CMTL 10-K Annual Report July 31, 2025 | Alphaminr
COMTECH TELECOMMUNICATIONS CORP /DE/
ALPHAMINR

CMTL 10-K Fiscal year ended July 31, 2025

Balance Sheet
Cash Flow
Income Statement
Debt
COMTECH TELECOMMUNICATIONS CORP /DE/
10-Ks and 10-Qs
10-K
Fiscal year ended July 31, 2025
10-Q
Quarter ended April 30, 2025
10-Q
Quarter ended Jan. 31, 2025
10-Q
Quarter ended Oct. 31, 2024
10-K
Fiscal year ended July 31, 2024
10-Q
Quarter ended April 30, 2024
10-Q
Quarter ended Jan. 31, 2024
10-Q
Quarter ended Oct. 31, 2023
10-K
Fiscal year ended July 31, 2023
10-Q
Quarter ended April 30, 2023
10-Q
Quarter ended Jan. 31, 2023
10-Q
Quarter ended Oct. 31, 2022
10-K
Fiscal year ended July 31, 2022
10-Q
Quarter ended April 30, 2022
10-Q
Quarter ended Jan. 31, 2022
10-Q
Quarter ended Oct. 31, 2021
10-K
Fiscal year ended July 31, 2021
10-Q
Quarter ended April 30, 2021
10-Q
Quarter ended Jan. 31, 2021
10-Q
Quarter ended Oct. 31, 2020
10-K
Fiscal year ended July 31, 2020
10-Q
Quarter ended April 30, 2020
10-Q
Quarter ended Jan. 31, 2020
10-Q
Quarter ended Oct. 31, 2019
10-K
Fiscal year ended July 31, 2019
10-Q
Quarter ended April 30, 2019
10-Q
Quarter ended Jan. 31, 2019
10-Q
Quarter ended Oct. 31, 2018
10-K
Fiscal year ended July 31, 2018
10-Q
Quarter ended April 30, 2018
10-Q
Quarter ended Jan. 31, 2018
10-Q
Quarter ended Oct. 31, 2017
10-K
Fiscal year ended July 31, 2017
10-Q
Quarter ended April 30, 2017
10-Q
Quarter ended Jan. 31, 2017
10-Q
Quarter ended Oct. 31, 2016
10-K
Fiscal year ended July 31, 2016
10-Q
Quarter ended April 30, 2016
10-Q
Quarter ended Jan. 31, 2016
10-Q
Quarter ended Oct. 31, 2015
10-K
Fiscal year ended July 31, 2015
10-Q
Quarter ended April 30, 2015
10-Q
Quarter ended Jan. 31, 2015
10-Q
Quarter ended Oct. 31, 2014
10-K
Fiscal year ended July 31, 2014
10-Q
Quarter ended April 30, 2014
10-Q
Quarter ended Jan. 31, 2014
10-Q
Quarter ended Oct. 31, 2013
10-K
Fiscal year ended July 31, 2013
10-Q
Quarter ended April 30, 2013
10-Q
Quarter ended Jan. 31, 2013
10-Q
Quarter ended Oct. 31, 2012
10-K
Fiscal year ended July 31, 2012
10-Q
Quarter ended April 30, 2012
10-Q
Quarter ended Jan. 31, 2012
10-Q
Quarter ended Oct. 31, 2011
10-K
Fiscal year ended July 31, 2011
10-Q
Quarter ended April 30, 2011
10-Q
Quarter ended Jan. 31, 2011
10-Q
Quarter ended Nov. 2, 2010
10-K
Fiscal year ended July 31, 2010
10-Q
Quarter ended April 30, 2010
10-Q
Quarter ended Jan. 31, 2010
PROXIES
DEF 14A
Filed on Nov. 27, 2024
DEF 14A
Filed on July 31, 2024
DEF 14A
Filed on Nov. 16, 2023
DEF 14A
Filed on July 31, 2023
DEF 14A
Filed on Nov. 18, 2022
DEF 14A
Filed on July 31, 2022
DEF 14A
Filed on Nov. 18, 2020
DEF 14A
Filed on Nov. 15, 2019
DEF 14A
Filed on Nov. 16, 2018
DEF 14A
Filed on Nov. 16, 2017
DEF 14A
Filed on Nov. 21, 2016
DEF 14A
Filed on Nov. 23, 2015
DEF 14A
Filed on Nov. 26, 2014
DEF 14A
Filed on Nov. 7, 2013
DEF 14A
Filed on Nov. 20, 2012
DEF 14A
Filed on Nov. 23, 2011
DEF 14A
Filed on Nov. 8, 2010
CIK: 23197
Filing Type: 10-K/A
Report Date: 2025-07-31
Download URL: https://www.sec.gov/Archives/edgar/data/23197/000002319725000087/cmtl-20250731.htm
]]>
TABLE OF CONTENTS
Part IItem 1A. Risk FactorsPart II - Item 8. Financial Statements and Supplementary DataPart II - Item 9A Controls and ProceduresPart II - Item 8. Financial Statements and Supplementary Data,Item 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management's Discussion and Analysis OfItem 1A Risk FactorsPart II - Item 9A. Controls and Procedures,Part 1, Item 1A. Risk FactorsPart II - Item 8. - Financial Statements and Supplementary DataItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants onItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial OwnersItem 13. Certain Relationships and Related Transactions,Item 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3(a)(i) Restated Certificate of Incorporation of