What changed in this filing

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Item 1. Business

2025-09-10 compared with 2024-10-04 · 56 added, 46 removed, 271 unchanged (27% of the section changed)

18 unchanged sentences

In addition to our wireless products, we also provide routers and a range of premise and hosted private cloud-based software tools and applications to enable deployment, monitoring, network management, and optimization and operational assurance of our systems as well as to automate network design and procurement.

We also source, qualify, supply, integrate, test and support third party equipment such as antennas, optical transmission equipment and other equipment necessary to build and deploy a complete telecommunications transmission network.

We also source, qualify, supply, integrate, test and support third party equipment such as antennas, power supplies, optical transmission equipment and other equipment necessary to build and deploy a complete telecommunications transmission network.

We provide a full suite of professional services for planning, deployment, operations, optimization and maintenance of our customers’ networks.

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Through the air wireless transmission is also inherently lower in latency than transmission through optical cables and can be leveraged in time sensitive networking applications, such as high frequency trading.

Our wireless access solutions provide cost-effective alternatives to provide connectivity to private network infrastructure, including smart cities, smart grid, distribution automation, metering and renewables, supervisory control and data acquisition (SCADA) and telemetry, as well as vehicle and fleet connectivity.

Revenue from our North America and international regions represented approximately 48% and 52% of our revenue in fiscal 2025, 50% and 50% of our revenue in fiscal 2024, and 58% and 42% of our revenue in fiscal 2023, respectively.

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Mobile/5G Networks

As mobile networks evolve and expand, add subscribers, and increase the number of wirelessly connected devices, sensors and machines, investment in backhaul infrastructure is required.

As mobile networks evolve, expand, densify, add subscribers, and increase the number of wirelessly connected devices, sensors and machines, investment in backhaul infrastructure is required.

Whether mobile network operators choose to self-build this backhaul infrastructure, or lease backhaul services from other network providers, we expect that the evolution of mobile networks will continue to drive demand for microwave and millimeter wave wireless backhaul transmission technologies.

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Mobile Radio Access Network (“RAN”) technologies are evolving.

With the evolution from 4G (HSPA+ and LTE) to 5G, technology is rapidly advancing and providing subscribers with higher speed access to the Internet, social media, and video streaming services.

With the evolution from 4G (HSPA+ and LTE) to 5G, and now with 6G on the horizon, technology is rapidly advancing and providing subscribers with higher speed access to the Internet, social media, and video streaming services.

The dramatic increase in data to be transported through the RAN and across the backhaul infrastructure drives requirements for higher data transport links necessitating upgrades to or replacement of the existing backhaul infrastructure.

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• Network Densification .

RAN frequency spectrum is a limited resource and shared between all of the devices and users within the coverage area of each base station.

Meeting the combined demand of increasing subscribers and devices will require the deployment of much higher densities of base stations with smaller and smaller range (small cells) each requiring interconnection and proportionally driving increased demand for wireless backhaul and or fronthaul solutions as the primary alternative to optical fiber connectivity.

RAN frequency spectrum is a limited resource and shared between the devices and users within the coverage area of each base station.

Meeting the combined demand of increasing subscribers and devices will require the deployment of much higher densities of base stations with reduced coverage (small cells) each requiring interconnection and proportionally driving increased demand for wireless backhaul and or fronthaul solutions as the primary alternative to optical fiber connectivity.

• Geographic Coverage.

Expanding the geographic area covered by a mobile network requires the deployment of additional cellular base station sites.

Expanding the geographic area covered by a mobile network to areas that are unserved or underserved by broadband services requires the deployment of additional cellular base station sites.

Each additional base station site also needs to be connected to the core of the mobile network through expansion of the backhaul system.

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Licenses will typically mandate a minimum geographic footprint within a specific period of time and/or a minimum proportion of a national or regional population served.

This can pace backhaul infrastructure investment and cause periodic spikes in demand.

This can outpace backhaul infrastructure investment and cause periodic spikes in demand.

