10-K – 2025-08-19 – lite-20250628.htm

lite-20250628 0001633978 false 2025 FY http://fasb.org/us-gaap/2025#AccountingStandardsUpdate202006Member P1Y http://fasb.org/us-gaap/2025#RestructuringCharges P5D P5D P5D P5D P5D P5D 0.0076319 0.0100711 0.0143808 http://fasb.org/us-gaap/2025#QualifiedPlanMember Note 19. Subsequent Events
TBD iso4217:USD xbrli:shares iso4217:USD xbrli:shares lite:customer xbrli:pure lite:renewal lite:business lite:trading_day lite:day iso4217:JPY utr:Rate lite:lawsuit lite:segment lite:region 0001633978 2024-06-30 2025-06-28 0001633978 2024-12-28 0001633978 2025-08-12 0001633978 2023-07-02 2024-06-29 0001633978 2022-07-03 2023-07-01 0001633978 2025-06-28 0001633978 2024-06-29 0001633978 2018-07-01 2019-06-29 0001633978 2017-07-02 2018-06-30 0001633978 2023-07-01 0001633978 2022-07-02 0001633978 us-gaap:PropertyPlantAndEquipmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:PropertyPlantAndEquipmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:PropertyPlantAndEquipmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:FiniteLivedIntangibleAssetsMember 2024-06-30 2025-06-28 0001633978 us-gaap:FiniteLivedIntangibleAssetsMember 2023-07-02 2024-06-29 0001633978 us-gaap:FiniteLivedIntangibleAssetsMember 2022-07-03 2023-07-01 0001633978 us-gaap:CommonStockMember 2022-07-02 0001633978 us-gaap:AdditionalPaidInCapitalMember 2022-07-02 0001633978 us-gaap:RetainedEarningsMember 2022-07-02 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-07-02 0001633978 2021-07-04 2022-07-02 0001633978 srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember us-gaap:AdditionalPaidInCapitalMember 2022-07-02 0001633978 srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember us-gaap:RetainedEarningsMember 2022-07-02 0001633978 srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember 2022-07-02 0001633978 us-gaap:RetainedEarningsMember 2022-07-03 2023-07-01 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-07-03 2023-07-01 0001633978 us-gaap:AdditionalPaidInCapitalMember 2022-07-03 2023-07-01 0001633978 us-gaap:CommonStockMember 2022-07-03 2023-07-01 0001633978 us-gaap:CommonStockMember 2023-07-01 0001633978 us-gaap:AdditionalPaidInCapitalMember 2023-07-01 0001633978 us-gaap:RetainedEarningsMember 2023-07-01 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-07-01 0001633978 us-gaap:RetainedEarningsMember 2023-07-02 2024-06-29 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-07-02 2024-06-29 0001633978 us-gaap:CommonStockMember 2023-07-02 2024-06-29 0001633978 us-gaap:AdditionalPaidInCapitalMember 2023-07-02 2024-06-29 0001633978 us-gaap:CommonStockMember 2024-06-29 0001633978 us-gaap:AdditionalPaidInCapitalMember 2024-06-29 0001633978 us-gaap:RetainedEarningsMember 2024-06-29 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-06-29 0001633978 us-gaap:RetainedEarningsMember 2024-06-30 2025-06-28 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-06-30 2025-06-28 0001633978 us-gaap:CommonStockMember 2024-06-30 2025-06-28 0001633978 us-gaap:AdditionalPaidInCapitalMember 2024-06-30 2025-06-28 0001633978 us-gaap:CommonStockMember 2025-06-28 0001633978 us-gaap:AdditionalPaidInCapitalMember 2025-06-28 0001633978 us-gaap:RetainedEarningsMember 2025-06-28 0001633978 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2023-06-16 0001633978 srt:MinimumMember 2024-06-30 2025-06-28 0001633978 srt:MaximumMember 2024-06-30 2025-06-28 0001633978 srt:MinimumMember us-gaap:BuildingAndBuildingImprovementsMember 2025-06-28 0001633978 srt:MaximumMember us-gaap:BuildingAndBuildingImprovementsMember 2025-06-28 0001633978 srt:MinimumMember us-gaap:MachineryAndEquipmentMember 2025-06-28 0001633978 srt:MaximumMember us-gaap:MachineryAndEquipmentMember 2025-06-28 0001633978 srt:MinimumMember us-gaap:TechnologyEquipmentMember 2025-06-28 0001633978 srt:MinimumMember us-gaap:OfficeEquipmentMember 2025-06-28 0001633978 srt:MinimumMember us-gaap:FurnitureAndFixturesMember 2025-06-28 0001633978 srt:MaximumMember us-gaap:FurnitureAndFixturesMember 2025-06-28 0001633978 srt:MaximumMember us-gaap:TechnologyEquipmentMember 2025-06-28 0001633978 srt:MaximumMember us-gaap:OfficeEquipmentMember 2025-06-28 0001633978 us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2024-06-30 2025-06-28 0001633978 lite:CustomerOneMember us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2024-06-30 2025-06-28 0001633978 lite:CustomerTwoMember us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2024-06-30 2025-06-28 0001633978 us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2023-07-02 2024-06-29 0001633978 lite:CustomerOneMember us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2023-07-02 2024-06-29 0001633978 srt:MinimumMember us-gaap:RestrictedStockUnitsRSUMember 2024-06-30 2025-06-28 0001633978 srt:MaximumMember us-gaap:RestrictedStockUnitsRSUMember 2024-06-30 2025-06-28 0001633978 lite:NewHireEmployeesMember us-gaap:RestrictedStockUnitsRSUMember 2024-06-30 2025-06-28 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember 2024-06-30 2025-06-28 0001633978 lite:ServiceBasedSharesMember 2024-06-30 2025-06-28 0001633978 lite:A2015EmployeeStockPurchasePlanMember 2024-06-30 2025-06-28 0001633978 lite:RestrictedStockUnitAndPerformanceShareMember 2024-06-30 2025-06-28 0001633978 us-gaap:EmployeeStockOptionMember 2024-06-30 2025-06-28 0001633978 us-gaap:EmployeeStockMember 2024-06-30 2025-06-28 0001633978 us-gaap:ConvertibleDebtSecuritiesMember 2023-07-02 2024-06-29 0001633978 lite:RestrictedStockUnitAndPerformanceShareMember 2023-07-02 2024-06-29 0001633978 lite:EmployeeStockPurchasePlanMember 2023-07-02 2024-06-29 0001633978 us-gaap:EmployeeStockMember 2023-07-02 2024-06-29 0001633978 us-gaap:ConvertibleDebtSecuritiesMember 2022-07-03 2023-07-01 0001633978 lite:RestrictedStockUnitAndPerformanceShareMember 2022-07-03 2023-07-01 0001633978 us-gaap:EmployeeStockMember 2022-07-03 2023-07-01 0001633978 lite:CloudLightTechnologyLimitedMember 2023-11-07 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember 2023-11-07 0001633978 srt:MaximumMember lite:CloudLightTechnologyLimitedMember 2023-11-07 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember 2023-07-02 2024-06-29 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:DevelopedTechnologyRightsMember 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:CustomerRelationshipsMember 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:InProcessResearchAndDevelopmentMember 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:OrderOrProductionBacklogMember 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:TrademarksAndTradeNamesMember 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember 2024-06-30 2025-06-28 0001633978 lite:CloudLightTechnologyLimitedMember 2022-07-03 2023-07-01 0001633978 lite:NeoPhotonicsCorporationMember 2022-08-03 2022-08-03 0001633978 lite:NeoPhotonicsCorporationMember 2022-08-03 0001633978 lite:NeoPhotonicsCorporationMember 2021-07-04 2023-07-01 0001633978 lite:NeoPhotonicsCorporationMember 2021-07-04 2022-07-02 0001633978 lite:NeoPhotonicsCorporationMember 2022-07-03 2023-07-01 0001633978 lite:IPGPhotonicsMember 2022-08-15 2022-08-15 0001633978 lite:IPGPhotonicsMember 2022-08-15 0001633978 lite:IPGPhotonicsMember 2021-07-04 2022-07-02 0001633978 lite:IPGPhotonicsMember 2022-07-03 2023-07-01 0001633978 us-gaap:CommercialPaperMember 2025-06-28 0001633978 us-gaap:MoneyMarketFundsMember 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember 2025-06-28 0001633978 us-gaap:CertificatesOfDepositMember 2025-06-28 0001633978 us-gaap:CommercialPaperMember 2025-06-28 0001633978 us-gaap:CorporateDebtSecuritiesMember 2025-06-28 0001633978 us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMember 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember 2025-06-28 0001633978 us-gaap:CommercialPaperMember 2024-06-29 0001633978 us-gaap:MoneyMarketFundsMember 2024-06-29 0001633978 us-gaap:CertificatesOfDepositMember 2024-06-29 0001633978 us-gaap:CommercialPaperMember 2024-06-29 0001633978 us-gaap:CorporateDebtSecuritiesMember 2024-06-29 0001633978 us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMember 2024-06-29 0001633978 us-gaap:USTreasurySecuritiesMember 2024-06-29 0001633978 us-gaap:CorporateNonSegmentMember 2024-06-30 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2024Member us-gaap:ConvertibleDebtMember 2023-06-16 2023-06-16 0001633978 lite:ConvertibleSeniorNotesDue2024Member us-gaap:ConvertibleDebtMember 2022-07-03 2023-07-01 0001633978 us-gaap:USGovernmentDebtSecuritiesMember 2025-06-28 0001633978 us-gaap:USGovernmentDebtSecuritiesMember 2024-06-29 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2025-06-28 0001633978 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:CertificatesOfDepositMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:CorporateDebtSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 us-gaap:CorporateDebtSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2025-06-28 0001633978 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 us-gaap:FairValueMeasurementsRecurringMember 2025-06-28 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2024-06-29 0001633978 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:CertificatesOfDepositMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:CertificatesOfDepositMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:CommercialPaperMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:CorporateDebtSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:CorporateDebtSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2024-06-29 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:USTreasurySecuritiesMember us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2024-06-29 0001633978 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 us-gaap:FairValueMeasurementsRecurringMember 2024-06-29 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:FairValueInputsLevel2Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:LandMember 2025-06-28 0001633978 us-gaap:LandMember 2024-06-29 0001633978 us-gaap:BuildingAndBuildingImprovementsMember 2025-06-28 0001633978 us-gaap:BuildingAndBuildingImprovementsMember 2024-06-29 0001633978 us-gaap:MachineryAndEquipmentMember 2025-06-28 0001633978 us-gaap:MachineryAndEquipmentMember 2024-06-29 0001633978 us-gaap:TechnologyEquipmentMember 2025-06-28 0001633978 us-gaap:TechnologyEquipmentMember 2024-06-29 0001633978 us-gaap:FurnitureAndFixturesMember 2025-06-28 0001633978 us-gaap:FurnitureAndFixturesMember 2024-06-29 0001633978 us-gaap:LeaseholdImprovementsMember 2025-06-28 0001633978 us-gaap:LeaseholdImprovementsMember 2024-06-29 0001633978 us-gaap:ConstructionInProgressMember 2025-06-28 0001633978 us-gaap:ConstructionInProgressMember 2024-06-29 0001633978 us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember 2025-03-05 2025-03-05 0001633978 us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember 2024-12-17 0001633978 us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember 2024-06-30 2025-06-28 0001633978 lite:LandAndBuildingInSagamiharaUnitedJapanMember 2024-07-01 2024-07-31 0001633978 lite:LandAndBuildingInSagamiharaUnitedJapanMember 2024-07-31 0001633978 lite:LandAndBuildingInSagamiharaUnitedJapanMember us-gaap:LandMember 2024-07-31 0001633978 lite:LandAndBuildingInSagamiharaUnitedJapanMember us-gaap:BuildingAndBuildingImprovementsMember 2024-07-31 0001633978 lite:LandAndBuildingInCaswellUKMember 2023-08-01 2023-08-31 0001633978 lite:LandAndBuildingInCaswellUKMember 2023-08-31 0001633978 lite:LandAndBuildingInCaswellUKMember us-gaap:LandMember 2023-08-31 0001633978 lite:LandAndBuildingInCaswellUKMember us-gaap:BuildingAndBuildingImprovementsMember 2023-08-31 0001633978 srt:MinimumMember lite:CloudLightTechnologyLimitedMember 2023-11-07 0001633978 srt:MaximumMember lite:CloudLightTechnologyLimitedMember 2023-11-07 0001633978 us-gaap:ForeignPlanMember 2025-06-28 0001633978 country:CH 2025-06-28 0001633978 us-gaap:ForeignPlanMember 2024-06-29 0001633978 country:CH 2024-06-29 0001633978 srt:MinimumMember 2025-06-28 0001633978 2024-06-30 2024-09-28 0001633978 lite:CloudNetworkingSegmentMember 2023-07-01 0001633978 lite:IndustrialTechnologySegmentMember 2023-07-01 0001633978 lite:CloudLightTechnologyLimitedMember lite:CloudNetworkingSegmentMember 2023-07-02 2024-06-29 0001633978 lite:CloudLightTechnologyLimitedMember lite:IndustrialTechnologySegmentMember 2023-07-02 2024-06-29 0001633978 lite:CloudNetworkingSegmentMember 2024-06-29 0001633978 lite:IndustrialTechnologySegmentMember 2024-06-29 0001633978 lite:CloudLightTechnologyLimitedMember lite:CloudNetworkingSegmentMember 2024-06-30 2025-06-28 0001633978 lite:CloudLightTechnologyLimitedMember lite:IndustrialTechnologySegmentMember 2024-06-30 2025-06-28 0001633978 lite:CloudNetworkingSegmentMember 2025-06-28 0001633978 lite:IndustrialTechnologySegmentMember 2025-06-28 0001633978 lite:CloudLightTechnologyLimitedMember lite:CloudNetworkingSegmentMember 2023-11-07 2023-11-07 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:DevelopedTechnologyRightsMember 2023-11-01 2023-11-30 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:CustomerRelationshipsMember 2023-11-01 2023-11-30 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:InProcessResearchAndDevelopmentMember 2023-11-01 2023-11-30 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:OrderOrProductionBacklogMember 2023-11-01 2023-11-30 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:TrademarksAndTradeNamesMember 2023-11-01 2023-11-30 0001633978 lite:CloudLightTechnologyLimitedMember 2023-11-01 2023-11-30 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:InProcessResearchAndDevelopmentMember us-gaap:ScenarioAdjustmentMember 2024-06-30 2025-06-28 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:DevelopedTechnologyRightsMember us-gaap:ScenarioAdjustmentMember 2024-06-30 2025-06-28 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:InProcessResearchAndDevelopmentMember us-gaap:ScenarioAdjustmentMember 2023-07-02 2024-06-29 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:DevelopedTechnologyRightsMember us-gaap:ScenarioAdjustmentMember 2023-07-02 2024-06-29 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:InProcessResearchAndDevelopmentMember 2024-06-30 2025-06-28 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:InProcessResearchAndDevelopmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:DevelopedTechnologyRightsMember 2025-06-28 0001633978 us-gaap:CustomerRelationshipsMember 2025-06-28 0001633978 us-gaap:InProcessResearchAndDevelopmentMember 2025-06-28 0001633978 us-gaap:OrderOrProductionBacklogMember 2025-06-28 0001633978 us-gaap:TrademarksAndTradeNamesMember 2025-06-28 0001633978 us-gaap:InProcessResearchAndDevelopmentMember 2024-06-30 2025-06-28 0001633978 lite:CloudLightTechnologyLimitedMember us-gaap:InProcessResearchAndDevelopmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:DevelopedTechnologyRightsMember 2024-06-29 0001633978 us-gaap:CustomerRelationshipsMember 2024-06-29 0001633978 us-gaap:InProcessResearchAndDevelopmentMember 2024-06-29 0001633978 us-gaap:OrderOrProductionBacklogMember 2024-06-29 0001633978 us-gaap:TrademarksAndTradeNamesMember 2024-06-29 0001633978 lite:NeoPhotonicsCorporationMember us-gaap:DevelopedTechnologyRightsMember 2023-07-02 2024-06-29 0001633978 us-gaap:InProcessResearchAndDevelopmentMember 2023-07-02 2024-06-29 0001633978 2024-03-31 2024-06-29 0001633978 us-gaap:InProcessResearchAndDevelopmentMember 2024-03-31 2024-06-29 0001633978 us-gaap:CostOfSalesMember 2024-06-30 2025-06-28 0001633978 us-gaap:CostOfSalesMember 2023-07-02 2024-06-29 0001633978 us-gaap:CostOfSalesMember 2022-07-03 2023-07-01 0001633978 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2024-06-30 2025-06-28 0001633978 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2023-07-02 2024-06-29 0001633978 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2022-07-03 2023-07-01 0001633978 us-gaap:ResearchAndDevelopmentExpenseMember 2024-06-30 2025-06-28 0001633978 us-gaap:ResearchAndDevelopmentExpenseMember 2023-07-02 2024-06-29 0001633978 us-gaap:ResearchAndDevelopmentExpenseMember 2022-07-03 2023-07-01 0001633978 lite:FiniteLivedIntangibleAssertsExcludingInprocessResearchAndDevelopmentMember 2025-06-28 0001633978 us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 us-gaap:SecuredDebtMember 2025-06-28 0001633978 us-gaap:SecuredDebtMember 2024-06-29 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2023-06-16 2023-06-16 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2023-09-30 2023-09-30 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2023-09-30 0001633978 lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2022-03-31 0001633978 lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2022-03-01 2022-03-31 0001633978 lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2019-12-31 0001633978 lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2019-12-01 2019-12-31 0001633978 lite:ConvertibleSeniorNotesDue2026Member 2019-12-01 2019-12-31 0001633978 lite:ConvertibleSeniorNotesDue2024Member us-gaap:ConvertibleDebtMember 2017-03-31 0001633978 lite:ConvertibleSeniorNotesDue2024Member us-gaap:ConvertibleDebtMember 2024-06-30 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2024Member us-gaap:ConvertibleDebtMember 2017-03-02 2024-06-29 0001633978 lite:ConvertibleSeniorNotesDue2024Member us-gaap:ConvertibleDebtMember 2024-03-15 2024-03-15 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2024-06-29 0001633978 lite:ConvertibleSeniorNotesDue2026Member us-gaap:ConvertibleDebtMember 2024-06-30 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2028Member us-gaap:ConvertibleDebtMember 2024-06-30 2025-06-28 0001633978 lite:ConvertibleSeniorNotesDue2029Member us-gaap:ConvertibleDebtMember 2024-06-30 2025-06-28 0001633978 us-gaap:ConvertibleDebtMember 2024-06-30 2025-06-28 0001633978 us-gaap:ConvertibleDebtMember 2023-07-02 2024-06-29 0001633978 us-gaap:ConvertibleDebtMember 2022-07-03 2023-07-01 0001633978 lite:SumitomoMitsuiBankingCorporationMember us-gaap:SecuredDebtMember 2024-08-09 0001633978 lite:SumitomoMitsuiBankingCorporationMember us-gaap:SecuredDebtMember 2024-08-31 0001633978 lite:SumitomoMitsuiBankingCorporationMember us-gaap:SecuredDebtMember 2025-06-28 0001633978 lite:MizuhoTermLoanMember us-gaap:SecuredDebtMember 2024-09-20 0001633978 lite:MizuhoTermLoanMember us-gaap:SecuredDebtMember 2024-09-20 2024-09-20 0001633978 lite:MizuhoTermLoanMember us-gaap:SecuredDebtMember 2025-06-28 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2022-07-02 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2022-07-02 