Durocher John 4

4 · CALIX, INC · Filed Feb 17, 2026

AI-generated summary of this filing

Updated Feb 17, 2026

Calix (CALX) COO John Durocher Receives Option Vesting and Buys Shares

What Happened

John Durocher, Chief Operating Officer of Calix, reported two acquisitions: a 195,000-share performance-based option award/vesting event (derivative) and an ESPP purchase of 439 shares at $45.32 each (total ~$19,896).
The Compensation Committee determined on Feb 12, 2026 that the performance criteria for the 195,000-option grant (originally awarded Jan 31, 2025) were met. The 439 shares were purchased through the company ESPP on Feb 14, 2026 at 85% of the Feb 13, 2026 closing price.

Key Details

Transaction dates & amounts:
- Feb 12, 2026 — Acquisition (derivative): 195,000 shares (performance-based option) reported at $0.00 (vesting/award event).
- Feb 14, 2026 — ESPP purchase: 439 shares @ $45.32 = $19,896.
Vesting/terms: Option grant was made Jan 31, 2025; performance criteria met Feb 12, 2026. Vesting schedule: 25% vested Jan 31, 2026; remaining 75% vests quarterly over 36 months from Jan 31, 2026, subject to continued employment.
ESPP mechanics: Shares purchased at 85% of the Feb 13, 2026 closing price (per filing footnotes); transaction reported as exempt under Rule 16b-3(c).
Shares owned after the transactions are not specified in the filing.
Timeliness: The Form 4 was filed on Feb 17, 2026 covering a Feb 12 transaction; this appears to be filed one business day late.

Context

The 195,000 entry is a derivative/vesting event (options/performance award becoming exercisable/earned), not a cash sale or immediate disposition reported in this filing.
The ESPP purchase is a routine employee purchase at a discounted price (common and generally viewed as insider participation in company equity rather than a directional market signal).
No sales were reported here; these are acquisitions/vestings and do not indicate any immediate monetization.

Form 4

Period: 2026-02-12

COO

Transactions

Award
Common Stock
[F1][F2]
2026-02-14$45.32/sh+439$19,896→ 2,367 total
Award
Stock Option (right to buy)
[F3]
2026-02-12+195,000→ 195,000 total
Exercise: $39.68From: 2026-01-31Exp: 2035-01-31→ Common Stock (195,000 underlying)

Footnotes (3)

[F1]The reporting person is voluntarily reporting the acquisition of shares of the issuer's common stock pursuant to the Calix, Inc. Amended and Restated Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of August 15, 2025 through February 14, 2026. This transaction is exempt under Rule 16b-3(c).
[F2]In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on February 13, 2026, the last trading day of the purchase period.
[F3]On January 31, 2025, the reporting person was granted a performance-based option to purchase 195,000 shares of common stock. On February 12, 2026, the Compensation Committee determined that the performance criteria governing 100% of the grant had been achieved. The option vests: (i) as to 25% of the shares of common stock subject to the stock option, on January 31, 2026; and (ii) as to the remaining 75% of the shares of common stock subject to the option, quarterly in equal installments over 36 months from January 31, 2026, subject to continued employment with Calix through the applicable vesting dates.

Signature

/s/ Tom Gemetti as Attorney-in-Fact for John Durocher|2026-02-17

1 file