SINDELAR CORY 4

What Happened Cory Sindelar, Chief Financial Officer of Calix (CALX), reported two transactions. On Feb 12, 2026 the company recorded a derivative acquisition related to a 170,000-share performance-based stock option award (reported at $0). On Feb 14, 2026 Sindelar purchased 439 shares through Calix’s Employee Stock Purchase Plan (ESPP) at $45.32 per share, totaling $19,896. The ESPP purchase is an employee buy (routine purchase); the 170,000-share item reflects attainment of performance criteria for a prior option grant and remains subject to the grant’s vesting schedule.

Key Details

• Transaction dates and prices:
  • 2026-02-12 — Derivative acquisition: 170,000 shares @ $0.00 (performance-based option/award).
  • 2026-02-14 — ESPP purchase: 439 shares @ $45.32 = $19,896.
• Shares owned after transaction: Not specified in the provided filing data.
• Notable footnotes:
  • ESPP purchase covered the Aug 15, 2025–Feb 14, 2026 purchase period and was priced at 85% of the Feb 13, 2026 closing price (footnotes F1, F2); transaction exempt under Rule 16b-3(c).
  • The 170,000-share derivative relates to a Jan 31, 2025 performance-based option grant; the Compensation Committee determined performance criteria were met on Feb 12, 2026 (footnote F3). Vesting: 25% vested Jan 31, 2026; remaining 75% vests quarterly over 36 months starting Jan 31, 2026, subject to continued employment.
• Filing timeliness: Form 4 was filed Feb 17, 2026 for transactions on Feb 12 and Feb 14 — the filing is marked late (transactionTimeliness = 'L'); Form 4s are normally due within two business days of the transaction.

Context The derivative entry represents a performance-based option award determination, not an immediate cash exercise or sale of shares; the grant remains subject to the stated vesting schedule. The ESPP purchase is a routine employee purchase (often seen as a modest bullish signal but commonly part of regular compensation/benefit programs). No shares were reported sold in this filing.