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2022-07-02 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2022-07-03 2023-07-01 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2023-07-01 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2023-07-01 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2023-07-01 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2023-07-02 2024-06-29 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2024-06-29 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2024-06-29 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2024-06-29 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2024-06-30 2025-06-28 0001633978 us-gaap:AccumulatedTranslationAdjustmentMember 2025-06-28 0001633978 us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember 2025-06-28 0001633978 us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember 2025-06-28 0001633978 us-gaap:FacilityClosingMember 2024-06-30 2025-06-28 0001633978 lite:CostReductionInitiativesMember 2023-07-02 2024-06-29 0001633978 us-gaap:DomesticCountryMember 2024-06-30 2025-06-28 0001633978 us-gaap:DomesticCountryMember 2023-07-02 2024-06-29 0001633978 us-gaap:DomesticCountryMember 2022-07-03 2023-07-01 0001633978 us-gaap:ForeignCountryMember 2024-06-30 2025-06-28 0001633978 us-gaap:ForeignCountryMember 2023-07-02 2024-06-29 0001633978 us-gaap:ForeignCountryMember 2022-07-03 2023-07-01 0001633978 us-gaap:DomesticCountryMember 2025-06-28 0001633978 us-gaap:ForeignCountryMember 2025-06-28 0001633978 us-gaap:StateAndLocalJurisdictionMember 2025-06-28 0001633978 lite:Fiscal2015EquityIncentivePlanMember 2023-11-17 2023-11-17 0001633978 lite:Fiscal2015EquityIncentivePlanMember 2025-06-28 0001633978 srt:MaximumMember lite:Fiscal2015EquityIncentivePlanMember 2024-06-30 2025-06-28 0001633978 lite:Fiscal2015EquityIncentivePlanMember us-gaap:EmployeeStockMember 2024-06-30 2025-06-28 0001633978 lite:CloudLightSchemeMember 2023-11-28 0001633978 lite:CloudLightSchemeMember 2023-11-28 2023-11-28 0001633978 lite:CloudLightSchemeMember 2023-11-07 2023-11-07 0001633978 us-gaap:RestrictedStockUnitsRSUMember srt:MaximumMember lite:Fiscal2015EquityIncentivePlanMember 2024-06-30 2025-06-28 0001633978 lite:Fiscal2015EquityIncentivePlanMember us-gaap:RestrictedStockUnitsRSUMember 2024-06-30 2025-06-28 0001633978 lite:Fiscal2015EquityIncentivePlanMember us-gaap:RestrictedStockUnitsRSUMember 2022-08-03 2022-08-03 0001633978 us-gaap:RestrictedStockUnitsRSUMember lite:Fiscal2015EquityIncentivePlanMember lite:EmployeeMember 2022-08-03 2022-08-03 0001633978 lite:Fiscal2015EquityIncentivePlanMember 2022-08-03 2022-08-03 0001633978 lite:Fiscal2015EquityIncentivePlanMember us-gaap:PerformanceSharesMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember lite:Fiscal2015EquityIncentivePlanMember lite:NonExecutiveEmployeeMemberMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember lite:Fiscal2015EquityIncentivePlanMember srt:DirectorMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember srt:MinimumMember srt:DirectorMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember srt:MaximumMember srt:DirectorMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember lite:Fiscal2015EquityIncentivePlanMember lite:ExecutivesMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember lite:Fiscal2015EquityIncentivePlanMember lite:PresidentAndChiefExecutiveOfficerMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember srt:MinimumMember lite:PresidentAndChiefExecutiveOfficerMember 2024-06-30 2025-06-28 0001633978 us-gaap:PerformanceSharesMember srt:MaximumMember lite:PresidentAndChiefExecutiveOfficerMember 2024-06-30 2025-06-28 0001633978 lite:A2015EmployeeStockPurchasePlanMember us-gaap:EmployeeStockMember 2024-06-30 2025-06-28 0001633978 lite:A2015EmployeeStockPurchasePlanMember us-gaap:EmployeeStockMember 2025-06-28 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2023-07-02 2024-06-29 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2022-07-03 2023-07-01 0001633978 lite:AnnualIncentivePlanPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2024-06-30 2025-06-28 0001633978 lite:AnnualIncentivePlanPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2023-07-02 2024-06-29 0001633978 lite:AnnualIncentivePlanPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2022-07-03 2023-07-01 0001633978 lite:TotalShareholderReturnPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2024-06-30 2025-06-28 0001633978 lite:TotalShareholderReturnPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2023-07-02 2024-06-29 0001633978 lite:TotalShareholderReturnPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2022-07-03 2023-07-01 0001633978 lite:OtherPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2024-06-30 2025-06-28 0001633978 lite:OtherPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2023-07-02 2024-06-29 0001633978 lite:OtherPerformanceStockUnitsMember us-gaap:PerformanceSharesMember 2022-07-03 2023-07-01 0001633978 us-gaap:PerformanceSharesMember 2023-07-02 2024-06-29 0001633978 us-gaap:PerformanceSharesMember 2022-07-03 2023-07-01 0001633978 us-gaap:EmployeeStockMember 2023-07-02 2024-06-29 0001633978 us-gaap:EmployeeStockMember 2022-07-03 2023-07-01 0001633978 lite:EmployeeStockPurchasePlanMember 2024-06-30 2025-06-28 0001633978 lite:EmployeeStockPurchasePlanMember 2023-07-02 2024-06-29 0001633978 lite:EmployeeStockPurchasePlanMember 2022-07-03 2023-07-01 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2025-06-28 0001633978 us-gaap:PerformanceSharesMember 2025-06-28 0001633978 us-gaap:EmployeeStockMember 2025-06-28 0001633978 lite:EmployeeStockPurchasePlanMember 2025-06-28 0001633978 us-gaap:EmployeeStockMember 2022-07-02 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2022-07-02 0001633978 us-gaap:PerformanceSharesMember 2022-07-02 0001633978 us-gaap:EmployeeStockMember 2023-07-01 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2023-07-01 0001633978 us-gaap:PerformanceSharesMember 2023-07-01 0001633978 us-gaap:EmployeeStockMember 2024-06-29 0001633978 us-gaap:RestrictedStockUnitsRSUMember 2024-06-29 0001633978 us-gaap:PerformanceSharesMember 2024-06-29 0001633978 lite:ReplacementAwardsMember 2022-07-03 2023-07-01 0001633978 lite:A2015EmployeeStockPurchasePlanMember us-gaap:EmployeeStockMember 2023-07-02 2024-06-29 0001633978 lite:A2015EmployeeStockPurchasePlanMember us-gaap:EmployeeStockMember 2022-07-03 2023-07-01 0001633978 lite:A2015EmployeeStockPurchasePlanMember 2023-07-02 2024-06-29 0001633978 lite:A2015EmployeeStockPurchasePlanMember 2022-07-03 2023-07-01 0001633978 country:US 2024-06-30 2025-06-28 0001633978 country:US 2023-07-02 2024-06-29 0001633978 country:US 2022-07-03 2023-07-01 0001633978 us-gaap:ForeignPlanMember 2024-06-30 2025-06-28 0001633978 us-gaap:ForeignPlanMember 2023-07-02 2024-06-29 0001633978 us-gaap:ForeignPlanMember 2022-07-03 2023-07-01 0001633978 country:JP 2025-06-28 0001633978 country:TH 2025-06-28 0001633978 us-gaap:ForeignPlanMember 2023-07-01 0001633978 us-gaap:ForeignPlanMember 2019-06-30 2020-06-27 0001633978 us-gaap:ForeignPlanMember 2018-07-01 2019-06-29 0001633978 country:CH us-gaap:EquityFundsMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel1Member us-gaap:EquityFundsMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel2Member us-gaap:EquityFundsMember 2025-06-28 0001633978 country:CH us-gaap:FixedIncomeFundsMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel1Member us-gaap:FixedIncomeFundsMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel2Member us-gaap:FixedIncomeFundsMember 2025-06-28 0001633978 country:CH lite:DefinedBenefitPlanAlternativeInvestmentsMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel1Member lite:DefinedBenefitPlanAlternativeInvestmentsMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel2Member lite:DefinedBenefitPlanAlternativeInvestmentsMember 2025-06-28 0001633978 country:CH us-gaap:DefinedBenefitPlanCashMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel1Member us-gaap:DefinedBenefitPlanCashMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel2Member us-gaap:DefinedBenefitPlanCashMember 2025-06-28 0001633978 country:CH lite:DefinedBenefitPlanOtherSecuritiesMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel1Member lite:DefinedBenefitPlanOtherSecuritiesMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel2Member lite:DefinedBenefitPlanOtherSecuritiesMember 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel1Member 2025-06-28 0001633978 country:CH us-gaap:FairValueInputsLevel2Member 2025-06-28 0001633978 country:CH us-gaap:EquityFundsMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel1Member us-gaap:EquityFundsMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel2Member us-gaap:EquityFundsMember 2024-06-29 0001633978 country:CH us-gaap:FixedIncomeFundsMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel1Member us-gaap:FixedIncomeFundsMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel2Member us-gaap:FixedIncomeFundsMember 2024-06-29 0001633978 country:CH lite:DefinedBenefitPlanAlternativeInvestmentsMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel1Member lite:DefinedBenefitPlanAlternativeInvestmentsMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel2Member lite:DefinedBenefitPlanAlternativeInvestmentsMember 2024-06-29 0001633978 country:CH us-gaap:DefinedBenefitPlanCashMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel1Member us-gaap:DefinedBenefitPlanCashMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel2Member us-gaap:DefinedBenefitPlanCashMember 2024-06-29 0001633978 country:CH lite:DefinedBenefitPlanOtherSecuritiesMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel1Member lite:DefinedBenefitPlanOtherSecuritiesMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel2Member lite:DefinedBenefitPlanOtherSecuritiesMember 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel1Member 2024-06-29 0001633978 country:CH us-gaap:FairValueInputsLevel2Member 2024-06-29 0001633978 lite:OclaroInc.Member 2018-01-01 2018-12-31 0001633978 lite:OclaroInc.Member 2018-12-31 0001633978 2024-07-26 2024-07-26 0001633978 lite:OclaroInc.Member 2024-06-29 0001633978 us-gaap:OperatingSegmentsMember lite:CloudNetworkingSegmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:OperatingSegmentsMember lite:IndustrialTechnologySegmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:OperatingSegmentsMember 2024-06-30 2025-06-28 0001633978 us-gaap:OperatingSegmentsMember lite:CloudNetworkingSegmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:OperatingSegmentsMember lite:IndustrialTechnologySegmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:OperatingSegmentsMember 2023-07-02 2024-06-29 0001633978 us-gaap:OperatingSegmentsMember lite:CloudNetworkingSegmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:OperatingSegmentsMember lite:IndustrialTechnologySegmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:OperatingSegmentsMember 2022-07-03 2023-07-01 0001633978 us-gaap:CorporateNonSegmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:CorporateNonSegmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:CorporateNonSegmentMember srt:ChiefExecutiveOfficerMember 2024-06-30 2025-06-28 0001633978 us-gaap:CorporateNonSegmentMember lite:HuaweiMember 2024-06-30 2025-06-28 0001633978 country:US 2024-06-30 2025-06-28 0001633978 country:US us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 country:US 2023-07-02 2024-06-29 0001633978 country:US us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 country:US 2022-07-03 2023-07-01 0001633978 country:US us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 country:MX 2024-06-30 2025-06-28 0001633978 country:MX us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 country:MX 2023-07-02 2024-06-29 0001633978 country:MX us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 country:MX 2022-07-03 2023-07-01 0001633978 country:MX us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 lite:AmericasExcludingUnitedStatesAndMexicoMember 2024-06-30 2025-06-28 0001633978 lite:AmericasExcludingUnitedStatesAndMexicoMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 lite:AmericasExcludingUnitedStatesAndMexicoMember 2023-07-02 2024-06-29 0001633978 lite:AmericasExcludingUnitedStatesAndMexicoMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 lite:AmericasExcludingUnitedStatesAndMexicoMember 2022-07-03 2023-07-01 0001633978 lite:AmericasExcludingUnitedStatesAndMexicoMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 srt:AmericasMember 2024-06-30 2025-06-28 0001633978 srt:AmericasMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 srt:AmericasMember 2023-07-02 2024-06-29 0001633978 srt:AmericasMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 srt:AmericasMember 2022-07-03 2023-07-01 0001633978 srt:AmericasMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 country:TH 2024-06-30 2025-06-28 0001633978 country:TH us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 country:TH 2023-07-02 2024-06-29 0001633978 country:TH us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 country:TH 2022-07-03 2023-07-01 0001633978 country:TH us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 country:HK 2024-06-30 2025-06-28 0001633978 country:HK us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 country:HK 2023-07-02 2024-06-29 0001633978 country:HK us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 country:HK 2022-07-03 2023-07-01 0001633978 country:HK us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 country:KR 2024-06-30 2025-06-28 0001633978 country:KR us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 country:KR 2023-07-02 2024-06-29 0001633978 country:KR us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 country:KR 2022-07-03 2023-07-01 0001633978 country:KR us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 country:JP 2024-06-30 2025-06-28 0001633978 country:JP us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 country:JP 2023-07-02 2024-06-29 0001633978 country:JP us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 country:JP 2022-07-03 2023-07-01 0001633978 country:JP us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 lite:OtherAsiaPacificNotIndividuallyIdentifiedMember 2024-06-30 2025-06-28 0001633978 lite:OtherAsiaPacificNotIndividuallyIdentifiedMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 lite:OtherAsiaPacificNotIndividuallyIdentifiedMember 2023-07-02 2024-06-29 0001633978 lite:OtherAsiaPacificNotIndividuallyIdentifiedMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 lite:OtherAsiaPacificNotIndividuallyIdentifiedMember 2022-07-03 2023-07-01 0001633978 lite:OtherAsiaPacificNotIndividuallyIdentifiedMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 srt:AsiaPacificMember 2024-06-30 2025-06-28 0001633978 srt:AsiaPacificMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 srt:AsiaPacificMember 2023-07-02 2024-06-29 0001633978 srt:AsiaPacificMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 srt:AsiaPacificMember 2022-07-03 2023-07-01 0001633978 srt:AsiaPacificMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 us-gaap:EMEAMember 2024-06-30 2025-06-28 0001633978 us-gaap:EMEAMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 us-gaap:EMEAMember 2023-07-02 2024-06-29 0001633978 us-gaap:EMEAMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 us-gaap:EMEAMember 2022-07-03 2023-07-01 0001633978 us-gaap:EMEAMember us-gaap:GeographicConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 lite:CustomerAMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 lite:CustomerAMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 lite:CustomerAMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 lite:CustomerBMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2024-06-30 2025-06-28 0001633978 lite:CustomerBMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2023-07-02 2024-06-29 0001633978 lite:CustomerCMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 lite:CustomerDMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2022-07-03 2023-07-01 0001633978 country:US 2025-06-28 0001633978 country:US 2024-06-29 0001633978 country:TH 2025-06-28 0001633978 country:TH 2024-06-29 0001633978 country:JP 2025-06-28 0001633978 country:JP 2024-06-29 0001633978 country:GB 2025-06-28 0001633978 country:GB 2024-06-29 0001633978 country:CN 2025-06-28 0001633978 country:CN 2024-06-29 0001633978 lite:OtherCountriesNotSeparatelyDisclosedMember 2025-06-28 0001633978 lite:OtherCountriesNotSeparatelyDisclosedMember 2024-06-29 0001633978 lite:VendorMember us-gaap:CustomerConcentrationRiskMember lite:ManufacturerConcentrationMember 2024-06-30 2025-06-28 0001633978 lite:VendorMember us-gaap:CustomerConcentrationRiskMember lite:ManufacturerConcentrationMember 2023-07-02 2024-06-29 0001633978 us-gaap:ProductConcentrationRiskMember us-gaap:SalesRevenueNetMember lite:CloudNetworkingSegmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:ProductConcentrationRiskMember us-gaap:SalesRevenueNetMember lite:CloudNetworkingSegmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:ProductConcentrationRiskMember us-gaap:SalesRevenueNetMember lite:CloudNetworkingSegmentMember 2022-07-03 2023-07-01 0001633978 us-gaap:ProductConcentrationRiskMember us-gaap:SalesRevenueNetMember lite:IndustrialTechnologySegmentMember 2024-06-30 2025-06-28 0001633978 us-gaap:ProductConcentrationRiskMember us-gaap:SalesRevenueNetMember lite:IndustrialTechnologySegmentMember 2023-07-02 2024-06-29 0001633978 us-gaap:ProductConcentrationRiskMember us-gaap:SalesRevenueNetMember lite:IndustrialTechnologySegmentMember 2022-07-03 2023-07-01 0001633978 2025-03-30 2025-06-28 0001633978 us-gaap:AllowanceForCreditLossMember 2024-06-29 0001633978 us-gaap:AllowanceForCreditLossMember 2024-06-30 2025-06-28 0001633978 us-gaap:AllowanceForCreditLossMember 2025-06-28 0001633978 us-gaap:AllowanceForCreditLossMember 2023-07-01 0001633978 us-gaap:AllowanceForCreditLossMember 2023-07-02 2024-06-29 0001633978 us-gaap:AllowanceForCreditLossMember 2022-07-02 0001633978 us-gaap:AllowanceForCreditLossMember 2022-07-03 2023-07-01 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2024-06-29 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2024-06-30 2025-06-28 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2025-06-28 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2023-07-01 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2023-07-02 2024-06-29 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2022-07-02 0001633978 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2022-07-03 2023-07-01

Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form  10-K
 

(Mark One)
☒   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 28 , 2025
 OR
☐   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from

to

                        
 Commission File Number 001-36861
Lumentum Holdings Inc.
(Exact name of Registrant as specified in its charter)
 
Delaware   47-3108385
(State or other jurisdiction of
incorporation or organization)   (I.R.S. Employer
Identification Number)

1001 Ridder Park Drive , San Jose , California 95131
(Address of principal executive offices including Zip code)

( 408 ) 546-5483
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of exchange on which registered
Common Stock, par value of $0.001 per share LITE Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. 
Yes   ☒     No  o     

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes  o      No   ☒

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☒   No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☒   No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer o Non-accelerated filer o Smaller reporting company ☐
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. o  
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐   No ☒
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximate ly $ 2,704 million, based on the closing sales price of the registrant’s common stock on December 28, 2024 (the last business day of the registrant’s most recently completed second fiscal quarter) of $84.36 per share, as reported on the Nasdaq Global Select Market. Shares of common stock held by officers, directors and holders of more than five percent of the outstanding common stock have been excluded from this calculation because such persons may be deemed to be affiliates.
As of August 12, 2025, the Registrant had 69.9  million shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
Portions of the information called for by Part III of this Annual Report on Form 10-K are hereby incorporated by reference from the definitive proxy statement for the registrant’s annual meeting of stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days after the registrant’s fiscal year ended June 28, 2025.

Table of Contents

TABLE OF CONTENTS
Page
PART I

ITEM 1.
BUSINESS
2

ITEM 1A.
RISK FACTORS
11

ITEM 1B.
UNRESOLVED STAFF COMMENTS
38

ITEM 1C.
CYBERSECURITY
38

ITEM 2.
PROPERTIES
40

ITEM 3.
LEGAL PROCEEDINGS
40

ITEM 4.
MINE SAFETY DISCLOSURES
40

PART II

ITEM 5.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
41

ITEM 6.
RESERVED
42

ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
43

ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
59

ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
60

ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
122

ITEM 9A.
CONTROLS AND PROCEDURES
122

ITEM 9B.
OTHER INFORMATION
124

ITEM 9C.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
124

PART III

ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
125

ITEM 11.
EXECUTIVE COMPENSATION
125

ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
125

ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
125

ITEM 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
125

PART IV

ITEM 15.
EXHIBIT AND FINANCIAL STATEMENT SCHEDULES
126

ITEM 16.
FORM 10-K SUMMARY
129

SIGNATURES
130

1

Table of Contents

FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K (this “Annual Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements relate to, among other things, our markets and industry, products and strategy, the impact of export regulation changes, the expected benefits of our acquisitions, macroeconomic conditions, including supply chain conditions and inventory management by our customers, the effects of the COVID-19 pandemic, instability and uncertainty in the banking and financial services markets, and tightening credit markets on our business and results of operations, sales, gross margins, operating expenses, capital expenditures and requirements, liquidity, product development and research and development efforts, manufacturing plans, litigation, effective tax rates and tax reserves, our corporate and financial reporting structure, our plans for growth and innovation, our expectations regarding U.S.-China relations, international trade regulation and restrictions (including tariffs, duties, and export controls to be implemented by the U.S. and other countries), market and regulatory conditions, trends and uncertainties in our business and financial results, and are often identified by the use of words such as, but not limited to, “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “project,” “seek,” “should,” “target,” “will,” “would,” “contemplate,” “believe,” “predict,” “potential” and similar expressions or variations intended to identify forward-looking statements. These statements are based on the beliefs and assumptions of our management, which are in turn based on information currently available to management. Such forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section entitled “Risk Factors” included under Part I, Item 1A of this Annual Report. Furthermore, such forward-looking statements speak only as of the date of this Annual Report. Except as required by law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements.

PART I

ITEM 1.    BUSINESS
General
Overview
Lumentum Holdings Inc. (“we,” “us,” “our”, “Lumentum” or the “Company”) is a leading provider of optical and photonic products and is recognized as an industry leader based on revenue and market share. Our products are essential to a range of cloud, artificial intelligence and machine learning (“AI/ML”), telecommunications, consumer, and industrial end-market applications. We operate in two end-market focused reportable segments, Cloud & Networking and Industrial Tech.
Our Cloud & Networking products comprise a comprehensive portfolio of optical and photonic chips, components, modules, and subsystems supplied to cloud data center operators, AI/ML infrastructure providers, and network equipment manufacturer customers who are building cloud data center and network infrastructures. Our products enable high-capacity optical links for cloud computing, AI/ML workloads, and data center interconnect (“DCI”) applications, as well as for communications service provider networks. Our offerings support access (local), metro (intracity), long-haul (intercity and global), and submarine (undersea) network infrastructure. Additionally, our Cloud & Networking products serve enterprise network infrastructure needs, including storage area networks (“SANs”), local area networks (“LANs”), and wide area networks (“WANs”). Demand for our products is fueled by the ongoing expansion of network capacity required to support cloud and services, AI/ML processing, streaming video, video conferencing, wireless and mobile connectivity, and the internet of things (“IoT”).
Our Industrial Tech products include short-pulse solid-state lasers, kilowatt-class fiber lasers, diode lasers, and gas lasers, serving a wide range of end-markets applications. In the consumer market, our laser light sources are integrated into customers’ 3D sensing cameras, primarily used in mobile devices. In the industrial manufacturing market, our lasers are embedded in machine tools used for precision material processing across diverse industries, including semiconductor and microelectronics fabrication, electric vehicle and battery production, metal cutting and welding, and advanced manufacturing. Adoption of our Industrial Tech products is driven by the need to advance semiconductor and microelectronics technology roadmaps and by Industry 4.0 and 5.0 trends that emphasize greater manufacturing precision, flexibility, and sustainability.
We have a global footprint that enables us to address global market opportunities for our products with employees engaged in research and development (“R&D”), administration, manufacturing, support and sales and marketing activities in various locations worldwide. We have manufacturing capabilities and facilities in North America, Asia-Pacific and Europe. Our headquarters are located in San Jose, California, and we employed approximat ely 10,562 full -time employees around the world as of June 28, 2025.
2

Table of Contents

Lumentum was incorporated in Delaware as a wholly owned subsidiary of JDS Uniphase Corporation (“JDSU”) on February 10, 2015. In August 2015, the Company was spun-off from JDSU and became an independent publicly traded company through the distribution of our common stock by JDSU to its stockholders. In 2015, the remaining parent company, JDSU, was renamed Viavi Solutions Inc. (“Viavi”). Our business traces its origins to Uniphase Corporation, which was formed in 1979 and became publicly traded in 1992. Uniphase was originally a supplier of commercial lasers, and later became a leading supplier of optical transmission products. In 1999, JDS Fitel Inc., a pioneer in products for fiber optic networking which was formed in 1981, merged with Uniphase to become JDSU, a global leader in optical networking. Subsequent acquisitions by JDSU broadened the depth and breadth of what is now Lumentum’s businesses, as well as the intellectual property, technology and product offerings of the company. The fundamental laser and photonic component technologies which we acquired through various acquisitions form the basis of cloud and communications optical network infrastructure today. These technologies will continue to enable us to develop highly integrated products to satisfy our customers’ ever-increasing needs for smaller, lower power and lower cost optical and photonic products.
In December 2018, we completed the acquisition of Oclaro, Inc. (“Oclaro”), which enhanced our product portfolio by adding Oclaro’s indium phosphide laser and photonic integrated circuit technologies, as well as its coherent component and module capabilities. These additions broadened our revenue mix and strengthened our position to meet the evolving needs of our customers.
In August 2022, we completed the acquisition of NeoPhotonics Corporation (“NeoPhotonics”), which expanded our opportunities in optical components used in cloud and telecom network infrastructure.
In August 2022, we completed a transaction to acquire IPG Photonics’ telecom transmission product lines (“IPG telecom transmission product lines”) that develop and market products for use in telecommunications and datacenter infrastructure, including coherent Digital Signal Processors (“DSPs”), application-specific integrated circuits (“ASICs”) and optical transceivers.
In November 2023, we completed the acquisition of Cloud Light Technology Limited (“Cloud Light”). Our Cloud Light business designs, markets, and manufactures advanced optical modules for data center interconnect applications. The acquisition has enabled us to be well-positioned to serve the growing needs of cloud and networking customers, particularly those customers focused on optimizing their data center infrastructure for the demands of AI/ML.
Industry Trends and Business Risks
Our business is driven by end-market applications leveraging the performance advantages of advanced optical and photonic solutions. We operate within global markets characterized by robust, long-term growth trends that are increasing demand for our products and technologies.
The convergence of factors including the growing reliance on data transmission, the rapid adoption of AI/ML, and the increasing digitalization of society is driving expansion in cloud data centers and the demand for higher-bandwidth network solutions. Lumentum's products and technologies are at the forefront of these trends, engineered to support increased data volumes and computational loads while meeting the industry's need for advanced network capabilities.
Additionally, the manufacturing industry's pursuit of higher precision, innovative materials, and improved efficiency fuels demand for industrial laser-based solutions. Lumentum is well-positioned to capitalize on this trend through the provision of ultrafast lasers for micromachining and advanced material processing, as well as laser emitters for 3D sensing applications.
While we maintain a positive outlook on the long-term prospects for our products and technologies, we acknowledge the presence of industry and market risks and uncertainties, including fluctuations in supply and demand, that have led to volatility in our business and financial performance.
3