the Registrant, dated August 18, 2006 Exhibit 3(a)(i) to the Registrants 2006 Form 10-K 3(a)(ii) Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Comtech Telecommunications Corp., dated December 28, 2021 Exhibit 3.1 to the Registrant's Form 8-K, filed December 30, 2021 3(a)(iii) Third Amended and Restated By-Laws of the Registrant, dated September 26, 2017 Exhibit 3(a)(ii) to the Registrants 2017 Form 10-K 3(a)(iv) Certificate of Designations of Series B-1 Convertible Preferred Stock, dated June 17, 2024 Exhibit 3.1 to the Registrant's Form 8-K filed June 18, 2024 3(a)(v) Certificate of Elimination of Series B-1 Convertible Preferred Stock, dated October 23, 2024 Exhibit 3(a)(v) to the Registrant's 2024 Form 10-K 3(a)(vi) Certificate of Designations of Series B-2 Convertible Preferred Stock, dated October 17, 2024 Exhibit 3.1 to the Registrants Form 8-K, filed October 18, 2024 3(a)(vii) Certificate of Eliminationeliminating theSeries B-2Convertible Preferred Stock, datedMarch 4, 2025 Exhibit 3.2 to the Registrants Form 8-K, filed March 4, 2025 3(a)(viii) Certificate ofDesignations designatingthe Series B-3Convertible Preferred Stock, dated March 4, 2025 Exhibit 3.1 to the Registrants Form 8-K, filed March 4, 2025 4(a)(i) Form of Warrant Agreement Exhibit 4.1 to the Registrants Form 8-K, filed March 4, 2025 4(a)(ii) Description of Comtech Telecommunications Corp.'s Securities Registered Pursuant to Section 12 of the Exchange Act 10(a)* Third Amended and Restated 2001 Employee Stock Purchase Plan Appendix B to the Registrants Proxy Statement, filed November 18, 2022 10(b)* 2000 Stock Incentive Plan, Amended and Restated, dated December 15, 2022 Appendix A to the Registrants Proxy Statement, filed November 18, 2022 10(c)(1)* Form of Stock Option Agreement pursuant to the 2000 Stock Incentive Plan Exhibit 10(f)(7) to the Registrants 2005 Form 10-K 10(c)(2)* Form of Stock Option Agreement for Non-employee Directors pursuant to the 2000 Stock Incentive Plan - 2020 Exhibit 10(d)(3) to the Registrant's 2020 Form 10-K 10(d)(1)* Form of Cash-Settled Performance Unit Agreement pursuant to the 2000 Stock Incentive Plan Exhibit 10(e)(2) to the Registrant's 2023 Form 10-K 10(e)(1)* Form of Long-Term Performance Share Award Agreement pursuant to the 2000 Stock Incentive Plan - 2018 Exhibit 10(f)(2) to the Registrant's 2019 Form 10-K 10(f)(1)* Form of Restricted Stock Agreement (eligible for dividend equivalents) for Non-employee Directors pursuant to the 2000 Stock Incentive Plan - 2019 Exhibit 10(g)(3) to the Registrant's 2019 Form 10-K 10(f)(2)* Form of Restricted Stock Agreement (eligible for dividend equivalents) for Non-employee Directors pursuant to the 2000 Stock Incentive Plan - 2022 Exhibit 10(g)(4) to the Registrant's 2022 Form 10-K 10(g)(1)* Form of Restricted Stock Unit Agreement for Employees pursuant to the 2000 Stock Incentive Plan - 2017 Exhibit 10(h)(1) to the Registrants 2017 Form 10-K 10(g)(2)* Form of Restricted Stock Unit Agreement (eligible for dividend equivalents) for Non-employee Directors pursuant to the 2000 Stock Incentive Plan Exhibit 10(aa) to the Registrants 2016 Form 10-K 10(g)(3)* Form of Restricted Stock Unit Agreement (eligible for dividend equivalents) for Non-employee Directors pursuant to the 2000 Stock Incentive Plan - 2020 Exhibit 10.1 to the Registrant's Form 10-Q, filed June 3, 2020 10(g)(4)* Form of Restricted Stock Unit Agreement (eligible for dividend equivalents) for Non-employee Directors pursuant to the 2000 Stock Incentive Plan - 2022 Exhibit 10(h)(7) to the Registrant's 2022 Form 10-K 10(g)(5)* Form of Restricted Stock Unit Agreement (eligible for dividend equivalents) for Employees pursuant to the 2000 Stock Incentive Plan - 2022 Exhibit 10(h)(8) to the Registrant's 2022 Form 10-K 10(h)(1)* Form of Other Stock-Based Award Agreement