0001633978false00016339782024-08-142024-08-14


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 14, 2024
Lumentum Holdings Inc.
(Exact name of Registrant as specified in its charter)
 

Delaware001-3686147-3108385
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)(IRS 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)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value of $0.001 per shareLITENasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
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.
EXPLANATORY NOTE

This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed by Lumentum Holdings Inc. (the “Company”) with the Securities and Exchange Commission (the “SEC”) on August 14, 2024 (the “Initial Form 8-K”).

This Current Report on Form 8-K/A is being furnished solely to include an amended Exhibit 99.1 “Press release entitled “Lumentum Announces Fiscal Fourth Quarter and Full Year 2024 Results” dated August 14, 2024” that reflects the following changes:

1.In the table entitled “Financial Overview – Fiscal Year Ended June 29, 2024”, the Company has included the terms “GAAP” and “Non-GAAP” before Gross margin and Operating margin to more clearly highlight each measure as either “GAAP” or “non-GAAP”.

2.Under the section entitled “Use of Non-GAAP Financial Measures”, the Company has removed references to “cash generation” and “cash flows” to clarify that the Company does not adjust non-GAAP measures to reflect any timing differences of cash or liquidity.

Except for the aforementioned revisions, there are no other changes to Exhibit 99.1, and all other disclosures, including the reported results for its fiscal fourth quarter and full year ended June 29, 2024 remain unchanged.

The information in this Current Report on Form 8-K/A, including Exhibit 99.1 as revised, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.


Item 2.02. Results of Operations and Financial Condition.
On August 14, 2024, Lumentum Holdings Inc. (the “Company”) reported results for its fiscal fourth quarter and full year ended June 29, 2024. The Company also posted a slide presentation entitled “Q4 FY24 Conference Call” dated August 14, 2024 on the “Events and Presentations” investor section of its website (www.lumentum.com). A copy of the Company’s press release is furnished herewith as Exhibit 99.1. Information on the Company’s website is not, and will not be deemed to be, a part of this Current Report on Form 8-K or incorporated into any other filings the Company may make with the Securities and Exchange Commission.
The information in this Current Report on Form 8-K, including Exhibit 99.1, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.




Item 9.01. Financial Statements and Exhibits. 
(d)Exhibits.
 
Exhibit No.Description
99.1
104Cover Page Interactive Data File (formatted as Inline XBRL)
 





Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
LUMENTUM HOLDINGS INC.
By:
/s/ Wajid Ali
Name:
Wajid Ali
Title:Chief Financial Officer
August 20, 2024