Table of Contents

Supply Chain and Inventory Management
Our supply chain is complex, and we need to manage supply of certain components required to build our products while confronted with fluctuating demand from our customers. Our business and our customers’ businesses were negatively impacted by worldwide logistics and supply chain issues during and following the COVID-19 pandemic, including constraints on available cargo capabilities and limited availability of once broadly available supplies of both raw materials and finished components. From time to time, we experience shortages of the types of components we and our customers require in our products, and we have had to incur incremental supply and procurement costs in order to increase our ability to fulfill demands from our customers.
In addition, through fiscal year 2024, we experienced significant fluctuations in demand as customers delayed projected shipments or built up inventory in response to supply shortages and then brought down inventories as supply chain constraints eased. Our revenue fluctuated in response to these changes in demand and our margins were adversely impacted as we were not been able to fully recover costs, such as underutilized manufacturing capacity. However, during fiscal year 2025, network equipment manufacturers continued to normalize inventory levels and we saw increasing demand from AI and cloud customers as they continue to expand their data centers.
Due to worldwide operations, we and our customers are also subject to risks relating to the global trade environment. The Company is actively monitoring and assessing the global trade environment, particularly with respect to recent changes and proposed changes in tariff regulations and trade restrictions. The ongoing uncertainty surrounding trading policies, including the potential for additional tariffs, restrictions related to our customers and retaliatory measures by non-U.S. governments, continues to create a volatile environment that could disrupt our operations. The imposition of tariffs on certain imported goods and materials and export controls on critical components may increase our costs and place upward pressure on the cost of goods sold, which, in turn, may reduce our gross margins if we are unable to pass these costs onto customers through price increases.
If these tariff-related cost increases persist or escalate, our financial results could be adversely affected, including lower profitability. Additionally, changes in the global trade landscape could result in reduced market competitiveness and a slowdown in consumer demand as well as disruptions to our supply chain, including longer lead times, higher shipping costs, or limited availability of key inputs. This may constrain our ability to meet customer demand in a timely manner, potentially affecting our revenue growth and operational efficiency. The impact of tariffs on our business is hard to predict, as it is dependent on negotiations with customers and suppliers and other mitigation efforts and potential further changes in global trade policies, including higher tariffs or trade restrictions in the U.S. or other countries.
For more information on risks associated with supply chain constraints and customer inventory, refer to Item 1A “Risk Factors” of this Annual Report.
Geopolitical Developments
As a global business with operations spanning diverse geographic regions, we are exposed to geopolitical risks. Fluctuations in the geopolitical landscape, including war, military conflicts, changes in export regulations, the effects of heightened, scheduled, or proposed tariffs, and shifts in national priorities and foreign relations policies, can significantly impact our business. For instance, modifications to trade restrictions and export regulations can adversely affect both product demand and our ability to supply customers, which would harm revenue and profit margins. Moreover, disruptions in our customers' supply chains due to geopolitical events could reduce or delay their demand for our products, ultimately impacting our revenue and operating results.
For more information on risks associated with the change in geopolitical landscape and regulatory actions, refer to Item 1A “Risk Factors” of this Annual Report.
4

Table of Contents

Reportable Segments
We have two reportable segments, Cloud & Networking and Industrial Tech. The two operating segments were primarily determined based on how our Chief Operating Decision Maker (“CODM”) views and evaluates our operations. The CODM regularly reviews operating results to make decisions about resources to be allocated to the segments and to assess their performance. Our CODM allocates resources to the segments based on their business prospects, competitive factors, segment net revenue and segment profit. Segment profit includes operating expenses directly managed by operating segments, including research and development, and direct sales and marketing expenses. Segment profit does not include stock-based compensation, acquisition or integration related costs, amortization and impairment of acquisition-related intangible assets, restructuring and related charges, and certain other charges. Additionally, we do not allocate certain marketing and general and administrative expenses, as these expenses are not directly attributable to our operating segments.
We do not track all of our property, plant and equipment by operating segments. For the geographic identification of these assets and for further information regarding our operating segments, refer to “Note 17. Operating Segments and Geographic Information” to the consolidated financial statements.
Cloud & Networking
Markets
We maintain leading market positions in the fast-growing Cloud & Networking markets through our extensive product and technology portfolio and close relationships with a wide range of market leading customers. We provide a wide range of optical and photonic components, modules, and subsystems to support the high-speed transmission of data over high-capacity fiber optic links in cloud data center, AI/ML, enterprise and communications services networking applications. Customers include cloud and network service providers, AI infrastructure providers, and network equipment manufacturers (“NEMs”). Within cloud data center, AI/ML, and enterprise applications, our products are used in the high-speed interconnection of networked servers, AI accelerators, storage, and switches. Within communication service provider networking applications, our products are used in the infrastructure for high-capacity access (local), metro (intracity), long-haul (city-to-city and worldwide) and submarine (undersea) optical networks.
Trends
The convergence of cloud computing and AI is driving rapid innovation and expansion in optical hardware for hyperscale cloud operators. The immense computational demands of training and running AI models are driving a shift to high-speed photonics from traditional electrical interconnects. Additionally, the surging data traffic generated by video streaming, search engines, e-commerce, and other cloud services fuels the expansion of data center infrastructure.
Photonic solutions offer substantial advantages over electrical connections, including ultra-fast data transmission at higher volumes and reduced susceptibility to electromagnetic interference. As a result, high-speed photonics are increasingly deployed to alleviate data traffic bottlenecks, accelerating AI model training and enhancing high-performance computing (“HPC”) efficiency. To address these challenges, web-scale companies are investing heavily in optical hardware solutions, including high-speed optical transceivers.
A key innovation within data center photonics is the adoption of 200G lane speed optical components, which double data transfer rates compared to traditional 100G lanes. This advancement can significantly accelerate AI and HPC applications, optimizes the utilization of compute cluster hardware, and positions data centers for future scaling as AI demands intensify.
In addition, optical circuit switches are increasingly deployed to meet escalating data transport requirements within data centers. These switches support high port counts and can dynamically connect any input fiber to any output fiber to form continuous optical paths.
To enable seamless data exchange between geographically dispersed data center units, high-speed data center interconnects (“DCIs”) are being constructed. DCI technology optimizes resource utilization by allowing cloud data centers to leverage computing power across multiple locations.
The exponential growth of data across industries is driving the expansion of long-haul, metro, and access networks. Dense wavelength-division multiplexing (“DWDM”) technologies are being leveraged to increase data speeds while reducing costs. High-end networking equipment must now handle both legacy and internet protocol traffic while meeting stringent requirements for bandwidth, scalability, speed, reliability, compactness, and cost-effectiveness.
5

Table of Contents

The dynamic and unpredictable nature of network traffic demands agile optical networks capable of adapting to changing conditions. Technologies like Reconfigurable Optical Add-Drop Multiplexers (“ROADMs”), wavelength-selective switches, and tunable transmission products facilitate remote capacity adjustments, reducing the need for manual interventions.
Furthermore, the widespread deployment of 5G mobile networks and bandwidth-intensive applications is increasing data speeds at the network edge. This development further accelerates the need for capacity expansion across data center interconnects, metro regional networks, and long-haul networks.
Overall, the convergence of cloud computing, AI, and surging data demands is revolutionizing high-speed optical technologies. These advancements increase demand for faster, more reliable, and scalable data transmission across data centers and networks.
Offerings
Lumentum is a leading provider of high-speed optical transceivers and optical components that underpin today's AI and cloud computing applications. Optical transceivers and data interconnect solutions are essential for connecting servers, switches, and routers within data centers. We also manufacture key components used in optical transceivers and data interconnect solutions, including high-speed laser transmitters, photonic integrated circuits, and photodiodes, high-power laser light sources, as well as VCSELs and VCSEL arrays for short-reach data transmission. In data center interconnects, Lumentum offers both its own coherent pluggable transceivers and the underlying ultra-narrow linewidth laser and coherent components used by transceiver customers.
Beyond standard offerings, we deliver customized solutions tailored to specific customer needs, such as high-power laser sources, compact laser arrays, and advanced packaging schemes like co-packaged optics and integrated photonics assemblies.
In metro and long-haul optical networks, Lumentum offers a comprehensive suite of coherent and direct detect optical transmission components and modules and optical transport solutions. Our tunable transceivers and transmitter modules and high-speed coherent components are essential to DWDM systems and maximize fiber capacity and minimize cost per bit.
For optical transport applications, we offer a broad range of products, including ROADMs, optical amplifiers, and optical channel monitors to efficiently switch, route, and condition optical signals. Our portfolio also includes pump lasers for optical amplifiers and passive components such as switches, attenuators, and WDMs. Beyond discrete components, we provide integrated modules, circuit packs, and subsystems for amplification, switching, and wavelength management. Additionally, our transport offerings include optical circuit switches for data center applications, helping to reduce power consumption and improve overall network efficiency.
Lumentum's commitment to innovation, particularly in photonic integration, drives the development of optical products that meet the evolving demands of data centers. Each product generation offers enhanced functionality, reduced size, lower power consumption, and improved cost-effectiveness. By providing a wide range of innovative optical solutions, from components to integrated modules to complete systems, we enable our customers to build the high-performance data center and communication networks of today and engineer those of the future.
Strategy
In our Cloud & Networking segment, we are focused on technology leadership through innovation in close partnership with our customers, cost leadership and functional and vertical integration. We endeavor to align the latest technologies with industry leading, scalable manufacturing and operations to make us a valuable business and technology partner for cloud data center and network operators, AI/ML infrastructure providers, and NEMs. We aim to drive the next phase of data center infrastructure and communication data network scaling with technologies and products that are faster, more energy efficient, more agile and more reliable.
Competition
We compete against various public and private companies providing optical communications components, modules, and systems. Some of these competitors are also our customers for certain of our products.
6

Table of Contents

Industrial Tech
Markets
Within the industrial market, our diode lasers serve as pump sources for high-power fiber lasers used in metal fabrication and other demanding applications. Our ultrafast lasers cater to industries such as printed circuit board manufacturing, semiconductor processing, electric vehicle battery production, solar cell production, and flat panel display fabrication, where precise micromachining is essential.
In the consumer electronics sector, our laser light sources are integral components of 3D sensing cameras used in smartphones, computers, and other consumer electronics devices. These 3D sensing capabilities enable applications such as biometric identification, augmented and virtual reality, and computational photography.
Trends
The industrial laser market is driven by the relentless pursuit of precision and efficiency in material processing. Fiber lasers have surpassed gas lasers in sheet metal processing and welding due to their superior power, beam quality, power efficiency and cost-effectiveness. This technology empowers manufacturers across metal fabrication, automotive, and electronics to produce smaller, lighter, and more functional products from advanced materials.
The trend toward miniaturization necessitates precise micromachining with minimal heat impact. Solid-state and ultrafast lasers excel in these tasks, replacing traditional tools for processes like creating vias in circuit boards and singulating wafers. Ultrafast lasers, with their exceptionally short pulses, are particularly adept at the delicate and precise micromachining required in semiconductor, display, solar cell, and EV battery production.
In the consumer market, laser light sources are integral to 3D sensors primarily used in mobile devices. This technology enables real-time depth perception, transforming image capture and granting devices the ability to perceive the world in three dimensions. Applications span biometric identification, computational photography, virtual and augmented reality, and natural user interfaces.
Offerings
We offer a comprehensive range of industrial lasers to address diverse manufacturing needs. Our fiber lasers deliver kilowatt-class output power and excellent beam quality, making them ideal for sheet metal processing and general manufacturing applications. Additionally, high-power, solid-state and ultrafast lasers are used by manufacturers for precision machining tasks like drilling in printed circuit boards, wafer singulation, glass cutting, and solar cell scribing. Our 3D sensing products are primarily laser light sources, including higher performance VCSELs and VCSEL arrays.
Strategy
In our Industrial Tech segment, we leverage our long-term relationships with OEM customers and our broad product and manufacturing technology portfolio to create innovative and valuable solutions that enable our customers to win in their markets.
Competition
We compete against various public and private companies in the industrial and consumer markets we serve.

Mergers and Acquisitions
We evaluate strategic opportunities regularly and, where appropriate, may acquire additional businesses, products, or technologies that are complementary to, or broaden the markets for our products. We believe we have strengthened our business model by expanding our addressable markets, customer base and expertise, diversifying our product portfolio and fortifying our core businesses through acquisitions as well as through organic initiatives.
On November 7, 2023, we completed the acquisition of Cloud Light (the “Cloud Light Closing Date”). During fiscal year 2023, we completed our acquisition of NeoPhotonics and IPG telecom transmission product lines. Refer to “General - Overview” above and “Note 4. Business Combination” to the consolidated financial statements for additional information.

Research and Development
We devote substantial resources to research and development (“R&D”) for the development of new and enhanced products to serve our current markets and attractive new markets for our technology. We also expend significant engineering resources to enhance both product performance and our ability to manufacture products in greater volume and at lower cost.
7

Table of Contents

In our Cloud & Networking segment , we are maintaining our capability to provide leading products throughout the network, while focusing on several important sub-segments. We are making significant investments in next generation optical components for cloud data center and AI/ML applications, including higher speed and higher optical power laser chips for use in high-speed datacom transceivers and data interconnection solutions. We are also investing in the development of new high-speed optical transceiver modules for use in cloud data center, AI/ML, and DCI applications. In addition, we are investing in the emerging optical circuit switching market to enable direct data transmission between fiber optic cables in data centers within the optical plane. We continue to invest in research and development to develop innovative components and modules for telecommunications networks, such as higher capacity ROADMs and tunable laser and coherent components and transceiver modules needed for long-haul and metro applications. We are also responding to market needs for higher levels of integration, including the integration of optics, electronics and software in our modules, subsystems and circuit packs.
In our Industrial Tech segment, we continue to develop new solid-state, fiber, and ultrafast short pulse lasers that leverage our technologies. These products are targeted at serving customers engaging in the semiconductor device, solar cell, display, and electric vehicle and battery manufacturing markets as well as broader materials processing and precision micromachining end-markets. We also continue to develop new and enhanced laser diode products with higher performance and efficiency at lower cost, primarily for the consumer end-market.

Manufacturing
We use a combination of our own wafer fabrication facilities, or wafer fabs, assembly and test facilities, as well as third-party contract manufacturers to produce our products. Our significant manufacturing facilities are located in the United States, Thailand, China, the United Kingdom, Slovenia, and Japan.
In fiscal year 2023, we expanded our manufacturing footprint with the acquisition of NeoPhotonics. In fiscal year 2024, we acquired Cloud Light which further added manufacturing facilities in Asia. We have undertaken various initiatives to consolidate and restructure certain of our manufacturing and operational sites, particularly in light of efficiencies and synergies achievable from prior acquisitions, while also expanding overall manufacturing capacity for new and high growth product lines.
Our significant contract manufacturing partners are located primarily in Thailand, Taiwan, Malaysia and the Philippines. We rely on the capabilities of our contract manufacturers to plan and procure components and manage the inventory in these locations.

Sources and Availability of Raw Materials
We use various suppliers and contract manufacturers to supply parts and components for manufacturing and support of multiple product lines. Although our intention is to establish at least two sources of supply for materials whenever possible, for certain components we have sole or limited source supply arrangements. We may not be able to procure these components from alternate sources at acceptable prices and quality within a reasonable time, or at all, therefore, the risk of loss or interruption of such supply could impact our ability to deliver certain products on a timely basis. Risks associated with reliance on third parties for the timely and reliable delivery of raw materials are discussed in greater detail in Item 1A “Risk Factors” of this Annual Report.

Intellectual Property
Intellectual property rights that apply to our various products include patents, trade secrets and trademarks. We do not intend to broadly license our intellectual property rights unless we can obtain adequate consideration or enter into acceptable patent cross-license agreements. As of June 28, 2025, we owned approximately 1,020 U.S. patents and 1,100 foreign patents with expiration dates through 2045 and had approximately 780 patent applications pending throughout the world.

