative TSR PSUs were forfeited.

NameTarget RelativeTRS PSUsEarned RelativeTSR PSUs
Charles L. Treadway156,700—
Kyle D. Lorentzen58,920—
Justin C. Choi34,100—
Farid Firouzbakht20,000—
Koen ter LindeDid not participateDid not participate
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.