Harmonic Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 11, 2026

HARMONIC INC.

(Exact name of Registrant as specified in its charter)

2590 Orchard Parkway

San Jose, CA 95131

(Address of principal executive offices, including zip code)

(408) 542-2500

(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:

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐

As previously announced, on December 8, 2025, Harmonic Inc. (the “Company”) entered into a Put Option Agreement to sell its Video business to LeoneMedia Inc. (d/b/a MediaKind) (the “Buyer”). The disposition is expected to close in the first half of 2026, subject to the satisfaction of customary closing conditions, including completion of the required consultation process with the French employee works council.

Historically, the Company operated under two reportable segments: Broadband and Video. The Company determined that the disposition of the Video business met the held-for-sale and discontinued operations accounting criteria upon execution of the Put Option Agreement. Accordingly, the Company classified the results of the Video Business as discontinued operations in its consolidated statements of operations for all periods presented in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The Company's continuing operations now consists of a single reportable segment, Broadband.

The Company is providing certain unaudited supplemental quarterly historical financial information for 2025 to reflect the reclassification of its Video business to discontinued operations in Exhibit 99.1. The information is intended to support the financial modeling efforts of those requiring this information only and in no way revises or restates the Company’s previously filed Consolidated Statements of Operations or Non-GAAP Financial Measures for any period presented.

The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for the 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, and this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 furnished herewith shall not be incorporated by reference into any filing by Harmonic under the Securities Act of 1933, as amended, or under the Exchange Act.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.