Seasonality
Our revenue may be influenced on a quarter-to-quarter basis by customer demand patterns and new product introductions. Some of our products may be incorporated into consumer electronic products, which are subject to seasonality and fluctuations in demand.
8

Table of Contents

Customers
During fiscal years 2025, 2024, and 2023, net revenue generated from a single customer which represented 10% or more of our total net revenue of the applicable fiscal year is summarized in the table below:

Years Ended
June 28, 2025 June 29, 2024 July 1, 2023
Customer A 16.0  % 11.4  % 15.3  %
Customer B 15.4  % 18.9  % *
Customer C * * 12.1  %
Customer D * * 10.5  %
*Represents less than 10% of total net revenue

Backlog
Due to possible changes in product delivery schedules and cancellation of product orders, and because our sales often reflect orders shipped in the same quarter in which they are received, our backlog at any particular date is not necessarily indicative of actual revenue or the level of orders for any succeeding period. A significant portion of our revenue arises from vendor-managed inventory (“VMI”) arrangements where the timing and volume of customer utilization is difficult to predict.

Human Capital Resources
As of June 28, 2025, we employed approximately 10,562 full-time employees, including approximately 8,706 employees in manufacturing, 1,132 employees in R&D and 724 employees in SG&A. Of the 10,562 employees, approximately 2% are represented by three national collective bargaining agreements with local chapters in Slovenia, Italy and Brazil and two labor unions in China. We believe that our relations with both our union and non-union employees are in good standing.
We believe that the future performance of our Company relies on the strength of our employees, and our ability to recruit, retain, develop and motivate the services of executive, engineering, sales and marketing, and support personnel is critical to our success. We strive to meet these objectives by offering competitive pay and benefits in a diverse, inclusive and safe workplace and by providing opportunities for our employees to grow and develop their careers.
Competitive Pay and Benefits
We provide compensation and benefits packages that we believe are competitive within the applicable market. We use a combination of compensation and other programs (which vary by region and salary grade) to attract, motivate and retain our employees, including semi-annual or annual performance bonuses, stock awards, an employee stock purchase plan, health savings and flexible spending accounts, paid time off, family leave, tuition assistance programs, health and wellness benefits and programs, and on-site fitness centers. We review our benefits packages annually, or more frequently as needed, to ensure we remain competitive with our peers and continue to attract and retain talent throughout our organization.

Employee Recruitment, Retention and Development

We are committed to recruiting, hiring, retaining, promoting and engaging a global, diverse workforce to best serve our global customers, suppliers, and partners. We have established relationships with professional associations and industry groups to proactively attract talent, and we partner with universities for our internship program. We believe that our commitment to our internship program and university partnerships contributes to developing the next generation of talent and provides a pipeline of recent college graduates into our talent pool.
9

Table of Contents

Material Government Regulations
Our business activities are international and subject us to various federal, state, local and foreign laws in the countries in which we operate, and our products and services are subject to certain laws and regulations affecting the sale of our products.
Environment
Our R&D, manufacturing and distribution operations involve the use of hazardous substances and are regulated under international, federal, state and local laws governing health and safety and the environment. We apply strict standards for protection of the environment and occupational health and safety to sites inside and outside the United States, even if not subject to regulation imposed by foreign governments. We believe that our properties and operations at our facilities comply in all material respects with applicable environmental laws and occupational health and safety laws. However, the risk of environmental liabilities cannot be completely eliminated, and there can be no assurance that the application of environmental and health and safety laws will not require us to incur significant expenditures. We are also regulated under a number of international, federal, state and local laws regarding recycling, product packaging and product content requirements. The environmental, product content/disposal and recycling laws are gradually becoming more stringent and may cause us to incur significant expenditures in the future.
In connection with our separation from JDSU and trading as an independent public company, we agreed to indemnify Viavi for any liability associated with contamination from past operations at all properties transferred to us from Viavi, to the extent the resulting issues primarily related to our business. We have not been presented with any claims to date.
Global Trade and Export Controls
As a global business, we operate in many jurisdictions and our products and services are subject to diverse and evolving import and export laws, including international treaties, U.S. export controls and sanctions, customs regulations, and local trade laws. These regulations may delay product launches, restrict our operations in certain regions, or limit dealings with specific entities or individuals, particularly where sensitive or controlled technology is involved. For instance, the U.S. and other governments have imposed restrictions on certain semiconductors and telecommunications products and components, which limit both sales of our products and our access to product components. At the same time, noncompliance with these trade regulations could significantly hinder our ability to operate in some markets or serve particular customers.
For additional information concerning regulatory compliance and a discussion of the risks associated with governmental regulations that may materially impact us, refer to Item 1A “Risk Factors” of this Annual Report.

International Operations
During fiscal years 2025, 2024 and 2023, net revenue from customers outside the United States based on the geographic region and country where our product is initially shipped represented 81.0% , 73.8% and 86.3% of net revenue, respectively. Frequently, customers request shipment of our products to their factories, contract manufacturer factories, or other locations in countries that differ from their headquarter location (which in many cases is in the U.S.). Our net revenue is primarily denominated in U.S. dollars, including our net revenue from customers outside the United States based on customer shipment locations as described above. Refer to “Note 17. Operating Segments and Geographic Information” to the consolidated financial statements. For information regarding risks associated with our international operations, refer to Item 1A “Risk Factors” of this Annual Report.
Available Information
Our website is located at www.lumentum.com, and our investor relations website is located at www.investor.lumentum.com. Copies of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, as amended, are available free of charge on our investor relations website as soon as reasonably practicable after we file such material electronically with or furnish it to the Securities and Exchange Commission (the “SEC”). The SEC also maintains a website that contains our SEC filings at www.sec.gov.
Investors and others should note that we routinely use the Investors section of our website to announce material information to investors and the marketplace. While not all of the information that the Company posts on its corporate website is of a material nature, some information could be deemed to be material. Accordingly, the Company encourages investors, the media and others interested in the Company to review the information that it shares on www.lumentum.com. Information in, or that can be accessed through, our website is not incorporated into this Form 10-K.
10

ITEM 1A. RISK FACTORS
Investing in our common stock involves a high degree of risk. You should carefully consider the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before making a decision to invest in our common stock. Our business, financial condition, results of operations or prospects could also be harmed by risks and uncertainties not currently known to us or that we currently do not believe are material. If any of the risks actually occur, our business, financial condition, results of operations and prospects could be adversely affected. In that event, the market price of our common stock could decline, and you could lose part or all of your investment.
Risk Factor Summary
Our business operations are subject to numerous risks, factors and uncertainties, including those outside of our control, which could cause our actual results to be harmed, including risks regarding the following:
Risks Related to our Business
• unfavorable economic and market conditions, including the impact of trade restrictions or regulations, including tariffs, duties and export controls;
• our reliance on a limited number of suppliers and customers;
• order cancellations, reductions or delays in delivery schedules by our customers or distributors;
• failure of banking institutions and liquidity concerns at other financial institutions;
• our backlog may not be an accurate indicator of our level and timing of future revenue;
• our gross margins and operating margins may vary overtime;
• challenges relating to supply chain constraints;
• changes in technology and intense competition;
• our ability to sell to a significant customer, as well as higher tariffs and other trade restrictions between the U.S. and other countries, including China and Thailand;
• headwinds caused by heightened, scheduled, or threatened tariffs imposed by the U.S. or other countries;
• the impact of a widespread health crisis;
• our international operations structure;
• volatility and maintenance of our real property portfolio;
• our ability to timely procure components needed to manufacture our products;
• our ability to manufacture our products;
• our leverage in negotiations with large customers;
• design and manufacturing defects or quality issues in our products;
• changes in laws and the adoption and interpretation of administrative rules and regulations, including U.S. and international customs and export regulations;
• our strategic transactions and implementation strategy for our acquisitions, including the Cloud Light acquisition;
• restructuring and related charges;
• changes in spending levels, demand and customer requirements for our products;
• changes in tax laws;
• fluctuations in foreign currency;
11

• our future capital requirements;
• actual or perceived security or privacy breaches or incidents, as well as defects, errors or vulnerabilities in our technology and that of third-party providers;
• the failure or absence of business continuity plans with respect to our global facilities and operations;
• the unpredictability of our results of operations;
• our ability to protect our product and proprietary rights;
• factors relating to our intellectual property rights as well as the intellectual property rights of others;
• actions taken by authorized or unauthorized resellers or distributors that adversely affect our reputation or violate import or export regulations;
• litigation risks, including intellectual property litigation;
• our reliance on licensed third-party technology; and
• our ability to maintain an effective system of disclosure controls and internal control over financial reporting
Risks Related to Human Capital
• our ability to hire and retain key personnel
• the effects of immigration policy on our ability to hire and retain employees; and
• employment related disputes and claims
Risks Related to Legal, Regulatory and Compliance
• our ability to obtain government authorization to export our products; and
• changes in social and environmental responsibility regulations, policies and provisions, as well as government, customer, business partner, investor or other stakeholder demands
Risks Related to Our Common Stock
• the volatility of the trading price of our common stock;
• our ability to service our current and future debt;
• dilution related to our convertible notes;
• our intention not to pay dividends for the foreseeable future;
• provisions of Delaware law and our certificate of incorporation and bylaws that may make a merger, tender offer or proxy contest difficult; and
• exclusive forum provisions in our bylaws
12

Risks Related to Our Business
Our operating results may be adversely affected by unfavorable changes in macroeconomics and market conditions and the uncertain geopolitical environment.
Our business and operating results depend significantly on general market and economic conditions. The current global macroeconomic environment is volatile and continues to be significantly and adversely impacted by inflation and a dynamic demand environment. Additionally, instability in the global credit markets, the impact of uncertainty regarding inflation, trade wars, and the effects of heightened, scheduled, or proposed tariffs, banking instability, capital expenditure reductions, unemployment, stock market volatility, the instability in the geopolitical environment in many parts of the world (including as a result of the on-going Russia-Ukraine war, ongoing conflicts in the Middle East, the conflict between Cambodia and Thailand, and China-Taiwan relations), the current economic challenges in China, including global economic ramifications of Chinese economic difficulties, and other disruptions may continue to put pressure on global economic conditions. Further, conditions in the global economy have an inherent degree of uncertainty. As a result, it is difficult to estimate the level of growth or contraction of the global economy as a whole. It is even more difficult to estimate growth or contraction in various parts, sectors, and regions of the economy, including the markets in which we participate. All aspects of our forecasts depend on estimates of growth or contraction in the markets we serve.
Adverse changes to and uncertainty in the global economy have affected industries in which our customers operate and have resulted in decreases in the rate of demand, consumption or use of certain of our customers’ products which, in turn, have resulted in, and may in the future result in, decreased demand for our products, revenue fluctuations, increased price competition for our products, and increased the risk of excess and obsolete inventories as well as higher overhead costs as a percentage of revenue. For example, customers who had built up large inventories when supply chains were tight related to the COVID-19 pandemic brought down inventories as supply constraints eased and in some cases these customers delayed projected shipments, which harmed our revenue and profitability. While conditions have continued to stabilize, in some respects, these conditions may recur in the future, and similar losses or delays may harm our results of operations. The impact of economic challenges on the global financial markets could negatively impact our operations by affecting the solvency of our customers, the solvency of our key suppliers or the ability of our customers to obtain credit to finance purchases of our products. Further, supply chain disruptions have led and may continue to lead to increased costs and have harmed and may continue to harm our ability to meet customer demand, adversely affecting our revenue and profitability. If global economic and market conditions, or economic conditions in key markets, remain uncertain or deteriorate, our prospects for growth may be negatively impacted, and we may experience adverse impacts on our business, operating results, and financial condition.
Adverse changes in political, regulatory and economic policies, including the threats of increasing worldwide tariffs for goods imported into the United States and of escalating retaliatory measures, could adversely affect our business and results of operations.
U.S. regulatory activity, such as tariffs, export controls, and economic sanctions laws have in the past, and may in the future, materially limit our ability to make sales to customers in certain regions of the world, including China, and which have in the past, and may in the future, increase our costs and harm our results of operations and financial condition. Throughout 2025, the U.S. imposed a series of tariffs on imported goods. While these tariffs are positioned to have the most significant impacts on goods originating from China, nearly all countries worldwide are impacted at levels ranging from 15% to stacked tariffs in excess of 100% in some cases. The tariff landscape continues to evolve daily and, as a result, the full impact of these tariff measures on our business is uncertain. In addition to the geographic tariffs, U.S. government investigations are currently underway that may result in new tariffs on certain products, including semiconductors, computers, and other products derivative of critical minerals.
Outside of the U.S., retaliatory measures from various countries also have in the past, and may in the future, adversely impact business operations. Such measures include tariffs on imports from the U.S. into countries such as China, as well as export control measures. For example, China imposed new export control measures affecting exports of rare earth metals and other critical minerals, limiting our ability to access these materials. Additional changes to the trade policies of the U.S. and China are impossible to predict, and further changes or escalations in the trade policies of one or both countries may continue to affect our business.
13

Adverse regulatory activity, such as export controls, economic sanctions and the imposition of heightened trade tariffs both globally and between the United States and China specifically carries the risk of negatively impacting overall economic conditions, which could have negative repercussions on our industry and our business. Moreover, to the extent the governments of China, the United States or other countries seek to promote use of domestically produced products or to reduce the dependence on or use of products from each other (sometimes referred to as “decoupling”), they may adopt or apply regulations or policies that have the effect of reducing business opportunities for us. Such actions may take the form of specific restrictions on particular customers, products, technology areas, or business combinations. For example, in the area of investments and mergers and acquisitions, the United States has recently announced new requirements for approval by the United States government of outbound investments; and the approval by China regulatory authorities is required for business combinations of companies that conduct business in China over specific thresholds, regardless of where those businesses are based. Restrictions may also be imposed based on whether the supplier is considered unreliable or a security risk. For example, the Chinese government adopted a law that would restrict purchases from suppliers deemed to be “unreliable suppliers.” In May 2023, the Cyberspace Administration of China banned the sale of products from Micron Technology to certain entities in China and stated that such products pose significant security risks to China's critical information infrastructure supply chain and national security. Furthermore, imposition of new or additional tariffs or new or revised export, import or doing-business regulations, including trade sanctions, could cause a decrease in the demand for, or sales of our products to customers located in China or other customers selling to Chinese end users or increase the cost for our products, which would directly impact our business and results of operations.
We depend on a limited number of suppliers for raw materials, packages and components, and any failure or delay by these suppliers in meeting our requirements could have an adverse effect on our business and results of operations.
We purchase raw materials, packages and components from a limited number of suppliers, who are often small and specialized. Additionally, some of our suppliers are our sole sources for certain materials, equipment and components. We depend on the timely and continued supply and quality of the materials, packages and components that our suppliers supply to us. We have not entered into long-term agreements with many of these suppliers. We do not have a guarantee of supply from these suppliers and, as a result, there is no assurance that we would be able to secure the equipment or components that we require, in sufficient quantity, quality and on reasonable terms. Our business and results of operations have been, and could continue to be, adversely affected by this dependency. Alternative sources to mitigate the risk that the failure of any sole supplier will adversely affect our business are not feasible in all circumstances. If we were to lose any one of these or other critical sources, or if there is as an industry-wide increase in demand for, or the discontinuation of, raw materials used in our products, it could be difficult for us, or we may be unable, to find an alternative supplier or raw material, in which case our operations could be adversely affected. We are also subject to risk from increasing or fluctuating market prices of certain raw materials, which are incorporated into our end products or used by our suppliers to manufacture our end products. Supplies for such raw materials have from time to time become restricted, or general market factors and conditions have in the past affected and may in the future affect pricing of such commodities (including, in particular, due to changes in applicable tariffs, inflation, trade restrictions, or other supply chain constraints). For example, China’s recent export controls affected the availability and price of rare earth metals and other critical minerals for us as well as our supply chain and customers, adversely affecting our operations, margins and sales.
Specific concerns we periodically encounter with our sole suppliers or limited number of suppliers include receipt of defective parts or contaminated materials, stoppages or delays of supply, insufficient resources to supply our requirements, substitution of more expensive or less reliable materials, increases in the price of supplies, and an inability to obtain reduced pricing from our suppliers in response to competitive pressures. Furthermore, supply chain disruptions and labor market constraints have created heightened risk that sole suppliers or limited number of suppliers may be unable to meet their obligations to us. Difficulties in obtaining the materials, or services used in the conduct of our business or additional fees or higher prices to do so, have adversely affected our revenue and results of operations, and further challenges or decisions to seek alternate suppliers to secure supply in order to meet demand would increase our costs and reduce our profitability.
14

