Eugenia Corrales
VIAVI SOLUTIONSAbout Eugenia M. Corrales
Eugenia M. Corrales (age 60) joined VIAVI’s Board in July 2025 as an independent director; she was appointed to the Audit Committee effective August 13, 2025 and is designated an “audit committee financial expert,” and she also serves on the Board’s Cybersecurity Steering Committee, which reports up to the Audit Committee on a quarterly cadence . Corrales brings 35 years of operating, engineering, and strategy experience across telecom and cloud networking, including CEO of Nefeli Networks (2018–2024), senior roles at Cisco and ShoreTel, and early career at Hewlett-Packard, and the Board has affirmed her independence under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nefeli Networks, Inc. | Chief Executive Officer | Jan 2018 – Dec 2024 | Led cloud networking startup; CEO experience cited in VIAVI nominee biography |
| Multiple AI/tech companies | Strategic Advisor | Dec 2023 – Present | Advisory roles noted in director biography |
| ShoreTel (ShorTel) | SVP, Solutions Group | 2015 – 2017 | Senior operating leadership in unified communications |
| Cisco Systems | VP & GM, Data Systems Group | 2013 – 2015 | P&L leadership in data systems; telecom/cloud domain knowledge |
| Hewlett-Packard | Early career – operations/engineering | Not disclosed | Foundation in engineering/operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Current public company boards | — | — | None disclosed |
| Meta Materials Inc. | Director (former) | Within last 5 years (dates not specified) | Listed as former public company board in last five years |
Board Governance
| Item | Detail | Evidence |
|---|---|---|
| Independence | Board determined Corrales is independent under Nasdaq rules; all Board committees are fully independent | |
| Board tenure | Director since July 2025 | |
| Committees | Audit Committee member (effective Aug 13, 2025); designated “audit committee financial expert” | |
| Cyber oversight | Member, Cybersecurity Steering Committee (quarterly oversight; reports to Audit Committee) | |
| Meeting activity | FY25: Board held 10 meetings; each director attended ≥75% of aggregate meetings post-appointment; average Board attendance 98% | |
| Audit Committee activity | FY25: 8 meetings; average committee attendance ~96% |
Fixed Compensation
| Element | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer | $70,000 | Paid quarterly in arrears |
| Annual equity grant (RSUs) | $220,000 grant-date value | Shares determined using 30-day average price prior to grant; granted first business day following the annual meeting; vests at earlier of 1-year or next annual meeting |
| Committee retainers – Audit | Chair $32,000; Member $15,000 | FY25 program levels |
| Committee retainers – Compensation | Chair $24,000; Member $15,000 | FY25 program levels |
| Committee retainers – Governance/Corporate Development/Cyber Risk | Chair $15,000; Member $7,500 | FY25 program levels |
| Board Chair additional retainer | $80,000 | Increased from $75,000 effective Nov 6, 2024 |
| Per-meeting fees | None | No meeting fees |
| Ownership guidelines | 3x annual retainer | Directors have either satisfied or have time to satisfy as of Sept 23, 2025 |
| Hedging/pledging | Prohibited | Policy prohibits hedging and pledging of VIAVI securities |
| Clawback | Maintained; applies to equity; compliance a precondition to vesting | Company clawback policy and plan compliance provisions apply to awards |
| Annual director pay cap | $1,000,000 | Aggregate annual cap under plan |
| FY25 program changes | Equity grant raised to $220,000; Board Chair retainer to $80,000; Compensation Committee member retainer to $15,000 (effective Nov 6, 2024) | Adjustments based on peer review by Compensia |
Performance Compensation
| Component | Performance Metrics | Outcome/Design |
|---|---|---|
| Director equity | None (time-based RSUs only) | VIAVI discloses “no performance-based equity awards” for non-employee directors |
Other Directorships & Interlocks
- Current public company directorships: None disclosed .
- Former public company board (last five years): Meta Materials Inc. .
- Interlocks/related-party exposure: No related-person transactions since the beginning of FY25 through the proxy date; Audit Committee oversees approval of any such transactions .
Expertise & Qualifications
- 35-year operating/engineering/strategy background across telecom, networking, and cloud infrastructure; executive leadership at Cisco and ShoreTel; CEO experience at Nefeli Networks .
- Financial acumen recognized via designation as an “audit committee financial expert” and appointment to the Audit Committee .
- Active cybersecurity governance via membership on the Cybersecurity Steering Committee (quarterly oversight, escalation protocol to Audit and Board) .
Equity Ownership
| As-of Date | Beneficial Ownership (Shares) | % of Outstanding | Notes |
|---|---|---|---|
| Aug 31, 2025 | — | <1% | Corrales listed with no beneficially owned shares in the Security Ownership table; total shares outstanding 222,655,443 . Not included in FY25 “Unvested Director RSUs” table (Nov 7, 2024 grants to then-current directors), consistent with her July 2025 appointment and annual grant timing after the annual meeting . |
- Ownership alignment mechanisms: director stock ownership guidelines (3x retainer); hedging/pledging prohibited; clawback applies to equity awards .
Governance Assessment
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Strengths:
- Independence affirmed; committees fully independent, with Corrales appointed to the Audit Committee and designated as an audit committee financial expert, bolstering financial oversight .
- Cybersecurity risk oversight through the Cybersecurity Steering Committee positions her at the center of cyber governance and reporting to the Audit Committee/Board .
- Board effectiveness and engagement indicators strong: FY25 Board average attendance 98%; Audit Committee average ~96% .
- Director compensation is equity-heavy, with ownership guidelines and prohibitions on hedging/pledging supporting alignment; plan incorporates clawback .
- No related-person transactions disclosed in FY25; Section 16(a) compliance clean for directors (one late Form 3 noted for a new officer, not a director) .
-
Watch items / potential flags:
- As of Aug 31, 2025, Corrales had no beneficial ownership reported; alignment should increase after her first regular post–annual meeting RSU grant under the director program (time-based vesting) .
- Director equity is time-based (no performance linkage), which is standard but reduces pay-for-performance sensitivity at the director level; mitigated by ownership guidelines and governance policies .
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Broader shareholder sentiment: 94% approval on 2024 Say-on-Pay for executives, indicating supportive investor posture toward compensation governance (context for overall governance credibility) .