Comtech Telecommunications Corp. reported that director Wendi B. Carpenter plans to retire from its Board of Directors and will not stand for re-election at the company’s Fiscal 2025 Annual Meeting of Stockholders scheduled for March 9, 2026. She will continue to serve as a director until her term expires at that meeting.
The company states that Ms. Carpenter’s decision to retire is not due to any disagreement with Comtech or its Board. Following her retirement, the size of the Board will be reduced to seven members, effective at the conclusion of her term.
Comtech Telecommunications Corp. Chairman, President and CEO Kenneth Traub reported equity award activity on January 23, 2026. A block of 54,645 restricted stock units vested and converted into the same number of shares of common stock at an exercise price of $0 per share. Of these shares, 22,439 were withheld at $5.87 per share to cover federal, state and FICA tax obligations, leaving 58,440 common shares beneficially owned directly after the transactions.
Following the vesting, Traub also reports holding 416,308 restricted stock units, which each convert into one share of common stock.
Comtech Telecommunications Corp. executive Jeffery Paul Robertson, President of the Allerium Segment, reported equity compensation activity on January 10, 2026. On that date, 4,036 restricted stock units vested, converting into an equal number of shares of common stock on a one-for-one basis. To cover federal, state and FICA tax obligations, 2,268 shares were withheld at a price of $5.47 per share. Following these transactions, Robertson directly held 46,845 shares of common stock and 202,613 restricted stock units of Comtech Telecommunications Corp.
Comtech Telecommunications Corp director Mary J. Raymond reported that she beneficially owns no securities of the company as of the event date of 12/11/2025. The report is filed by one reporting person and shows no holdings of either common stock or derivative securities.
Comtech Telecommunications Corp. has appointed Mary J. Raymond as an independent director, effective after the filing of its Form 10-Q for the fiscal quarter ended October 31, 2025. She will serve on the Board’s Audit Committee and its Strategic Review Committee, and the Board has determined that she qualifies as an independent director under Nasdaq rules.
Raymond, 64, is the former Chief Financial Officer of Coherent Corp., where she served for ten years through April 2024 at a company described as having $5.8 billion in revenue and a $25.8 billion market cap with operations in more than 20 countries. Her experience includes senior roles at Hudson Global, Dun and Bradstreet, Lucent Technologies and Cummins, and she currently serves as an independent director and Audit Committee member at Veeco Instruments Inc. She will receive Comtech’s standard non‑employee director compensation and enter into the company’s standard form of indemnification agreement.
Comtech Telecommunications Corp. reported that it issued a press release announcing financial results for its first quarter ended October 31, 2025.
The company furnished this earnings press release as Exhibit 99.1 to the current report, dated December 11, 2025. Comtech states that the information in Item 2.02, including Exhibit 99.1, is furnished rather than filed and will not be treated as incorporated by reference into Securities Act filings. The report is signed on behalf of the company by Chief Financial Officer Michael A. Bondi.
Comtech Telecommunications Corp. reported Q1 fiscal 2026 net sales of $111,032,000, slightly below $115,800,000 a year earlier, and a net loss attributable to common stockholders of $19,782,000 compared with a $155,862,000 loss in the prior-year quarter.
Gross profit increased to $36,766,000 from $14,516,000 as cost of sales and selling, general and administrative expenses declined sharply, reducing the operating loss to $2,757,000 from $129,170,000, which previously included large impairments and proxy solicitation costs. However, interest expense of $11,553,000 and a $1,350,000 increase in the fair value of warrants and derivatives kept results negative.
Net cash provided by operating activities improved to $8,076,000 from a use of $21,806,000, while cash and cash equivalents were $43,635,000 at October 31, 2025. Management reports available liquidity of $50,988,000 at that date, against total outstanding borrowings of $134,995,000 under the Credit Facility and $101,471,000 under the Subordinated Credit Facility, and funded backlog of $662,959,000, and believes these resources, together with expected cash flows, will support operations for at least the next year beyond the issuance date.
Comtech Telecommunications Corp. (CMTL) filed an amendment to its FY2025 annual report to add Part III information on directors, executive compensation, ownership and auditor fees instead of using a proxy statement. The company reports an aggregate market value of non‑affiliate equity of $58.1 million as of January 31, 2025 and 29,629,242 common shares outstanding as of November 20, 2025.
The amendment details a reshaped board and leadership team, including Ken Traub’s transition to Chairman, President and CEO and the January 2025 departure of former CEO John Ratigan. It describes a $145 million preferred equity investment and a $100 million subordinated credit facility from White Hat and Magnetar, along with their board nomination and observer rights. The filing also outlines sizeable executive and director pay packages, retention and change‑in‑control protections, and performance‑based equity tied to revenue, Adjusted EBITDA and relative total shareholder return.
Comtech Telecommunications (CMTL) disclosed a Form 4 for CFO Michael Bondi. On November 7, 2025, he acquired 5,015 shares of common stock upon settlement of a Long Term Performance Share Award granted August 12, 2022, tied to goals for the three-year period ended July 31, 2025.
The filing also reports 2,561 shares were withheld to cover federal, state, and FICA taxes at $3.04 per share. Following these transactions, Bondi beneficially owns 144,958 shares directly. Long Term Performance Shares convert into common stock on a one‑for‑one basis.
Comtech Telecommunications (CMTL) disclosed an insider transaction by its Chief Legal Officer. On November 7, 2025, he acquired 2,605 shares upon settlement of a long-term performance share award. The filing also reports 868 shares were withheld to cover taxes at $3.04. After these transactions, his directly held stake totaled 42,446 shares.