pursuant to the 2000 Stock Incentive Plan Exhibit 10(i)(3) to the Registrant's 2023 Form 10-K 10(i)(1)* Form of Share Unit Agreement (eligible for dividend equivalents) for Employees pursuant to the 2000 Stock Incentive Plan Exhibit 10.2 to the Registrant's Form 10-Q, filed December 9, 2013 10(i)(2)* Form of Share Unit Agreement (eligible for dividend equivalents) for Employees pursuant to the 2000 Stock Incentive Plan - 2018 Exhibit 10(j)(2) to the Registrant's 2018 Form 10-K 10(j)* Form of Indemnification Agreement between the Registrant and the Named Executive Officers and Certain Other Executive Officers Exhibit 10.1 to Registrants Form 8-K, filed on March 8, 2007 10(k)(1)* Form of Change-in-Control Agreement (Tier 1) Exhibit 10(l)(1) to the Registrant's 2022 Form 10-K 10(k)(2)* Form of Change-in-Control Agreement (Tier 2) between the Registrant and Certain Named Executive Officers (other than the CEO) and Certain Other Executive Officers Exhibit 10(l)(2) to the Registrant's 2022 Form 10-K 10(k)(3)* Form of Change-in-Control Agreement (Tier 2) between the Registrant and Certain Named Executive Officers (other than the CEO) and Certain Other Executive Officers (California Employees) Exhibit 10.3 to the Registrants Form 8-K, filed June 7, 2017 10(k)(4)* Form of Change-in-Control Agreement (Tier 2) between the Registrant and Certain Named Executive Officers (other than the CEO) and Certain Other Executive Officers (Divisional/Subsidiary Presidents) Exhibit 10.4 to the Registrants Form 8-K, filed June 7, 2017 10(k)(5)* Form of Change-in-Control Agreement (Tier 2) between the Registrant and Certain Named Executive Officers (other than the CEO) and Certain Other Executive Officers (California Divisional/Subsidiary Presidents) Exhibit 10.5 to the Registrants Form 8-K, filed June 7, 2017 10(k)(6)* Form of Change-in-Control Agreement (Tier 3) between the Registrant and Certain Non-Executive Officers Exhibit 10.6 to the Registrants Form 8-K, filed June 7, 2017 10(l)* Retirement and Transition Agreement, dated September 30 2019 Exhibit 10.1 to the Registrant's Form 10-Q, filed December 4, 2019 10(m)(1) Credit Agreement, dated as of June 17, 2024, among Comtech Telecommunications Corp. and the lenders named therein Exhibit 10.1 to the Registrants Form 8-K, filed June 18, 2024 10(m)(2) Waiver and Amendment No. 1 to Credit Agreement, dated as of October 17, 2024, by and among Comtech Telecommunications Corp., as borrower, the lenders named therein, TCW Asset Management Company LLC, as term loan agent, and Wingspire Capital LLC, as revolving agent Exhibit 10.1 to the Registrants Form 8-K, filed October 18, 2024 10(m)(3) Subordinated Credit Agreement, dated as of October 17, 2024, by and among Comtech Telecommunications Corp., as borrower, the lenders named therein, and U.S. Bank Trust Company, National Association, as agent Exhibit 10.2 to the Registrants Form 8-K, filed October 18, 2024 10(m)(4) Waiver and Amendment No. 2 to Credit Agreement, dated as of March 3, 2025, by and among Comtech Telecommunications Corp., as borrower, the lenders named therein, TCW Asset Management Company LLC, as term loan agent, and Wingspire Capital LLC, as revolving agent Exhibit 10.1 to the Registrants Form 8-K, filed March 4, 2025 10(m)(5) Waiver and Amendment No 1. to Subordinated Credit Agreement, dated as of March 3, 2025, by and among Comtech Telecommunications Corp., as borrower, the guarantors named therein, the lenders named therein, and U.S. Bank Trust Company, National Association, as agent. Exhibit 10.2 to the Registrants Form 8-K, filed March 4, 2025 10(m)(6) Amendment No. 3 to Credit Agreement, dated as of July 21, 2025, by and among Comtech Telecommunications Corp., as borrower, the lenders named therein, TCW Asset Management Company LLC, as administrative agent, and Wingspire