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COMTECH TELECOMMUNICATIONS CORP /DE/ (CMTL) SEC Filings, Jun-Aug 2026

CMTL NASDAQ
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Comtech Telecommunications executive Daniel Gizinski, President of the S&S Communications segment, reported vesting of 2,573 restricted stock units on 2026-07-31, which converted into an equal number of common shares. Of these, 1,161 shares were withheld at 1.6800 per share to cover federal, state and FICA taxes. Following the vesting, he held 142,862 restricted stock units directly.

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Comtech Telecommunications Corp. entered into amendments to its senior and subordinated credit agreements on July 30, 2026. The senior Amendment No. 5 waives any excess cash flow prepayment that would have been payable for the fiscal year ended July 31, 2026, and specifies that 65% of a $10.0 million Advanced Payment under a June 14, 2026 Securities Purchase Agreement will be applied to prepay obligations under the amended senior facility. The subordinated Amendment No. 4 provides that 35% of the same $10.0 million Advanced Payment will be used to prepay obligations under the amended subordinated facility.

The company also amended previously issued lender warrants covering up to 1,435,884 shares of common stock at an exercise price of $0.10 per share, extending warrant holders’ cash Put Right (up to 50% of their warrants at 90% of the 30-day VWAP) to an additional trigger event, the Specified Permitted Individual Disposition. In connection with these changes, Comtech made voluntary prepayments of $6.5 million on its term loan and $3.5 million on its priority term loan on July 31, 2026, in addition to a scheduled $1.0 million principal payment, and its revolving loan facility remained fully repaid and undrawn.

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Vanguard Capital Management LLC, together with certain affiliates, reports beneficial ownership of 1,503,083 shares of Comtech Telecommunications Corp common stock on a Schedule 13G. This represents 5.01% of the class as of June 30, 2026.

Vanguard has sole voting power over 196,179 shares and sole dispositive power over all 1,503,083 shares, with no shared voting or dispositive power reported. The filing notes that the reported holdings include securities held by various Vanguard funds and managed accounts where Vanguard entities exercise dispositive and/or voting power.

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Royce & Associates reports beneficial ownership of Comtech Telecommunications Corp. common stock. The firm holds 162,953 shares, representing 0.54% of the outstanding common stock. It has sole voting power and sole dispositive power over all of these shares, with no shared power reported.

The ownership is held on behalf of one or more investment management clients of Royce & Associates, LP, an indirect majority-owned subsidiary of Franklin Resources, Inc. Royce & Associates states that the securities are held in the ordinary course of business, disclaims any pecuniary interest, and indicates the position represents 5% or less of the class.

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Comtech Telecommunications executive Daniel Gizinski, President of the Safety & Security Communications segment, reported an open-market sale of 200 shares of common stock at $2.60 per share. After this transaction, he directly holds 31,040 shares, so the sale represents only a small portion of his stake.

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Magnetar-affiliated funds and David J. Snyderman report a large economic stake in Comtech Telecommunications via convertible preferred stock and related agreements. They beneficially own 22,402,628.13 shares of common stock on an as-converted basis, representing 42.78% of the class, based on 29,961,431 shares outstanding as of June 11, 2026. Actual conversions are limited by a 9.99% Ownership Cap.

The filing describes Amendment No. 3 to Comtech’s subordinated credit agreement covering $65,000,000 of subordinated term loans, adjusts make-whole provisions, and temporarily suspends certain financial covenant tests. In connection with this, Comtech issued lender warrants for up to 625,000 shares at an exercise price of $0.10 per share, vesting October 17, 2026 and expiring April 17, 2032, including warrants for the Magnetar funds to purchase up to 500,000 shares.

Comtech and investors also agreed to exchange 178,180.34 shares of Series B-3 Convertible Preferred Stock into an equal number of Series B-4 Convertible Preferred shares with a $7.99 per share conversion price, extend the timing of optional repurchase and cash dividends to 2028–2029, and put in place updated voting and registration rights arrangements that govern how these preferred holders vote and potentially convert or replace their positions with warrants.

