Item 5. Other Information
Item 5. Other Information
Insider Trading Arrangements
On November 20, 2024, Gary Croke , Senior Vice President , Product and Innovation, adopted a new trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. The trading plan was intended to permit Mr. Croke to sell an aggregate of 25,461 shares. Mr. Croke’s plan expired on October 31, 2025. With the expiration of Mr. Croke’s prior plan, on November 7, 2025 , he adopted a new trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. The trading plan is intended to permit Mr. Croke to sell an aggregate of 25,633 shares. Mr. Croke’s plan will expire on October 31, 2026 .
On November 6, 2025 , Peter Smith , President and Chief Executive Officer , adopted a new trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. The trading plan is intended to permit Mr. Smith to sell an aggregate of 250,166 shares. Mr. Smith’s plan will expire on August 31, 2026 .
During the three months ended December 26, 2025, no other officers or directors adopted , modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K.
31
Item 6. Exhibits
The following exhibits are filed or furnished herewith or are incorporated by reference to exhibits previously filed with the SEC:
Exhibit Number Descriptions
3.1 Amended and Restated Certificate of Incorporation of Aviat Networks, Inc., as amended (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on November 13, 2023, File No. 001-33278).
3.2 Amended and Restated Bylaws of Aviat Networks, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on August 24, 2023, File No. 001-33278).
10.1*+
Employment Agreement, dated December 3, 2025 , between the Company and An drew C. Schmidt
31.1* Rule 13a-14(a)/15d-14(a) Certification of President and Chief Executive Officer
31.2* Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32.1** Section 1350 Certification of Chief Executive Officer and Chief Financial Officer
101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
+ Management compensatory contract, arrangement or plan
* Filed herewith.
** Furnished herewith.
32
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 thereunto duly authorized.
AVIAT NETWORKS, INC.
(Registrant)
Date: February 3, 2026
By: /s/ Andrew C. Schmidt
Andrew C. Schmidt
Senior Vice President and Chief Financial Officer
33
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.