Our financial results may be adversely affected due to changes in product demand impacted by recessions, increases in interest rates, stagflation and other economic conditions.
Customer demand for our products may be impacted by weak economic conditions, inflation, stagflation, trade wars, adverse changes in tariffs and trade policies, recessionary or lower-growth environments, high interest rates, tightening credit markets, equity market volatility or other negative economic factors in the U.S. or other countries. For example, under these conditions or expectation of such conditions, our customers in the past have canceled orders, delayed purchasing decisions or reduced their use of our services. In addition, adverse economic conditions have in the past, and could in the future, result in higher inventory levels and the possibility of resulting excess capacity charges from our contract manufacturers if we need to slow production to reduce inventory levels. Further, in the event of a recession or threat of a recession our contract manufacturers, suppliers and other third-party partners may suffer their own financial and economic challenges and as a result they may demand pricing accommodations, delay payment, or become insolvent, which could harm our ability to meet our customer demands or collect revenue or otherwise could harm our business. Similarly, disruptions in financial and/or credit markets may impact our ability to manage normal commercial relationships with our contract manufacturers, customers, suppliers and creditors and could cause us to not be able to continue to access preferred sources of liquidity when we would like, and our borrowing costs could increase. Thus, if economic conditions deteriorate or experience a sustained period of weakness or slower growth, our business and financial results could be adversely affected.
Our ability to sell our products to a significant customer has been restricted.
In August 2020, the Bureau of Industry and Security of the U.S. Department of Commerce (“BIS”) issued final rules that further restricted access by Huawei Technologies Co. Ltd. and certain of its affiliates (collectively, “Huawei”) to U.S. technology, software and equipment produced domestically and abroad. The final rules prevent us from selling certain products subject to the Export Administration Regulations (“EAR”) to identified Huawei entities without a license issued by BIS. Further, even if we are able to obtain an export authorization to sell certain products to Huawei in the future, Huawei may not be able to source products from other suppliers due to the applicable export restrictions, which could then adversely impact Huawei’s demand for our products. All U.S. companies are dependent on the ability to obtain export authorizations to sell to Huawei. Until such export authorizations are available or the export restrictions are lifted, we are limited in our ability to sell our products, which could negatively impact our business, financial condition and operating results.

Based on internal review conducted in 2023, we determined that our products may be “subject to the EAR” and consequently restricted for export, reexport, and transfer to Huawei. As a result, we stopped all of our product shipments to Huawei, historically our largest networking customer in China, in the beginning of calendar year 2024.

We submitted voluntary self-disclosures to BIS regarding certain product shipments we made to Huawei following the adoption of the final rules. In August 2024, we received an administrative subpoena from BIS requesting the production of records in connection with our business with Huawei. We also received a related subpoena from the U.S. Department of Justice (“DOJ”) that also requested information regarding our business with Huawei. We have been and will continue to cooperate with BIS and DOJ in responding to the subpoenas and their ongoing reviews. Any failure or alleged failure to comply with export controls laws and policies could have negative consequences, including significant legal costs, penalties, denial of export privileges and debarment from participation in U.S. government contracts, any of which could have an adverse effect on our operations, reputation and financial condition.
Under the current regulatory policy and rules, our business with Huawei is now completely restricted. In addition to being unable to supply any products to Huawei, we are also currently unable to work with Huawei on future product developments, or confer any benefit to Huawei, and expect this to continue while Huawei remains subject to the export control restrictions. This cessation of all business activities with Huawei has negatively impacted our revenue from Huawei and has negatively impacted our financial condition and results of operations. Huawei may seek to obtain similar or substitute products from our competitors that are not subject to these restrictions, or to develop similar or substitute products themselves.
We cannot be certain what additional actions the U.S. government may take with respect to Huawei or other entities in China or other countries. We are unable to predict the duration and scope of the restrictions enacted in May 2019 and thereafter. Other customers, such as FiberHome Technologies Group, are also subject to export control restriction since May 2020, and BIS may continue to expand restrictions to other cutomers or otherwise restrict our ability to ship products. Any further export or trade restrictions that impede our ability to export or sell our products and services could adversely affect our business, results of operations, financial condition and cash flows.
15

Inflation and increased borrowing costs could impact our cash flows and profitability.
Prolonged periods of inflation may continue to adversely affect our business, results of operations, financial condition and liquidity by increasing our overall cost structure, particularly if we are unable to achieve commensurate increases in the prices we charge our customers. Inflation has resulted in and may continue to result in higher interest rates and capital costs, supply shortages, increased costs of labor and other similar effects. As a result of inflation, we are subject to risk from increasing market prices of certain components, supplies, and raw materials, which are incorporated into our products or used by our manufacturing partners or suppliers to manufacture our products. These components, supplies and commodities have from time-to-time become restricted, or general market factors and conditions have affected pricing of such components, supplies and raw materials (such as inflation or supply chain constraints), and future restrictions or market conditions impacting pricing may adversely affect our business and results of operations. In addition, higher interest rates and tightening credit markets may impact our customers and partners and their ability to purchase products or pay in a timely manner may be adversely impacted.
Unstable market and economic conditions and adverse developments with respect to financial institutions and associated liquidity risk may have serious adverse consequences on our business and financial condition.
Disruptions in access to bank deposits or lending commitments due to bank failures could adversely affect our liquidity, our business and financial condition. The failure of any bank or financial institution in which we deposit our funds or assets could reduce the amount of cash we have available for our operations or delay our ability to access such funds. Any such failure may increase the possibility of a sustained deterioration of financial market liquidity. The value of our investment portfolio could also be impacted if we hold debt instruments which were issued by any institutions that fail or become illiquid. Our ability to obtain raw materials for our supply chain and collections of cash from sales may be unduly impacted if any of our vendors or customers are affected by illiquidity events.
Our backlog may not be an accurate indicator of our level and timing of future revenues.
Our backlog may not be a reliable indicator of future operating results. Further, customer behaviors have been changing as a result of worldwide macroeconomic factors, including as a result of changes in the trade policies of the U.S. and its trading partners, such as the effects of heightened, scheduled or threatened tariffs, and which has reduced demand and may continue to reduce demand for certain of our products and services. If we are not able to respond to and manage the impact of these supply challenges and behavioral changes effectively, or if general macroeconomic conditions or conditions in the industries in which we operate deteriorate, our business, operating results, financial condition, and cash flows could be adversely affected.
We expect our gross margins and operating margins to vary over time.
Our gross margins, operating margins and segment profit are expected to vary, and may be adversely affected in the future by numerous factors, including, but not limited to:
• an increase or decrease in demand of our products;
• changes in product mix;
• increased price competition in one or more of the markets in which we compete;
• modifications to our pricing strategy to gain or retain footprint in markets or with customers;
• currency fluctuations that impact our costs or the cost of our products to our customers;
• the impact of inflation on costs and on demand for our products;
• increases in material, labor, manufacturing, logistics, warranty costs, or inventory carrying costs;
• issues with manufacturing or component availability;
• issues relating to the distribution of our products, quality or efficiencies;
• increased costs due to changes in component pricing or charges incurred due to the inaccurately forecasting product demand or underutilization of manufacturing capacity;
• warranty related issues;
• factors beyond our control such as natural disasters, climate change, acts of war or terrorism, and public health emergencies;
16

• changing market, economic, and political conditions, including the impact of changes in the trade policies of the U.S. or its trading partners, heightened, scheduled or threatened tariffs, changes in the applicable trade restrictions, including for certain rare earth minerals, any retaliatory actions in response thereto, and other trade restrictions, regulatory restrictions on imports or exports to withdraw from or materially modify international trade agreements, or
• our introduction of new products and enhancements, or entry into new markets with different pricing and cost structures.
We have also seen, and may continue to see, our gross margins negatively impacted by increases in component costs, logistics costs, elevated inventory balances, and pricing pressure. Failure to sustain or improve our gross margins reduces our profitability and may adversely affect our business, financial condition and results of operations.
Challenges relating to supply chain constraints, including semiconductor components, could adversely impact our business, results of operations and financial condition.
Due to increased demand across a range of industries, our business and customers’ businesses have experienced and could, in the future, experience supply constraints due to both constrained manufacturing capacity, as well as component parts shortages. These supply constraints have adversely affected and could further affect availability, lead-times and cost of components, and could increase the likelihood of unexpected cancellations or delays of previously committed supply of key components. These challenges have resulted in extended lead-times to our customers or accelerated ordering for certain of our products that resulted in inventory backlog that was subsequently managed down, resulting in reduced ordering. Ordering patterns may be difficult to predict and we have experienced and may, in the future, experience negative impacts to our revenue and profitability as well as our ability to achieve our forecasts.
Any disruption or delay in the production, delivery or supply of the raw materials, packaging or components used in the manufacture and delivery of our products, including delays and limits associated with heightened, scheduled or threatened tariffs affecting our components or raw materials, or limits on manufacturing availability or capacity, could delay or inhibit our ability to produce finished goods inventory. These supply chain constraints and their related challenges could result in shortages, increased material costs or use of cash, engineering design changes, and delays in new product introductions, each of which could adversely impact our business, results of operations and financial condition.
If we do not anticipate technological shifts, market needs and opportunities, we may not be able to compete effectively and our ability to generate revenues will suffer.
If we are unable to anticipate future technological shifts, market needs, requirements or opportunities, or fail to develop and introduce new products, product enhancements, or business strategies to meet those requirements or opportunities in a timely manner or at all, it could cause us to lose customers, substantially decrease or delay market acceptance and sales of our products and services, and significantly harm our business, financial condition, and results of operations. In addition, if we invest in developing products for a market that does not develop, it could significantly harm our business, financial condition, and results of operations. Even if we are able to anticipate, develop, and commercially introduce new products, enhancements or business strategies, any such products, enhancements or business strategies may not achieve market acceptance.
Changing technology and intense competition require us to continuously innovate while controlling product costs, and our failure to do so may result in decreased revenues and profitability.
The markets in which we operate are dynamic and complex, and our success depends on our ability to deliver both our current product offerings and new products and technologies on time and at acceptable prices to our customers. The markets for our products are characterized by rapid technological change, frequent new product introductions and enhancements, substantial capital investment, changes in customer requirements, continued price pressures and a constantly evolving industry. Historically, these pricing pressures have led to a continued decline of average selling prices across our business and we expect that these historical trends will continue. The development of new, technologically advanced products is a complex and uncertain process requiring high levels of innovation and the accurate prediction of technology and market trends. The introduction of new products also often requires significant investment to ramp up production capacity, the benefit of which may not be realized if we are not successful in the production of such products or if customer demand does not develop as expected. Ramping of production capacity also entails risks of delays which can limit our ability to realize the full benefit of new product introductions. We cannot assure you that we will be able to identify, develop, manufacture, market or support new or enhanced products successfully, if at all, or on a timely basis. We also cannot assure you that potential markets for our new products will materialize on the timelines we anticipate, or at all, or that our technology will meet our customers’ specifications. In addition, the markets in which our customers compete experience rapid changes in technology, customer requirements, competitive products, and industry standards, which may impact the demand for our products or products that we are developing. For example, markets driven by AI/ML technology are changing rapidly and therefore, the demand for our products
17

that address these markets may change and is difficult to predict. Our future performance will depend on the successful development, introduction, deployment and market acceptance of new and enhanced features and products that meet our customers’ current and future needs. Future demand for our products is uncertain and will primarily depend on continued technological development and the introduction of new or enhanced products. If this does not continue, sales of our products may decline which could adversely impact our business, results of operations and financial condition.
The market for optical communications products in particular has matured over time and these products have increasingly become subject to commoditization. Both legacy competitors as well as new entrants, predominantly Asia-based competitors, have intensified market competition in recent years leading to pricing pressure. To preserve our revenues and product margin structures, we remain reliant on an integrated customer and market approach that anticipates end customer needs as requirements evolve. We also must continue to develop more advanced, differentiated products that command a premium with customers, while conversely continuing to focus on streamlining product costs for established legacy products. If we fail to continue to develop enhanced or new products that enable us to increase revenues while maintaining consistent margins, or over time are unable to adjust our cost structure to continue to competitively price more mature products, our financial condition and results of operations could be adversely affected.
We rely on a limited number of customers for a significant portion of our sales; and the majority of our customers do not have contractual purchase commitments.
We have consistently relied on a small number of customers for a significant portion of our sales. We expect that this customer concentration will continue in the future, and we expect that our financial performance in certain business lines and growth prospects will continue to depend in part on a small number of customers. Many of our customers purchase products under purchase orders or under contracts that do not contain volume or long-term purchase commitments. Therefore, these customers may alter their purchasing behavior with little or no notice to us for various reasons, including developing, or, in the case of our distributors, their customers developing, their own product solutions; choosing to purchase or distribute product from our competitors; incorrectly forecasting end market demand for their products; or experiencing a reduction in their market share in the markets for which they purchase our products. As a result, it is difficult to forecast our revenues and to determine the appropriate levels of inventory required to meet future demand. For example, we have from time-to-time experienced excess and obsolete charges due to customer transitions to the next generation of products. We may also experience increased inventory levels and increased carrying costs and risk of excess or obsolete inventory due to unanticipated reductions in purchases by our customers. In addition, customers provide us with their expected forecasts for our products several months in advance, but these customers may decrease, cancel or delay purchase orders already in place, including on short notice, or may experience financial difficulty which affects their ability to pay for products, particularly in light of the global macroeconomic uncertainty, and have done so from time-to-time, and the impact of any such actions may be intensified given our dependence on a limited number of large customers. We cannot accurately predict what or how many products our customers will need in the future. Anticipating demand is difficult because our customers face unpredictable demand for their own products and in recent periods have become increasingly focused on cash preservation and tighter inventory management.