Rural Broadband

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Our strategy has three main elements aligned to deliver a compelling Total Cost of Ownership (“TCO”) value proposition.

The first is our portfolio of wireless transport products allowing our customers increased capacity and flexibility with a much better total cost solution.

The first is our portfolio of wireless transport and access products allowing our customers to increase capacity and flexibility with a much better total cost solution.

We are expanding the data-carrying capacity of our wireless products to address the increasing data demand in networks of all types, while reducing overall energy consumption.

Our research and development is focused on innovations that increase capacity, reduce energy consumption and lower overall TCO.

Second, to address the operational complexity of planning, deploying, owning and operating microwave networks, we are investing in a combination of software applications, tools and services where simplification, process automation, optimization and performance assurance, combined with our unique expertise in wireless technology can make a significant difference for our customers and partners.

Second, to address the operational complexity of planning, deploying, owning and operating wireless networks, we are investing in a combination of software applications, tools and services where simplification, process automation, optimization and performance assurance, combined with our unique expertise in wireless technology can make a significant difference for our customers and partners.

Finally, Aviat is investing in e-commerce through our online platform, the “Aviat Store” and supporting supply chain capabilities.

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We offer a portfolio of hosted expert services, and we continue to offer training and accreditation programs for microwave and IP network design, deployment and maintenance.

We expect to continue to serve and expand upon our existing customer base and develop business with new customers.

We expect to continue to serve and expand our existing customer base and develop business with new customers.

We intend to leverage our customer base, longstanding presence in many countries, distribution channels, comprehensive product line, superior customer service and our turnkey solution capability to continue to sell existing and new products and services to current and future customers.

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These solutions utilize a wide range of transmission frequencies, ranging from 450 MHz to 90 GHz, and can deliver a wide range of transmission capacities, ranging up to 20 Gigabits per second (Gbps).

The major product families included in these solutions are CTR 8000, WTM 4000, RDL 3000, RDL 6000, IRU 600, Pasolink, ProVision Plus and AviatCloud.

Our CTR 8000 platform is a range of routers purpose-built for transport applications, especially those that require high level of reliability and security.

WTM 4000, the highest capacity microwave radio ever produced to date, and purpose built for software-defined networks (“SDN”).

SDN technology is an approach to networking management that enables dynamic, programmatically efficient networking configuration to improve networking performance and monitoring, making it more like cloud computing than traditional networking management.

The major product families included in these solutions are CTR 8000, WTM 4000, RDL 3000, Aprisa, IRU 600, Pasolink, ProVision Plus and AviatCloud.

Our CTR 8000 platform is a range of routers purpose-built for wireless transport applications, especially those that require high level of reliability and security.

WTM 4000 is the leading high-capacity, all outdoor microwave radio, supporting multi-channel, multi-band configurations combined with best-in-class radio performance to extend multi-gigabit links further with improved reliability and smaller antennas at a lower TCO.

We introduced multiple important variants to the WTM 4000 platform;

1 unchanged sentence

STR 4500 for multi-channel aggregation of microwave channels in long distance applications;

WTM4800 is the latest addition to address 5G network requirements and is capable of operating in the 80GHz E-Band at up to 20 Gbps capacity, with a unique single-box Multi-Band capability which simultaneously uses microwave and E-Band frequencies for maximum capacity, distance and reliability.

WTM 4800 is the only single box multi-band solution for lowest total cost of ownership deployments.

Aviat has now introduced a new 2-box extended distance Multi-Band (MB-XD) to extend 10 Gbps links over distances up to 20km, and Multi-Band Vendor Agnostic (MB-VA) that enables a seamless 10 Gbps E-Band overlay to existing legacy microwave links.

WTM 4800 to address 5G network requirements operating in the 80 GHz E-Band at up to 20 Gbps capacity, with a unique single-box Multi-Band capability which simultaneously uses microwave and E-Band frequencies for maximum capacity, distance and reliability.

WTM 4800 is the only single box multi-band solution for lowest TCO deployments.

