Comtech insider: 10,321 RSUs vested, 69,625 RSUs remain

Rhea-AI Filing Summary

Michael Bondi, Chief Financial Officer of Comtech Telecommunications (CMTL), reported the vesting of 10,321 restricted stock units that converted one-for-one into common shares on 08/11/2025. Of the vested shares, 5,269 were withheld to satisfy federal, state and FICA tax obligations at a recorded price of $1.99 per share.

Following these transactions the filing shows the reporting person beneficially owned 131,443 shares of common stock directly and continued to hold 69,625 restricted stock units. The 10,321 vested RSUs are part of 30,963 RSUs issued on August 11, 2023.

Positive

• 10,321 restricted stock units vested and converted one-for-one into common shares
• Reporting person retains significant holdings: 131,443 direct shares and 69,625 restricted stock units

Negative

• 5,269 vested shares were withheld to satisfy federal, state and FICA tax obligations, reducing net shares delivered
• Withheld shares recorded at a price of $1.99 per share

Insights

Corporate Governance Expert

TL;DR: Routine executive compensation vesting and tax-withholding; limited immediate investor impact.

The filing documents a standard equity-compensation event: 10,321 RSUs vested and converted one-for-one to shares, with 5,269 shares withheld for tax obligations recorded at $1.99 per share. This is a non-dispositive internal compensation adjustment rather than an open-market sale, and the reporting person retains material direct and derivative holdings (131,443 direct shares and 69,625 RSUs). Impact on capital structure and float is minimal and routine from a governance perspective.

Financial Analyst

TL;DR: Insider received shares via RSU vesting; net delivered shares reduced by tax withholding; no material transfer of economic exposure reported.

The report shows vesting of 10,321 RSUs (original grant: 30,963 RSUs on 08/11/2023). 5,269 of the vested shares were withheld to cover taxes at $1.99 per share, leaving the reporting person with 131,443 direct shares after the transactions and 69,625 RSUs remaining as derivative holdings. For valuation or dilution analysis, the event is a routine exercise of compensation mechanics rather than a cash proceeds event, so near-term market impact is likely neutral.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BONDI MICHAEL

(Last) (First) (Middle)

305 N 54TH STREET

(Street)

CHANDLER AZ 85226

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COMTECH TELECOMMUNICATIONS CORP /DE/ [ CMTL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock Par Value $.10 Per Share	08/11/2025		M		10,321	A	(1)	136,712	D
Common Stock Par Value $.10 Per Share	08/11/2025		F(2)		5,269	D	$1.99	131,443	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	08/11/2025		M			10,321	(3)	(3)	Common Stock Par Value $.10 Per Share	10,321	$0	69,625	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. The 5,269 reflected on this table represents the shares withheld to pay the Reporting Person's federal, state, and Federal Insurance Contributions Act ("FICA") tax.

3. This transaction represents the vesting of 10,321 of the 30,963 restricted stock units issued to the Reporting Person on August 11, 2023.

Remarks:

	/s/ Michael C. Shay, Attorney-in-Fact for Michael Bondi	08/13/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Michael Bondi report on the Form 4 for CMTL?

He reported the vesting of 10,321 restricted stock units on 08/11/2025, with 5,269 shares withheld for taxes at $1.99 per share.

How many shares does Bondi beneficially own after the reported transactions?

The filing shows Bondi beneficially owned 131,443 shares of common stock directly following the transactions.

How many restricted stock units remain after the vesting?

The filing indicates 69,625 restricted stock units remained beneficially owned after the reported transactions.

How many RSUs were originally granted and how many vested?

The filing states 30,963 RSUs were issued on August 11, 2023, of which 10,321 vested as reported.

What is Michael Bondi's role at Comtech?

The filing identifies the reporting person as the company's Chief Financial Officer.