Business Context and Reporting Period
This Form 8-K Current Report was filed by Aviat Networks, Inc. on December 3, 2025. The filing primarily addresses executive leadership changes within the finance department, specifically the appointment of a new Chief Financial Officer (CFO) and the departure of the interim CFO.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation and employment terms.
Material Changes
The primary material change reported is the transition of the Chief Financial Officer role:
- Appointment: Andrew C. Schmidt was appointed as Senior Vice President and Chief Financial Officer, effective December 3, 2025. He also serves as the Principal Accounting Officer.
- Departure: Andrew Fredrickson concluded his tenure as Interim Chief Financial Officer on December 2, 2025, and resumed his role as Vice President of Corporate Finance.
Management Commentary, Risks, and Unusual Items
Compensation and Employment Terms for Andrew C. Schmidt:
- Base Salary: $440,000 annually, subject to Board review.
- Annual Bonus: Target of 65% of base salary (prorated for FY 2026).
- Long-Term Incentives: Target value of 100% of base salary.
- Equity Award: One-time grant of restricted stock and performance stock units valued at $330,000, vesting over three years.
- Sign-on Bonus: $10,000.
- Severance:
- Qualifying Termination (without Cause/Good Reason): 1.0x sum of base salary and prorated target bonus, plus 12 months of COBRA.
- Change in Control Termination: 1.0x sum of base salary and target bonus, full acceleration of equity awards, plus 18 months of COBRA.
- Covenants: Includes a 12-month non-compete and ongoing confidentiality obligations.
Risks and Contingencies: The filing notes that the Employment Agreement description is qualified by the final terms, which are expected to be filed in the next Form 10-Q. No other specific risks or contingencies were disclosed in this report.
Investor Verification Checklist
- Verify the final terms of the Employment Agreement when filed in the next Form 10-Q.
- Monitor the Company's next earnings report for any impact of the leadership transition on financial reporting or guidance.
- Review the press release (Exhibit 99.1) for additional context on the strategic rationale for the appointment.
- Confirm the vesting schedule and performance metrics for the $330,000 equity grant in future filings.