cien-202310020000936395false00009363952023-10-032023-10-03
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
October 2, 2023
Ciena Corporation
(Exact name of registrant as specified in its charter)
Commission File Number: 001-36250
Delaware
(State or other jurisdiction of incorporation)
7035 Ridge Road, Hanover, MD
(Address of principal executive offices)
23-2725311
(IRS Employer Identification No.)
21076
(Zip Code)
Registrant's telephone number, including area code: (410) 694-5700
Not Applicable
(Former name or former address, if changed since last report)
| | | | | | | | | | | |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| | | | | | | | |
Securities registered pursuant to Section 12(b) of the Act: |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common stock, $0.01 par value | CIEN | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 5.02 - DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
(b) On October 2, 2023, Scott McFeely, Senior Vice President, Global Products and Services of Ciena Corporation (“Ciena”), notified Ciena of his intention to change his role and resign from his current position effective as of October 27, 2023. Upon stepping down as Senior Vice President, Global Products and Services, Mr. McFeely will remain an employee of Ciena in an advisory role on Ciena’s executive leadership team, however will no longer be an executive officer of Ciena.
ITEM 7.01 – REGULATION FD DISCLOSURE
Additional information regarding Mr. McFeely’s change in role and the appointment of two new executive officers is included in the press release furnished as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS
(d) The following exhibit is being filed herewith:
| | | | | | | | | | | |
Exhibit Number | Description of Document |
| |
Exhibit 99.1 |
|
SIGNATURES
| | |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. |
| | | | | | | | |
| Ciena Corporation |
| | |
Date: October 3, 2023 | By: | /s/ Erik J. Lichter |
| | Erik J. Lichter |
| | Deputy General Counsel and Assistant Secretary |
Document
FOR IMMEDIATE RELEASE
Ciena Appoints Dino DiPerna and Brodie Gage to Executive Leadership Team
HANOVER, Md. – October 3, 2023 – Ciena® Corporation (NYSE: CIEN), a networking systems, services, and software company, today announced the promotion of Dino DiPerna and Brodie Gage to its Executive Leadership Team, reporting to President and CEO Gary Smith. The leadership appointments are designed to support Ciena’s continued growth through market leadership in optical technologies, increasing opportunities in IP/Optical convergence, and addressable market expansion in next-generation metro and edge applications.
DiPerna becomes Ciena’s Senior Vice President of Global Research & Development (R&D). In this role, he will direct the development of the company’s portfolio of Converged Packet Optical, Network Control and Planning, and Routing and Switching products and solutions. DiPerna most recently served as Ciena’s Vice President of R&D for the company’s optical product portfolio, which includes the industry-leading WaveLogic™ coherent technology. He joined Ciena in 2010 through its acquisition of Nortel’s optical business, where he held senior engineering roles for more than two decades. DiPerna has a bachelor’s degree in Electrical Engineering from McGill University.
Gage becomes Ciena’s Senior Vice President of Global Products and Supply Chain. He will oversee several critical functions, including Product Line Management, Global Supply Chain, and Solutions, Engineering, and Introduction (SE&I). Gage most recently served as Ciena’s Vice President of Product Line Management and Solutions since also joining the company in 2010. He previously held global leadership roles across engineering, marketing, business development, and product line management at Nortel. Gage earned a bachelor’s degree in Electrical Engineering from McGill University.
After 38 years in operational leadership roles at Nortel and Ciena, most recently as Senior Vice President of Ciena’s Global Products & Services organization, Scott McFeely has decided to transition to an advisory role on the company’s Executive Leadership Team, continuing to report to Gary Smith.
“These appointments are another testament to our strong succession planning and depth of talent. With vast industry and institutional knowledge as well as deep relationships across the business and with our customers, Dino and Brodie will bring strong insights to our leadership team as we continue to drive growth across our business,” said Gary Smith, president and CEO of Ciena. “We also look
forward to Scott’s contributions in his new role across various operational initiatives as well as through his continuing relationships with the investment community.”
The leadership appointments of DiPerna and Gage will be effective October 27, 2023.
###
About Ciena
Ciena (NYSE: CIEN) is a global leader in networking systems, services, and software. We build the most adaptive networks in the industry, enabling customers to anticipate and meet ever-increasing digital demands. For three-plus decades, Ciena has brought our humanity to our relentless pursuit of innovation. Prioritizing collaborative relationships with our customers, partners, and communities, we create flexible, open, and sustainable networks that better serve all users—today and into the future. For updates on Ciena, follow us on LinkedIn, Twitter, the Ciena Insights blog, or visit www.ciena.com.
Note to Ciena Investors
You are encouraged to review the Investors section of our website, where we routinely post press releases, SEC filings, recent news, financial results, and other announcements. From time to time we exclusively post material information to this website along with other disclosure channels that we use. This press release contains certain forward-looking statements that are based on our current expectations, forecasts, information, and assumptions. These statements involve inherent risks and uncertainties. Actual results or outcomes may differ materially from those stated or implied, because of risks and uncertainties, including those detailed in our most recent annual and quarterly reports filed with the SEC. Forward-looking statements include statements regarding our expectations, beliefs, intentions or strategies and can be identified by words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," "will," and "would" or similar words. Ciena assumes no obligation to update the information included in this press release, whether as a result of new information, future events or otherwise.