Aviat also introduced new Multi-Band solutions, including a 2-box, 4-channel Extended Distance Multi-Band (MB-XD) to extend 10 Gbps links over distances up to 20km, 3-box, 6-channel MB-MAX that enables maximum capacity, distance and reliability, and Multi-Band Vendor Agnostic (MB-VA) that adds a seamless 10 Gbps E-Band overlay to existing legacy third-party microwave links.

Our RDL 3000 platform is designed to support ruggedized fixed and nomadic wireless access in remote and industrial applications.

RDL 6000 is a highly differentiated Private-LTE solution that provides the equivalent coverage of a macro-base station, but in a compact and cost-effective all-outdoor design.

The Aprisa platform includes hardened narrowband wireless SCADA widely used in utility and energy networks, supporting higher throughput and lower TCO than competing solutions, and ruggedized high-capacity LTE/5G cellular modems that address both fixed applications and the growing need for military and public safety vehicular mobile broadband connectivity.

Our IRU 600 EHP/UHP is an ultra-high power indoor microwave radio that enables relocation of mission critical links from the 6 GHz band to the 11 GHz band to minimize potential interference and deliver longer links with more capacity, while also minimizing tower related costs.

Aviat Pasolink is a market-leading range of split-mount and all-outdoor microwave and millimeter-wave solutions with an extensive global installed base.

Aviat’s ProVision Plus Management Software Suite enables operators to manage and control their network, optimize performance and lower operating expenses To address the issues of operational complexity in our customers’ networks, AviatCloud is a platform with secure hosted software and services to automate networks and their operations.

• Low total cost of ownership.

Our wireless-based solutions focus on achieving a low total cost of ownership, including savings on the combined costs of initial acquisition, installation and ongoing operation and maintenance.

Our latest generation system designs reduce rack space requirements, require less power, are software-configurable to reduce spare parts requirements, and are simple to install, operate, upgrade and maintain.

Aviat Pasolink is a market-leading range of split-mount microwave with an extensive global installed base and market leading reliability.

Aviat’s ProVision Plus Management Software Suite enables operators to manage and control their network, optimize performance and lower operating expenses.

AviatCloud is a platform of secure hosted software and services to automate our customers’ networks and simplify operational complexity.

Our wireless-based solutions focus on achieving a low TCO, including savings on the combined costs of initial acquisition, installation and ongoing operation and maintenance.

Our latest generation system designs reduce rack space requirements, require less power, need fewer stations in point-to-point multipoint applications, are software-configurable to reduce spare parts requirements, and are simple to install, operate, upgrade and maintain.

Our advanced wireless features such as Multi-Band, high modulation and ultra high-power performance also enable operators to save on related costs, including spectrum fees and tower rental fees.

• Futureproof network .

Our solutions are designed to protect the network operator’s investment by incorporating software-configurable capacity upgrades and plug-in modules that provide a smooth migration path to Carrier Ethernet and IP/MPLS (multiprotocol label switching) and segment routing based networking, without the need for costly equipment substitutions and additions.

Our products include key technologies we believe will be needed by operators for their network evolution to support new broadband services.

Our products include key technologies that we believe will be needed by operators for their network evolution to support future broadband services.

• Flexible, easily configurable products.

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Prices to the ultimate customer in many instances may be recommended or established by the independent representative and may be above or below our list prices.

These independent representatives generally receive a discount from our list prices and are free to set the final sales prices paid by the customer.

These independent representatives generally receive a discount on our list prices and are free to set the final sales prices paid by the customer.

We have a direct online sales option through our online “Aviat Store”.

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We have also been certified to the TL 9000 standard, a telecommunication industry-specific quality system standard.

Our backlog was approximately $292 million at June 28, 2024 and $289 million at June 30, 2023, consisting primarily of contracts or purchase orders for both product and service deliveries and extended service warranties.

Our backlog was approximately $323 million as of June 27, 2025, and $292 million as of June 28, 2024, consisting primarily of contracts or purchase orders for both product and service deliveries and extended service warranties.

