Aviat Networks (AVNW) Proxy Filing summary

Executive summary

• Proposal to amend the 2018 Incentive Plan, reducing the additional shares for issuance from 1,200,000 to 800,000, for a total of approximately 1,132,393 shares available if approved.

• The amendment updates disclosures in the proxy statement and the plan document, with all other plan terms unchanged.

• The 2025 Annual Meeting will be held virtually on November 5, 2025, at 12:30 p.m. Central Time.

Voting matters and shareholder proposals

• Shareholders are asked to approve Proposal 4: the Third Amended and Restated 2018 Incentive Plan, increasing available shares by 800,000.

• The board recommends a FOR vote on Proposal 4.

Executive compensation and say-on-pay

• The plan amendment increases the number of shares available for equity awards and incentive stock options.

• Shares may be issued from authorized, treasury, or reacquired shares, including those purchased in the open market.