In addition, changes in the business requirements, vendor selection, project prioritization, financial prospects, capital resources, and expenditures, or purchasing behavior (including product mix purchased or timing of purchases) of our key customers, or any real or perceived quality issues related to the products that we sell to such customers, have led to decreased sales to such customers or delays or cancellations of planned purchases of our products or services, which has unfavorably impacted our revenues and operating results, and may continue to impact our business and results of operations. We may also experience pricing pressure with certain of our customers that may adversely affect our revenue and margins, or, if the ongoing relationship no longer benefits us, we may decide to suspend or terminate our relationship with such customers. There are also continuing trade tensions, including an uncertain regulatory environment, in the U.S. and countries in Asia, and in particular, China, which have impacted and could continue to materially impact our sales to key customers in these regions. Further, we may be required to purchase raw materials, increase production capacity or make other changes to our business to accommodate certain large customers. If forecasted orders do not materialize, we may need to reduce investment in R&D activities, we may fail to optimize our manufacturing capacity and incur charges for such underutilization, we may incur liabilities with our suppliers for reimbursement of capital expenditures, or we may have excess inventory. In addition, if we incur expenses in response to forecasted demand and do not have a corresponding increase in revenue, our profitability may suffer. Any of these factors could adversely affect our business, financial condition and results of operations.
18

Intense competition in our markets may lead to an accelerated reduction in our prices, revenues, margins and market share.
The end markets for optical products have experienced significant industry consolidation during the past few years. We expect this trend to continue as companies attempt to strengthen or hold their market positions in an evolving industry and as companies are acquired or are unable to continue operations. As a result, the markets for optical subsystems, components and laser diodes are highly competitive and the intensity of such competition is increasing. Our current competitors include a number of domestic and international public and private companies, many of which may have substantially greater financial, technical, marketing and distribution resources and brand name recognition than we have. As we expand into new markets, we face competition not only from our existing competitors, but also from new competitors, including existing companies with strong technological and sales positions in those markets. We may not be able to compete successfully against either current or future competitors, particularly, in light of increasing consolidation. Our competitors may continue to enter markets or gain or retain market share through introduction of new or improved products or with aggressive low pricing strategies that may impact the efficacy of our approach. These competitors may be able to devote greater resources than we can to the development, promotion, sale and support of their products. Additionally, the merger or consolidation of significant competitors have resulted in, and will likely result in, competitors with greater resources, which may enable them to offer a different market approach, or a lower cost structure through economies of scale or other efficiencies that we may be unable to match and which may intensify competition in the various markets. Further, our competitors may seek to vertically integrate by buying suppliers that also supply products or components to us, which could enable them to further reduce prices, or could increase our costs. Our current or potential customers may also determine to develop and produce products for their own use which may be competitive to our products. Such vertical integration could reduce the market opportunity for our products. Increased competition could result in significant price erosion, reduced revenue, lower margins or loss of market share, any of which would significantly harm our business.
We are subject to risks arising from our international operations, which may adversely affect our business, financial condition, and results of operations.
We derive a majority of our revenue from our international operations, and we plan to continue expanding our business in international markets in the future. In addition, we have extensive international manufacturing capabilities through third-party contract manufacturers, as well as through our own international facilities, with employees engaged in R&D, administration, manufacturing, support and sales and marketing activities.
As a result of our international operations, in addition to similar risks we face in our U.S. operations, we are affected by economic, business, regulatory, social, and political conditions in foreign countries, including the following:
• adverse social, political and economic conditions, such as inflation, high interest rates and risk of global or regional recession;
• effects of adverse changes in currency rates;
• impacts related to business disruptions and restrictions related to pandemics and endemics, including supply chain disruptions and labor shortages and differential impacts in different regions and geographies;
• changes in general IT spending;
• less effective protection of intellectual property;
• the imposition of government controls, inclusive of critical infrastructure protection;
• changes in or limitations imposed by trade protection laws or other regulatory orders or requirements in the United States or in other countries, including changes in the trade policies of the U.S. and its trading partners, heightened, scheduled, or threatened tariffs, sanctions, or other costs or requirements which may affect our ability to import or export our products from various countries or increase the cost to do so, including government action to restrict our ability to sell to foreign customers where sales of products may require export licenses (See Risk Factor entitled “Our ability to sell our products to a significant customer has been restricted”); the restrictions in China on the export of gallium and germanium and other rare earth metals and critical minerals; and other retaliatory responses in the trade policies of the U.S. or foreign governments;
• the imposition of sanctions on customers in China may cause those customers to seek domestic alternatives to our products, including developing alternatives internally, and our customers demand for our products could be impacted by their inability to obtain other materials subject to sanctions. For example, sanctions on sales to certain parties of U.S. semiconductors and semiconductor equipment has caused a delay in 5G deployment in China while the affected
19

companies seek alternative solutions, which has reduced the demand for our products from some of our Chinese customers;
• varying and potentially conflicting laws and regulations;
• overlapping, differing or more burdensome tax structure and laws;
• markets for 5G infrastructure not developing in the manner or in the time periods we anticipate, including as a result of unfavorable developments with evolving laws and regulations worldwide;
• wage inflation or a tightening of the labor market;
• the impact of recessions and other economic conditions in economies outside the United States, including, for example, dips in the manufacturing Purchasing Managers Index as well as the Institute for Supply Management data in the Eurozone;
• tax and customs changes that adversely impact our global sourcing strategy, manufacturing practices, transfer-pricing, or competitiveness of our products for global sales;
• volatility in oil prices and increased costs, or limited supply of other natural resources;
• political developments, geopolitical unrest or other conflicts in foreign nations, including the Russia-Ukraine war, the ongoing conflicts in the Middle East, the conflict between Cambodia and Thailand, and political developments in Hong Kong and Taiwan and the potential impact such developments or further actions could have on our customers in the markets in which we operate; and
• the impact of the following on service provider and government spending patterns as well as our contract and internal manufacturing: political considerations, changes in or delays in government budgeting processes, unfavorable changes in tax treaties or laws, unfavorable events that affect foreign currencies on an absolute or relative basis, natural disasters, epidemic disease, labor unrest, earnings expatriation restrictions, misappropriation of intellectual property, military actions, acts of terrorism, political and social unrest and difficulties in staffing and managing international operations.
Additionally, our business is impacted by fluctuations in local economies and currencies. Global economic volatility has significantly impacted the foreign exchange markets, and the currencies of various countries in which we operate and have significant volume of local-currency denominated expenses have seen significant volatility. We expect such volatility to continue, which could negatively impact our results by making our non-U.S. operations more expensive when reported in U.S. dollars, primarily due to the costs of payroll.
Moreover, local laws and customs in many countries differ significantly from or conflict with those in the United States or other countries in which we operate. In many foreign countries, particularly in those with developing economies, it is common for others to engage in business practices that are prohibited by our internal policies and procedures or U.S. regulations applicable to us. There can be no assurance that our employees, contractors, channel partners and agents will not take actions in violation of our policies and procedures, which are designed to ensure compliance with applicable U.S. and foreign laws and policies. Violations of laws or key control policies by our employees, contractors, channel partners, or agents could result in termination of our relationships with customers and suppliers, financial reporting problems, fines and/or penalties for us, or prohibition on the importation or exportation of our products, and could have an adverse effect on our business, financial condition and results of operations.
We are also highly dependent on the ability to ship products to customers and to receive shipments from our suppliers. In the event of a disruption in the worldwide or regional shipping infrastructure, our access to supplies and our ability to deliver products to customers would correspondingly be negatively impacted. As a result of shipping disruptions, we have experienced among other things, increased costs to ship products and delays in receiving components and any disruption in the future would likely adversely affect our operating results and financial condition.
In addition to the above risks related to our international operations, we also face risks related to pandemics and epidemics. An outbreak of a contagious disease, and other adverse public health developments, particularly in Asia, could have an adverse effect on our business operations. The effects could include restrictions on our ability to travel to support our sites in Asia or our customers located there, disruptions in our ability to distribute products, and/or temporary closures of our facilities in Asia or the facilities of our suppliers or customers and their contract manufacturers.
20

In the past, these and similar risks have disrupted our operations and the operations of our suppliers, customers and contract manufacturers and increased our costs, and we expect that they may do so in the future. Any or all of these factors could have an adverse impact on our business, financial condition, and results of operations.
We are subject to the risks of owning real property.
Our buildings subject us to the risks of owning real property, which include, but are not limited to:
• adverse changes in the value of these properties due to economic conditions, the movement by many companies to a hybrid work environment, interest rate changes, changes in the neighborhood in which the property is located, or other factors;
• the possible need for structural improvements in order to comply with zoning, seismic and other legal or regulatory requirements;
• the potential disruption of our business and operations arising from or connected with a relocation due to moving or to renovating the facility;
• increased cash commitments for improvements to the buildings or the property, or both;
• increased operating expenses for the buildings or the property, or both; and
• the risk of financial loss in excess of amounts covered by insurance, or uninsured risks, such as the loss caused by damage to the buildings as a result of earthquakes, floods, typhoons, tsunamis, fire, and/or other natural disasters.
The manufacturing of our products may be adversely affected if we are unable to manufacture certain products in our manufacturing facilities or if our contract manufacturers and suppliers fail to meet our production requirements.
We manufacture some of our finished good products as well as some of the components that we provide to our contract manufacturers in our China, Japan, Thailand, United Kingdom, and San Jose, California manufacturing facilities. For some of the components and finished good products, we are the sole manufacturer. Our manufacturing processes are highly complex, and issues are often difficult to detect and correct. From time-to-time, we have experienced problems achieving acceptable yields in our manufacturing facilities, resulting in delays in the availability of our products and inability to meet customer demand. In addition, if we experience problems with our manufacturing facilities or are unable to continue operations at any of these sites, including as a result of social, geopolitical, environmental or health factors, damage caused by natural disasters, or other problems or events beyond our control, including pandemics or widespread health epidemics, it would be costly and require a long period of time to move the manufacture of these components and finished good products to a different facility or contract manufacturer which could then result in interruptions in supply, and would likely materially impact our financial condition and results of operations. Our business and operations would be severely impacted if there were any future widespread health crisis or related restrictions imposed by governments or private industry in regions we operate.
We also rely on several independent contract manufacturers to supply us with certain products. For many products, a particular contract manufacturer may be the sole source of the finished good products. We depend on these manufacturers to meet our production and capacity requirements and to provide quality products to our customers. There are a number of risks associated with our reliance on contract manufacturers including:
• reduced control over delivery schedules and planning;
• availability of manufacturing capability and capacity, particularly during periods of high demand;
• reliance on the quality assurance procedures of third parties;
• risks associated with data security breaches or cyber-attacks targeting our contract manufacturers, including manufacturing disruptions or unauthorized access to information; and
• potential misappropriation of our intellectual property.
21

Additionally, if operations at these contract manufacturers are adversely impacted, such as by natural disasters, or restrictions due to the impact of a widespread health crisis disruptions or any resulting economic impact to their business, this would likely materially impact our financial condition and results of operations. Our ability to control the quality of products produced by contract manufacturers has and may in the future be impaired by pandemics or widespread health epidemics disruptions, and quality issues might not be resolved in a timely manner. Additionally, if our contract manufacturers continue experiencing disruptions or discontinue operations, we may be required to identify and qualify alternative manufacturers, which is expensive and time consuming. If we are required to change or qualify a new contract manufacturer, this would likely cause business disruptions and adversely affect our results of operations and could harm our existing customer relationships.
Despite rigorous testing for quality, both by us and the contract manufacturers to whom we sell products, we may receive and ship defective products. We may incur significant costs to correct defective products which could result in the loss of future sales and revenue, indemnification costs or costs to replace or repair the defective products, litigation and damage to our reputation and customer relations. Defective products may also cause diversion of management attention from our business and product development efforts.
Our manufacturing operations and those of our contract manufacturers may be affected by natural disasters such as earthquakes, floods, typhoons, tsunamis, fires and widespread health crises, changes in legal requirements, labor competition, shortages and turnover, labor strikes and other labor unrest, wars or other conflicts, and economic, political or other forces that are beyond our control. For example, in the past one of our former contract manufacturers experienced a labor strike which threatened the contract manufacturer’s ability to fulfill its product commitments to us and, in turn, our ability to fulfill our obligations to our customers. We are heavily dependent on a small number of manufacturing sites. Our business and operations would be severely impacted by any significant business disruptions for which we may not receive, and regardless of whether we receive, adequate recovery from insurance. There has been an increased focus on corporate social and environmental responsibility in our industry. As a result, a number of our customers may adopt policies that include social and environmental responsibility provisions that their suppliers should comply with. These provisions may be difficult and expensive to comply with, given the complexity of our supply chain. We may be unable to cause our suppliers or contract manufacturers to comply with these provisions which may adversely affect our relationships with customers.
In addition, for a variety of reasons, including changes in circumstances at our contract manufacturers, restrictions or inability to operate, or regarding our own business strategies, we may choose or be required to transfer the manufacturing of certain products to other manufacturing sites, including to our own manufacturing facilities. As a result of such transfers, our contract manufacturers may prioritize other customers or otherwise be unable or unwilling to meet our demand. There also may be delays with the transfer of manufacturing equipment and successfully setting up that equipment at the transfer sites and training new operators. If such transfers are unsuccessful or take a longer period of time than expected, it could result in interruptions in supply and supply chain and would likely impact our financial condition and results of operations.
Some of our purchase commitments with contract manufacturers are not cancellable which may impact our results of operations if customer forecasts driving these purchase commitments do not materialize and we are unable to sell the products to other customers. We may also incur charges if we do not utilize our allocated manufacturing capacity which would increase our costs and decrease our margins. Alternatively, our contract manufacturers may not be able to meet our demand which would inhibit our ability to meet our customers’ demands and maintain or grow our revenues. Furthermore, it could be costly and require a long period of time to move products from one contract manufacturer to another which could result in interruptions in supply and adversely impact our financial condition and results of operations.
Further, certain of our suppliers are located in China, which exposes us to risks associated with Chinese laws and regulations and U.S. laws, regulations and policies with respect to China, such as those related to import and export policies, the recent imposition of higher U.S. tariffs on many products from China, retaliatory actions taken by the U.S. and China in response to actions taken by the other, and risks related to taxation and the treatment of intellectual property. Chinese and U.S. laws and regulations are subject to frequent change, and if our suppliers are unable to obtain or retain the requisite legal permits or otherwise to comply with Chinese and U.S. legal requirements, we may be forced to obtain products from other manufacturers or to make other operational changes, including transferring our manufacturing to another manufacturer or to our own manufacturing facilities. In addition, many of our products are sourced from suppliers based outside of the United States, primarily in Asia. We may continue to face uncertainty with respect to our suppliers’ abilities to supply products due to supply chain and inventory impacts, tax and trade policies, the effects of trade wars, including heightened, scheduled, and threatened tariffs and trade restrictions, and government regulations affecting trade between the United States and other countries. Major developments in tax policy or trade relations, such as the imposition of tariffs on imported products, for example, higher U.S. tariffs on the import of certain products manufactured in Thailand or China (and vice-versa), could increase our product and product-related costs or require us to seek alternative suppliers, either of which could result in decreased sales or increased product and product-related costs. Any such developments could have a material impact on our ability to meet our customers’ expectations and may materially impact our operating results and financial condition.
22

