Independent
Tenure on this board
21.7 yrs
Meeting calendar
VIAV · Annual meeting · Wednesday, November 11, 2026
Viavi Solutions Inc
9 nominees · 3 ballot items.
Stockholders will vote on the election of nine directors, ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal year 2027, and approval of the named executive officers’ compensation on a non-binding advisory basis.
Market cap
$11.6B
1Y TSR
+180.3%
Board grade
B
Record date
Sep 23, 2026
Filing
DEF 14A
Filed Oct 2, 2026 · DEF 14A
Proposals
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect nine nominees to serve as directors for one-year terms until the 2027 Annual Meeting and until their successors are elected and qualified.
- 2
Ratification of the Appointment of PricewaterhouseCoopers LLP as Independent Auditors
ManagementBoard: FORRatify the Audit Committee’s appointment of PricewaterhouseCoopers LLP as VIAVI’s independent registered public accounting firm for fiscal year 2027.
- 3
Approval, in a Non-Binding Advisory Vote, of the Compensation for Named Executive Officers
ManagementBoard: FORApprove, on a non-binding advisory basis, the compensation of VIAVI’s named executive officers as disclosed in the proxy statement, including the Compensation Discussion and Analysis, compensation tables and related narrative disclosure.
More detail
Proposal 3 asks stockholders to approve, on a non-binding advisory basis, the compensation paid to VIAVI’s named executive officers for fiscal year 2026. The resolution covers the compensation disclosure presented under SEC rules, including the Compensation Discussion and Analysis, compensation tables and related narrative disclosure. Because the vote is advisory, it will not legally require the Board or Compensation Committee to change executive pay. Nevertheless, the Compensation Committee and Board state that they will review the voting outcome and consider it in future compensation decisions. Management is seeking approval in the context of a pay-for-performance program that combines base salary, annual cash incentives, time-based restricted stock units and market-based stock units. The company emphasizes that no NEO received a base-salary or target annual-cash-incentive increase during FY26, while actual cash incentive payouts ranged from 101.6% to 170.3% of target based on performance. Long-term incentives were tied to absolute stock-price appreciation and relative total stockholder return against the Nasdaq Telecommunications Index, with FY26 MSU payouts reflecting measured performance. VIAVI also highlights that its stock price increased from $10.00 at the end of FY25 to $47.63 at the end of FY26 and that CEO realizable pay rose substantially with stock appreciation. The company notes that approximately 94% of votes cast supported its executive compensation program at the 2025 annual meeting, and the Board recommends a vote FOR because it believes FY26 compensation was aligned with company performance and stockholder interests.
Director elections
Nominees on the ballot9
Independent
Tenure on this board
15.0 yrs
Also a director at
Knowles Corp (KN)
Independent
Tenure on this board
8.6 yrs
Also a director at
Ichor Holdings Ltd (ICHR)Teledyne Technologies Inc (TDY)
Independent
Tenure on this board
1.2 yrs
Independent
Tenure on this board
11.0 yrs
Also a director at
Agilysys Inc (AGYS)Comstock Inc (LODE)
Independent
Tenure on this board
1.2 yrs
Independent
Tenure on this board
3.9 yrs
Not independent
Tenure on this board
10.7 yrs
Also a director at
Avnet Inc (AVT)
Independent
Tenure on this board
4.6 yrs
Also a director at
Ultra Clean Holdings Inc (UCTT)
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 6.1% | 15,013,519 | $717M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.5% | 13,615,684 | $650M |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 4.4% | 10,903,636 | $521M |
| 4 | PRICE T ROWE ASSOCIATES INC /MD/ | 4.4% | 10,846,348 | $518M |
| 5 | Capital World Investors | 3.7% | 9,155,607 | $437M |
| 6 | STATE STREET CORP | 3.1% | 7,762,376 | $371M |
| 7 | BlackRock, Inc. | 3.1% | 7,541,935 | $360M |
| 8 | Whale Rock Capital Management LLC | 2.8% | 6,875,942 | $328M |
| 9 | JANE STREET GROUP, LLC | 2.5% | 6,111,705 | $292M |
| 10 | TWO SIGMA INVESTMENTS, LP | 2.3% | 5,586,573 | $267M |
Peers
Nearest market capOther Technology sector meetings6
Upcoming shareholder meetings at Viavi Solutions Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
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Broadridge Financial Solutions IncBR
Annual meeting·Nov 10, 2026·$17.9B
Synaptics IncSYNA
Annual meeting·Oct 27, 2026·$4.7B
Reference
Frequently asked questions
- When is the Viavi Solutions Inc 2026 annual meeting?
- Viavi Solutions Inc (VIAV) holds its 2026 annual shareholder meeting on Wednesday, November 11, 2026.
- What is the record date for the Viavi Solutions Inc 2026 meeting?
- The record date for the Viavi Solutions Inc 2026 meeting is Wednesday, September 23, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Viavi Solutions Inc's 2026 meeting?
- The board is presenting 9 director nominees at the Viavi Solutions Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Viavi Solutions Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Viavi Solutions Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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