Services include management’s initial estimate of the value of a customer’s commitment under a services contract.

8 unchanged sentences

During fiscal 2025, 2024 and 2023, no customers accounted for more than 10% of total revenue.

During fiscal 2022 one customer accounted for approximately 13% of total revenue.

The microwave and millimeter-wave wireless networking business is a competitive and specialized segment of the telecommunications industry that is sensitive to technological advancements.

Our principal competitors include business units of large mobile and IP network infrastructure manufacturers such as Ericsson, Huawei and Nokia Corporation, as well as a number of smaller microwave specialist companies such as Ceragon Networks Ltd., Cambium Networks Corporation and Airspan Networks.

Our principal competitors include business units of large mobile and IP network infrastructure manufacturers such as Ericsson, Huawei, ZTE, Nokia Corporation and GE Vernova, as well as a number of smaller transport and access specialist companies such as Ceragon Networks Ltd., Cambium Networks Corporation, RACOM and Airspan Networks.

We also compete with fiber optic cable and low earth orbit satellites for networking connections.

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We are an industry innovator and intend to continue to focus significant resources on product development in an effort to maintain our competitiveness and support our entry into new markets.

Our product development teams totaled 196 employees as of June 28, 2024, and were located primarily in New Zealand, Slovenia and Canada.

Our product development teams totaled 225 employees as of June 27, 2025, and were located primarily Slovenia and New Zealand.

Raw Materials and Supplies

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In addition to increasing uncertainty with regard to our ability to obtain patents in the future, this combination of events has created uncertainty with respect to the value of patents once obtained.

Depending on decisions by the United States Congress, the United States federal courts, the USPTO, or similar

authorities in foreign jurisdictions, the laws and regulations governing patents could change in unpredictable ways that would weaken our ability to obtain new patents or to enforce our existing patents and the patents we might obtain or license in the future.

Depending on decisions by the United States Congress, the United States federal courts, the USPTO, or similar authorities in foreign jurisdictions, the laws and regulations governing patents could change in unpredictable ways that would weaken our ability to obtain new patents or to enforce our existing patents and the patents we might obtain or license in the future.

Our registered or unregistered trademarks or trade names may be challenged, circumvented, declared generic or determined to be infringing on other marks.

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Environmental and Other Regulations

Our facilities and operations, in common with those of our industry in general, are subject to numerous domestic and international laws and regulations designed to protect the environment, increase transparency or modify corporate behavior, particularly with regard to wastes and emissions.

We believe that we have substantially complied with these requirements and that such compliance has not had a material adverse effect on our results of operations, financial condition or cash flows.

1 unchanged sentence

From time to time, we receive notices from the U.S.

Environmental Protection Agency or equivalent state or international environmental agencies that we are a potentially responsible party under the Comprehensive Environmental Response, Compensation and

Liability Act, which is commonly known as the Superfund Act, and equivalent laws.

Such notices may assert potential liability for cleanup costs at various sites, which include sites owned by us, sites we previously owned and treatment or disposal sites not owned by us, allegedly containing hazardous substances attributable to us from past operations.

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Through our structured hiring process, we work to provide training for hiring managers in the selection process, detailed onboarding plans for new hires and surveys at regular intervals during the first months of employment to help measure engagement and support success.

From time to time, we conduct surveys of our existing employee population and to help identify action items at the functional level as well as establishing company-wide initiatives to continually improve our culture and processes.

In fiscal year 2025, we conducted a global engagement survey of our existing employee population and to help identify action items at the functional level as well as establish company-wide initiatives to continually improve our culture and processes.

We believe we offer a competitive compensation package, tailored to the job function and location of each employee and linked to internal and external benchmarking.

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Information about our Executive Officers

The executive officers of Aviat as of October 4, 2024, are as follows:

The executive officers of Aviat as of September 10, 2025, are as follows:

Name and Age Position Currently Held and Past Business Experience

Smith, 58 Mr.

Smith was appointed President and Chief Executive Officer in January 2020.

Smith was appointed President and Chief Executive Officer (“CEO”) in January 2020.