If our customers do not qualify our manufacturing lines or the manufacturing lines of our subcontractors for volume shipments, our operating results could suffer.
Certain of our customers do not purchase products, other than limited numbers of evaluation units, prior to qualification of the manufacturing line for volume production. Our existing manufacturing lines, as well as each new manufacturing line, must pass through varying levels of qualification with certain of our customers. Some of our customers require that our manufacturing lines pass their specific qualification standards and that we, and any subcontractors that we may use, be registered under international quality standards. We may encounter quality control issues as a result of setting up new manufacturing lines in our facilities, relocating our manufacturing lines or introducing new products to fill production. We may be unable to obtain, or we may experience delays in obtaining, customer qualification of our manufacturing lines. If we introduce new contract manufacturing partners and move any production lines from existing internal or external facilities, the new production lines will likely need to be re-qualified with our customers. Any delays or failure to obtain qualifications would harm our reputation, operating results, and customer relationships.
We contract with a number of large OEM and end-user service providers and product companies that have considerable bargaining power, which may require us to agree to terms and conditions that could have an adverse effect on our business or ability to recognize revenues.
Large OEM and end-user service providers and product companies comprise a significant portion of our customer base. These customers generally have greater purchasing power than smaller entities and, accordingly, often request and receive more favorable terms from suppliers, including us. As we seek to expand our sales to existing customers and acquire new customers, we may be required to agree to terms and conditions that are favorable to our customers and that may affect the timing of our ability to recognize revenue, increase our costs and have an adverse effect on our business, financial condition, and results of operations. Furthermore, large customers have increased buying power and ability to require onerous terms in our contracts with them, including pricing, warranties, and indemnification terms. If we are unable to satisfy the terms of these contracts, it could result in liabilities of a material nature, including litigation, damages, additional costs, loss of market share and loss of reputation. Additionally, the terms these large customers require, such as most-favored nation or exclusivity provisions, may impact our ability to do business with other customers and generate revenues from such customers.
Our products may contain defects that could cause us to incur significant costs, divert our attention from product development efforts and result in loss of customers.
Our products are complex, and defects and quality issues are found from time-to-time. Networking products in particular frequently contain undetected software or hardware defects when first introduced or as new versions are released. In addition, our products are often embedded in or deployed in conjunction with our customers’ products which incorporate a variety of components produced by third parties, which may contain defects. As a result, when problems occur, it may be difficult to identify the source of the problem. These problems may cause us to incur significant damages or warranty and repair costs, divert the attention of our engineering personnel from our product development efforts and manufacturing resources, and cause significant customer relation problems or loss of customers, or risk exposure to product liability suits, all of which would harm our business. Additionally, changes in our or our suppliers' manufacturing processes or the inadvertent use of defective materials by us or our suppliers could result in an adverse effect on our ability to achieve acceptable manufacturing yields and product reliability. To the extent that we do not achieve and maintain our projected yields or product reliability, our business, operating results, financial condition and customer relationships would be adversely affected.
We face a number of risks related to pursuing strategic transactions.
We have in the past and expect to continue to seek to expand and diversify our operations with additional acquisitions and strategic transactions as well as acquisitions of complementary technologies, products, assets and businesses. We may be unable to identify or complete prospective acquisitions for many reasons, including competition from other potential acquirers, the effects of consolidation in our industries and potentially high valuations of acquisition candidates. Even if we do identify acquisitions or enter into agreements with respect to such acquisitions, we may not be able to complete the acquisition due to regulatory requirements or restrictions, competition, or other reasons. In addition, applicable antitrust laws and other regulations may limit our ability to acquire targets or force us to divest all or a portion of our business or an acquired business. If we are unable to identify suitable targets or complete acquisitions, our growth prospects may suffer, and we may not be able to realize sufficient scale and technological advantages to compete effectively in all markets.
23

In connection with acquisitions, risks to us and our business include:
• diversion of management’s attention from normal daily operations of the business;     
• unforeseen expenses, delays or conditions imposed on the acquisition or transaction, including due to required regulatory approvals or consents, or fees that may be triggered upon a failure to consummate an acquisition or transaction for certain reasons;
• the inability to retain and obtain required regulatory approvals, licenses and permits;
• loss of employees, customers, suppliers or partners due to uncertainty of a transaction; and
• failure to consummate an acquisition resulting in negative publicity and/or negative impression of us in the investment community that could impact on our stock price
We have also faced litigation in connection with acquisitions, some of which continues following the consummation of the acquisition. Such litigation may be costly and diverts management time and attention.
We have in the past, and may in the future, divest or reduce our investment in certain businesses or product lines from time-to-time. Such divestitures involve risks, such as difficulty separating portions from our other businesses, distracting employees, incurring potential loss of revenue, negatively impacting margins, and potentially disrupting customer relationships. We may also incur significant costs associated with exit or disposal activities, related impairment charges, or both.
If we are unable to successfully manage any of these risks in relation to any future acquisitions or divestitures, our business, financial condition and results of operations could be adversely impacted.
We may be unable to successfully implement our acquisitions strategy or integrate acquired companies and personnel with existing operations.
To the extent we are successful in making acquisitions, such as our acquisitions of Cloud Light, NeoPhotonics and the IPG telecom transmission product lines, we may be unsuccessful in implementing our acquisitions strategy, or integrating acquired companies, businesses or product lines and personnel with existing operations, the integration may be more difficult or more costly than anticipated, or the transaction may not further our business strategy as we expected or we may overpay for, or otherwise not realize the expected return on, our investment. Some of the challenges involved integrating businesses and acquisitions include:
• difficulty preserving relationships with customers, suppliers or partners;
• potential difficulties in completing projects associated with in-process R&D;
• unanticipated liabilities or our exposure for known contingencies and liabilities may exceed our estimates;
• insufficient net revenue or unexpected expenses that negatively impact our margins and profitability;
• unexpected losses of key employees of the acquired company, inability to attract, recruit, retain, and motivate current and prospective employees or inability to maintain our company culture;
• unexpected expenses for cost of litigation or other legal proceedings related to the acquisition or the acquired company;
• conforming the acquired company’s standards, processes, procedures and controls with our operations, including integrating Enterprise Resource Planning (“ERP”) systems and other key business applications;
• coordinating new product and process development;
• increasing complexity from combining operations, including administrative functions, finance and human resources;
• increasing the scope, geographic diversity and complexity of our operations;
• difficulties in integrating operations across different cultures and languages and to address the particular economic, currency, political, and regulatory risks associated with specific countries;
• difficulties in integrating acquired technology;
• difficulties in coordinating and integrating geographically separated personnel, organizations, systems and facilities;
24

• difficulty managing customer transitions or entering into new markets;
• difficulties in consolidating facilities and transferring processes and know-how;
• diversion of management’s attention from other business concerns;
• temporary loss of productivity or operational efficiency;
• dilution of our current stockholders as a result of any issuance of equity securities as acquisition consideration;
• adverse tax or accounting impact;
• expenditure of cash that would otherwise be available to operate our business; and
• indebtedness on terms that are unfavorable to us, limit our operational flexibility or that we are unable to repay.
In addition, following an acquisition, we may have difficulty forecasting the financial results of the combined company and the market price of our common stock could be adversely affected if the effect of any acquisitions on our consolidated financial results is dilutive or is below the market's or financial analysts' expectations, or if there are unanticipated changes in the business or financial performance of the target company or the combined company. Any failure to successfully integrate acquired businesses may disrupt our business and adversely impact our business, financial condition and results of operations.
Changes in demand and customer requirements for our products may reduce manufacturing yields, which could negatively impact our profitability.
Manufacturing yields depend on a number of factors, including the volume of production due to customer demand and the nature and extent of changes in specifications required by customers for which we perform design-in work. Changes in manufacturing processes required as a result of changes in product specifications, changing customer needs, introduction of new product lines and changes in contract manufacturers may reduce manufacturing yields, resulting in low or negative margins on those products. Moreover, an increase in the rejection rate of products during the quality control process, before, during or after manufacturing, results in lower gross margins from lower yields and additional rework costs. Any reduction in our manufacturing yields will adversely affect our gross margins and could have a material impact on our operating results.
Restructuring activities could disrupt our business and affect our results of operations.
We have taken steps, including implementing reductions in force and internal reorganizations, to reduce the cost of our operations, improve efficiencies, or realign our organization and staffing to better match our market opportunities and our technology development initiatives. We may take similar steps in the future as we seek to realize operating synergies, to achieve our target operating model and profitability objectives, or to reflect more closely changes in the strategic direction of our business or the evolution of our site strategy and workplace. These changes could be disruptive to our business, including our research and development efforts, and may result in the recording of special charges, including workforce reduction or restructuring costs. Substantial expense or charges resulting from restructuring activities could adversely affect our results of operations and use of cash in those periods in which we undertake such actions .
We may not be able to realize tax savings from our international structure, which could adversely affect our operating results.
During fiscal years 2023 and 2025, the Company completed international restructurings that included the intra-entity transfer of certain intellectual property and other assets used in the business among various subsidiaries. The structures implemented may be challenged by tax authorities, and if such challenges are successful, the tax consequence we expect to realize could be adversely impacted. If substantial modifications to our international structure or the way we operate our business are made, such as if future acquisitions or divestitures occur, if we or our customers or suppliers change our logistics, if changes in domestic and international tax laws negatively impact the structure, if we do not operate our business consistent with the structure and applicable tax provisions, if we fail to achieve our revenue and profit goals, or if the international structure or our application of arm’s-length principles to intercompany arrangements is successfully challenged by the U.S. or foreign tax authorities, our effective tax rate may increase, which could have an adverse effect on our operating and financial results.
25

Changes in tax laws could have an adverse effect on our business, cash flow, results of operations or financial conditions.
As a multinational corporation, we are subject to income taxes as well as non-income based taxes, in both the U.S. and various foreign jurisdictions. Significant uncertainties exist with respect to the amount of our tax liabilities, including those arising from potential changes in laws in the countries in which we do business and the possibility of adverse determinations with respect to the application of existing laws. Many judgments are required in determining our worldwide provision for income taxes and other tax liabilities, and we are under audit by various tax authorities, which often do not agree with positions taken by us on our tax returns. Any unfavorable resolution of these uncertainties may have a significant adverse impact on our tax rate.
The Organization for Economic Cooperation and Development (the “OECD”) has proposed changes to existing tax laws, including a proposed global minimum tax of 15%, also known as Pillar Two. Many countries, including European Union member states have adopted or are considering adopting legislation to enact these proposals. In addition, the U.S. has withdrawn support for Pillar Two and proposed a side-by-side solution under which U.S.-parented groups, such as ours, would be exempt from certain provisions of Pillar Two, which has been principally agreed to by The Group of Seven (“G7”) countries. Any of these developments or changes in federal, state, or international tax laws or tax rulings could adversely affect our effective tax rate and our operating results. There can be no assurance that our effective tax rates, tax payments, or incentives will not be adversely affected by these or other developments or changes in law.
On July 4, 2025, H.R.1, the One Big Beautiful Bill Act (“OBBBA”), was signed into law which contains a broad range of provisions affecting businesses including permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. Many of the provisions are generally not applicable to us until fiscal year 2026. We are currently evaluating the future impact of the new legislation on our financial statements.
Other countries also continue to enact and consider enacting new laws, which could increase our tax obligations, cause us to change the way we do business or our operations or otherwise adversely affect us. The foregoing items could increase our future tax expense, could change our future intentions regarding reinvestment of foreign earnings, and could have an adverse effect on our business, financial condition and results of operations.
We are also subject to the continuous examination of our income tax and other returns by the Internal Revenue Service and other tax authorities globally, and we have a number of such reviews underway at any time. It is possible that tax authorities may disagree with certain positions we have taken, and an adverse outcome of such a review or audit could have a negative effect on our financial position and operating results. There can be no assurance that the outcomes from such examinations, or changes in tax law or regulation impacting our effective tax rates, will not have an adverse effect on our business, financial condition and results of operations.
Our operating results may be subject to volatility due to fluctuations in foreign currency.
We are exposed to foreign exchange risks with regard to our international operations which may affect our operating results. Since we conduct business in currencies other than U.S. dollars but report our financial results in U.S. dollars, we face exposure to fluctuations in currency exchange rates. Due to these fluctuations, operating results may differ materially from expectations, and we may record significant gains or losses on the remeasurement of intercompany balances. Although we price our products primarily in U.S. dollars, a portion of our operating expenses are incurred in foreign currencies. For example, a portion of our expenses are denominated in the U.K. pound sterling, Chinese yuan and Thai baht. Fluctuations in the exchange rate between these currencies and other currencies in which we collect revenues and/or pay expenses could have a material effect on our future operating results. Recently, our exposure to foreign currencies has increased as our non-U.S. manufacturing footprint has expanded. We continue to look for opportunities to leverage the lower cost of non-U.S. manufacturing, including the United Kingdom, China, Thailand, and Japan. While these geographies are lower cost than the U.S. and such concentration will in general lower our total cost to manufacture, this increase in concentration in non-U.S. manufacturing will also increase the volatility of our results. If the value of the U.S. dollar depreciates relative to certain other foreign currencies, it would increase our costs including the cost of local operating expenses and procurement of materials or services that we purchase in foreign currencies, as expressed in U.S. dollars. Conversely, if the U.S. dollar strengthens relative to other currencies, such strengthening could raise the relative cost of our products to non-U.S. customers, especially as compared to foreign competitors, and could reduce demand. Global economic volatility has had a significant impact on the exchange markets, which heightened this risk, and we expect the higher level of volatility in foreign exchange markets will likely continue.
26

We may require additional capital to support business growth, and this capital might not be available on acceptable terms, if at all.
We intend to continue to make investments to support our business growth and may require additional funds to respond to business challenges, including supporting the development and introduction of new products, addressing new markets, engaging in strategic transactions and partnerships, improving or expanding our operating infrastructure or acquiring complementary businesses and technologies. Investments, partnerships and acquisitions involve risks and uncertainties which could adversely affect our operating and financial results. In December 2019, we issued and sold a total of $1,050 million in aggregate principal amount of our 0.50% Convertible Senior Notes due 2026 (the “2026 Notes”). In March 2022, we issued and sold a total of $861 million aggregate principal amount of our 0.50% Convertible Senior Notes due 2028 (the “2028 Notes”). In June 2023, we issued and sold a total of $603.7 million aggregate principal amount of our 1.50% Convertible Senior Notes due 2029 (“2029 Notes”). We may in the future engage in additional equity or debt financings to secure additional funds. If we raise additional funds through future issuances of equity, equity-linked or convertible debt securities, our existing stockholders could suffer significant dilution, and any new equity securities we issue could have rights, preferences and privileges superior to those of holders of our common stock. Any debt financing we may secure in the future could involve restrictive covenants relating to our capital raising activities and other financial and operational matters, which may make it more difficult for us to obtain additional capital and to pursue business opportunities, including potential acquisitions. In addition, uncertainty in the macroeconomic environment, increasing interest rates and other factors have resulted in volatility in the capital markets and less favorable financing terms. We may not be able to obtain additional financing on terms favorable to us, if at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to support our business growth and to respond to business challenges could be significantly impaired, and our business may be harmed.
If we fail to effectively manage our growth or, alternatively, our spending during downturns, our business could be disrupted, which could harm our operating results.
We expect to appropriately scale our business, internal systems and organization, and to continue to improve our operational, financial and management controls, reporting systems and procedures. Growth in sales, combined with the challenges of managing geographically dispersed operations, can place a significant strain on our management systems and resources, and our anticipated growth in future operations could continue to place such a strain. The failure to effectively manage our growth could disrupt our business and harm our operating results, and even if we are able to upgrade our systems and expand our staff, any such expansion will likely be expensive and complex. Our ability to successfully offer our products and implement our business plan in evolving markets requires an effective planning and management process. In economic downturns, we must effectively manage our spending and operations to ensure our competitive position during the downturn, as well as our future opportunities when the economy improves, remains intact. The failure to effectively manage our spending and operations could disrupt our business and harm our operating results.
A widespread health crisis could adversely affect our business operations, financial performance, results of operations, financial position and the achievement of our strategic objectives.
The outbreak of a widespread health crisis, whether global in scope or localized in an area in which we, our customers or our suppliers do business, could have an adverse effect on our operations and the operations of our suppliers and customers. Potential impacts on our operations and financial performance include:
• significant reductions in demand for one or more of our products or a curtailment to one or more of our product lines caused by, among other things, any temporary inability of our customers to purchase and utilize our products due to shutdown orders or financial hardship;
• workforce constraints triggered by any applicable shutdown orders or stay-at-home policies;
• disruptions to our third-party contract manufacturing and raw materials supply arrangements caused by constraints over our suppliers’ workforce capacity, financial, or operational difficulties;
• disruption in our own ability to produce and ship products;
• heightened risk and uncertainty regarding the loss or disruption of essential third-party service providers, including transportation services, contract manufacturing, marketing, and distribution services;
• requirements to comply with governmental and regulatory responses such as quarantines, import/export restrictions, price controls, or other governmental or regulatory actions, including closures or other restrictions that limit or close our operating and manufacturing facilities, restrict our workforce’s ability to travel or perform necessary business functions, or otherwise impact our suppliers or customers, which could adversely impact our operating results;
27