Ciena said that effective November 30, 2025, as part of its standard 3-year review and renewal, it entered into revised change in control severance agreements with its executive officers, including Gary B. Smith and others.

1. 01

   Ciena said that effective November 30, 2025, as part of its standard 3-year review and renewal, it entered into revised change in control severance agreements with its executive officers, including Gary B. Smith and others.

2. 02

   The company said its executive officers receive severance benefits if their employment is terminated by Ciena without cause or if they resign for good reason within 90 days prior to or 12 months (or, in the case of the Chief Executive Officer, 18 months) after a change in control.

3. 03

   Ciena said the fixed term of the new agreements runs through November 30, 2028 unless earlier terminated, and cited as changes clarification that the agreements will not limit the company's rights under its Executive Compensation Clawback Policy and clarification of the treatment of equity under Section 409A.

4. 04

   The company said its previous agreements, which had a 3-year term, expired on November 30, 2025, and explained that the terms and conditions of the new form are otherwise substantially equivalent to the prior form and the severance benefits to its executive officers are unchanged.

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