Prior to joining Aviat Networks, Mr.

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Prior to JELD-WEN, he served as President of Polypore International’s Transportation and Industrial segment from October 2013 to March 2017.

Previously, he served as Chief Executive Officer and a director of Voltaix Inc.

Previously, he served as CEO and a director of Voltaix Inc.

from September 2011 to October 2013.

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Smith has both a Bachelor of Science degree in Material (Ceramics) Engineering and PhD in Material Science and Engineering from Rutgers University, and holds a Master of Business Administration degree from Arizona State University.

Connaway, 44 (1)

As Chief Financial Officer (“CFO”), Mr.

1 unchanged sentence

Prior to joining Aviat, Mr.

Connaway was Vice President and Chief Financial Officer of Honeywell’s Energy & Sustainability Solutions segment, and before that served in CFO capacities leading finance in its Safety & Productivity Solutions segment, and Advanced Materials business.

Connaway was Vice President and CFO of Honeywell’s Energy & Sustainability Solutions segment, and before that served in CFO capacities leading finance in its Safety & Productivity Solutions segment, and Advanced Materials business.

Connaway started his career with General Electric, beginning in its financial management program and corporate audit group, before progressing to executive finance leadership positions within its Healthcare business.

Before Honeywell, Mr.

Connaway served as Chief Financial Officer of ABB’s Industrial Solutions business, after it was acquired from GE Energy Connections.

Connaway served as CFO of ABB’s Industrial Solutions business, after it was acquired from GE Energy Connections.

Connaway was instrumental in integrating Industrial Solutions into ABB’s Electrification segment, driving post transaction synergies, fostering a culture of performance excellence, and instilling greater financial and operational rigor across all business processes.

Connaway holds a Bachelor of Science degree in Finance from Boston College.

Boase, 45 As General Counsel, Ms.

Fredrickson, 35 (1)

As Vice President of Corporate Finance, Mr.

Fredrickson leads the corporate development, investor relations and treasury functions globally.

Before joining Aviat, Mr.

Fredrickson held various strategy roles at JELD-WEN from 2019 to 2022 and worked as an investment analyst at the Motley Fool from 2014 to 2017.

He began his career in investment banking at William Blair in 2012.

Fredrickson holds a Master of Business Administration from Duke University and a Bachelor of Science from the University of Virginia.

As General Counsel, Ms.

Boase is responsible for all aspects of the Legal function.

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Boase holds a Juris Doctorate, Technology and Communications and graduated Cum Laude from Thomas Jefferson School of Law and a Bachelor of Arts from Midwestern State University.

Croke, 52 As Vice President of Marketing, Mr.

Croke is responsible for Aviat’s global marketing which includes corporate and strategic marketing functions and product line management.

Croke charts Aviat’s global product and marketing strategy and ensures successful company-wide implementation.

Name and Age Position Currently Held and Past Business Experience

As Senior Vice President, Product and Innovation, Mr.

Croke is responsible for Aviat’s global marketing and product development.

This includes oversight over corporate and strategic marketing functions, product line management, and research and development of new product offerings.

Croke charts Aviat’s global product and marketing strategy, and research and development to ensure successful company-wide implementation.

His team's primary focus is on achieving business growth through the definition and launch of new solutions that drive customer economic value.

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Croke has a bachelor’s degree in electrical engineering from Memorial University of Newfoundland and has pursued postgraduate studies/research in business administration at the University of Ottawa.

On August 25, 2025, Mr.

Connaway notified the Company of his voluntary resignation from his position, effective after the Company files their fiscal 2025 Annual Report on Form 10-K.

On August 27, 2025, Mr.

Fredrickson was appointed as the Company’s Interim CFO, effective after the Company files their fiscal 2025 Annual Report on Form 10-K.

There is no family relationship between any of our executive officers or directors, and there are no arrangements or understandings between any of our executive officers or directors and any other person pursuant to which any of them was appointed or elected as an officer or director, other than arrangements or understandings with our directors.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business