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Comtech Telecommunications Corp. investors are told that White Hat–affiliated funds report beneficial ownership capped at 9.99% of the company’s common stock. The stake, spread across several White Hat entities and individuals, includes shares issuable upon conversion of Series B-3 convertible preferred stock and restricted stock units, subject to a “Blocker” that prevents ownership above 9.99%.

The amendment also describes a new subordinated credit agreement amendment that suspends certain financial covenants, sets a 16.0% make-whole interest rate on $65 million of subordinated term loans, and issues lender warrants for up to 125,000 shares at $0.10 per share. White Hat funds agreed to exchange Series B-3 for Series B-4 convertible preferred stock, extend timelines for cash dividends and optional repurchases, accept updated voting limitations, and receive registration rights for common stock issuable from the new preferred shares and warrants.

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Comtech Telecommunications Corp. reported that director Bruce T. Crawford has resigned from its Board of Directors, effective June 16, 2026. He is leaving in connection with his appointment as president and Chief Executive Officer of AFCEA International.

The company states that Mr. Crawford’s decision to resign was not due to any disagreement with Comtech or its Board. The Board expressed appreciation for his dedication and years of service as a director.

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Comtech Telecommunications agreed to sell most of its Satellite and Space Communications business to an affiliate of Gilat for a cash base price of $157.5 million, including a $10.0 million advance payment. Net cash proceeds are expected to be $143.0–$145.0 million, which the company plans to use to repay existing senior secured and subordinated debt.

Comtech will refocus as a public safety technology company under the Allerium brand and invest about $12.0–$14.0 million in transition costs, targeting annual cost savings of $11.0–$13.0 million. The retained businesses generated roughly $249.0 million of net sales and had funded backlog of $554.0 million for the twelve months ended April 30, 2026, with estimated pro forma Adjusted EBITDA of $33.0–$35.0 million.

The company also secured amendments to its senior and subordinated credit agreements, suspending key financial covenant testing until the four-quarter period ending July 31, 2027 and fixing term loan interest margins at 9.5% over base rate and 10.5% over SOFR. In connection with a subordinated credit amendment, Comtech issued warrants for up to 625,000 common shares at $0.10 per share and agreed to exchange 178,180.34 shares of Series B-3 Convertible Preferred Stock into a new Series B-4 series with a conversion price of $7.99 per share and modified cash dividend and repurchase rights.

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Comtech Telecommunications reported third-quarter fiscal 2026 net sales of $106.0 million, down 16.4% from $126.8 million a year earlier, but with higher gross margin of 34.0% versus 30.7%. The company posted an operating loss of $3.1 million and a net loss attributable to common stockholders of $14.3 million.

Adjusted EBITDA was $8.2 million, or 7.8% of net sales, and GAAP operating cash flow was $6.1 million, marking a fifth consecutive quarter of positive operating cash flow. Bookings were $70.5 million, giving a 0.67x book-to-bill ratio, with funded backlog at $696.1 million and revenue visibility of about $1.1 billion. Comtech agreed to sell most of its Satellite and Space Communications business to Gilat for $157.5 million, expects net cash proceeds of approximately $143.0–$145.0 million, and plans to use 65% of proceeds to prepay senior secured debt and 35% to prepay subordinated debt. Credit covenant testing has been suspended on key leverage and coverage ratios until the four-quarter period ending July 31, 2027.

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FAQ

How many COMTECH TELECOMMUNICATIONS /DE/ (CMTL) SEC filings are available on StockTitan?

StockTitan tracks 78 SEC filings for COMTECH TELECOMMUNICATIONS /DE/ (CMTL), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for COMTECH TELECOMMUNICATIONS /DE/ (CMTL)?

The most recent SEC filing for COMTECH TELECOMMUNICATIONS /DE/ (CMTL) was filed on August 3, 2026.