Comtech (CMTL) Insider: 1,374 RSUs Vest, 693 Withheld for Taxes

Rhea-AI Filing Summary

Daniel Gizinski, President of the S&S Communications segment at Comtech Telecommunications Corp (CMTL), reported the vesting of restricted stock units. On 08/12/2025, 1,374 restricted stock units vested and converted one-for-one into common shares. Of those, 693 shares were withheld to satisfy federal, state and FICA tax withholding. The filing shows the Reporting Person held 25,072 common shares following non-derivative activity and a total of 36,104 shares reported under derivative/RSU holdings after the vesting. The Form 4 was signed by an attorney-in-fact on 08/14/2025.

Positive

• 1,374 restricted stock units vested, converting one-for-one into common shares
• 693 shares withheld to cover federal, state and FICA tax obligations, indicating standard tax treatment
• Timely Section 16 disclosure filed and signed by attorney-in-fact, showing compliance

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine executive compensation vesting; limited market impact.

The filing documents the scheduled vesting of 1,374 restricted stock units that converted into common shares, with 693 shares withheld for tax obligations. This is a standard compensation event rather than a discretionary sale or purchase by the executive, so it is unlikely to signal a change in company fundamentals or immediate valuation impact. The reported post-transaction holdings (25,072 direct common shares and 36,104 including RSU-derived shares) provide transparency on insider ownership but do not by themselves indicate material dilution or financing activity.

Corporate Governance Expert

TL;DR: Compliance with disclosure rules; demonstrates normal equity compensation mechanics.

The Form 4 shows timely disclosure of RSU vesting and tax withholding, fulfilling Section 16 reporting obligations. The filing notes the original grant size (4,123 RSUs issued 08/12/2022) and the portion that vested (1,374), which aids in assessing executive alignment with shareholder interests. No transfers or open-market sales were reported, and the transaction was executed under standard compensation vesting terms.

Insider Trade Summary

Net Buyer: 681 shares

Net Buy 3 txns

Insider Gizinski Daniel

Role President, S&S Comm. Segment

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,374	$0.00	$0.00
Exercise	Common Stock Par Value $0.10 Per Share	1,374	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock Par Value $0.10 Per Share	693	$2.08	$1K

Holdings After Transaction: Restricted Stock Units — 36,104 shares (Direct); Common Stock Par Value $0.10 Per Share — 25,072 shares (Direct)

Footnotes (3)

1. F1. Restricted stock units convert into common stock on a one-for-one basis.
2. F2. The 693 reflected on this table represents the shares withheld to pay the Reporting Person's federal, state, and Federal Insurance Contributions Act ("FICA") tax.
3. F3. This transaction represents the vesting of 1,374 of the 4,123 restricted stock units issued to the Reporting Person on August 12, 2022.

FAQ

What did Daniel Gizinski report on Form 4 for CMTL?

The Form 4 reports the vesting of 1,374 restricted stock units on 08/12/2025, which converted into common shares.

How many shares were withheld for taxes in this transaction?

The filing shows 693 shares were withheld to satisfy federal, state and FICA tax withholding.

How many RSUs were originally granted to the reporting person?

The filing states 4,123 restricted stock units were issued to the reporting person on 08/12/2022, of which 1,374 vested.

What are the reporting person’s share holdings after the transactions?

The Form 4 shows 25,072 common shares after non-derivative transactions and 36,104 reported under derivative/RSU holdings following vesting.

Was this Form 4 filed jointly or by a single reporting person?

The filing indicates it was filed by one reporting person and signed by an attorney-in-fact on 08/14/2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 08/14/2025 - 05:21 PM Learn about SEC filing dates

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
Estimated average burden
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^*

Gizinski Daniel

(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)
	President, S&S Comm. Segment

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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 $0.10 Per Share	08/12/2025		M		1,374	A	(1)	25,765	D
Common Stock Par Value $0.10 Per Share	08/12/2025		F(2)		693	D	$2.08	25,072	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)	08/12/2025		M			1,374	(3)	(3)	Common Stock Par Value $0.10 Per Share	1,374	$0	36,104	D

Explanation of Responses:

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

2. The 693 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 1,374 of the 4,123 restricted stock units issued to the Reporting Person on August 12, 2022.

Remarks:

	/s/ Michael C. Shay, Attorney-in-Fact for Daniel Gizinski	08/14/2025
	** 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.