Capital LLC, as revolving agent. Exhibit 10.1 to the Registrants Form 8-K, filed July 22, 2025 10(m)(7) Amendment No 2. to Subordinated Credit Agreement, dated as of July 21, 2025, by and among Comtech Telecommunications Corp., as borrower, the guarantors named therein, the lenders named therein, and U.S. Bank Trust Company, National Association, as agent. Exhibit 10.2 to the Registrants Form 8-K, filed July 22, 2025 10(n)(1) Subscription and Exchange Agreement, dated as of October 17, 2024, by and among Comtech Telecommunications Corp. and the Investors named therein Exhibit 10.3 to the Registrants Form 8-K, filed October 18, 2024 10(n)(2) Subscription and Exchange Agreement, dated as of March 3, 2025, by and among Comtech Telecommunications Corp. and the Investors named therein Exhibit 10.3 to the Registrants Form 8-K, filed March 4, 2025 10(n)(3) Form of Voting Agreement Exhibit 10.4 to the Registrants Form 8-K, filed March 4, 2025 10(n)(4) Registration Rights Agreement, dated as of March 3, 2025, by and among Comtech Telecommunications Corp. and the Investors named therein Exhibit 10.5 to the Registrants Form 8-K, filed March 4, 2025 10(o) Cooperation Agreement dated December 16, 2021, by and among Comtech Telecommunications Corp., Outerbridge Partners, LP, Outerbridge Capital Management, LLC, Outerbridge Partners GP, LLC, Outerbridge Bartleby Fund, LP, Outerbridge Bartleby GP, LLC, and Rory Wallace Exhibit 10.1 to the Registrant's Form 8-K, filed December 21, 2021 10(p)(1)* Employment Agreement, dated December 31, 2021, between Comtech and Michael Porcelain Exhibit 10.1 to the Registrant's Form 8-K, filed January 5, 2022 10(p)(2)* Restricted Stock Unit Agreement with Michael Porcelain Pursuant to the Comtech Telecommunications Corp. 2000 Stock Incentive Plan Exhibit 10.2 to the Registrant's Form 10-Q, filed March 10, 2022 10(p)(3)* Separation Agreement and General Release with Michael Porcelain, dated August 9, 2022 Exhibit 10.1 to the Registrant's Form 8-K, filed August 10, 2022 10(q)(1)* CEO Employment Agreement with Ken Peterman, dated September 12, 2022 Exhibit 10.1 to the Registrants Form 8-K, filed September 13, 2022 10(q)(2)* Restricted Stock Unit Agreement with Ken Peterman Pursuant to the Comtech Telecommunications Corp. 2000 Stock Incentive Plan Exhibit 10.2 to the Registrants Form 8-K, filed September 13, 2022 10(q)(3)* Long-Term Performance Share Award Agreement with Ken Peterman Pursuant to the Comtech Telecommunications Corp. 2000 Stock Incentive Plan Exhibit 10.3 to the Registrants Form 8-K, filed September 13, 2022 10(q)(4)* Long-Term Performance Share Award (VWAP) Agreement with Ken Peterman Pursuant to the Comtech Telecommunications Corp. 2000 Stock Incentive Plan Exhibit 10.4 to the Registrants Form 8-K, filed September 13, 2022 10(r)* Form of Executive Employment Agreement Exhibit 10.1 to the Registrants Form 8-K, filed January 9, 2024 10(s)(1)* Employment Agreement between Comtech Telecommunications Corp. and John Ratigan Exhibit 10.1 to the Registrants Form 8-K, filed April 1, 2024 10(s)(2)* Employment Agreement Amendment 1 between Comtech Telecommunications Corp. and John Ratigan Exhibit 10.2 to the Registrants Form 8-K, filed April 1, 2024 10(s)(3)* Employment Agreement, dated October 28, 2024, between Comtech Telecommunications Corp. and John Ratigan Exhibit 10.7 to the Registrants Form 10-Q, filed January 13, 2025 10(s)(4)* Separation Agreement, dated January 10, 2025, by and between Comtech Telecommunications Corp. and John Ratigan Exhibit 10.1 to the Registrants Form 8-K, filed January 13, 2025 10(t)* Form of Retention Bonus Agreement Exhibit 10.1 to the Registrants Form 8-K, filed May 2, 2024 10(u)* Comtech Telecommunications Corp. 2023 Equity and Incentive Plan, as amended Exhibit 10.9 to the Registrants Form 10-Q, filed March 12, 2025 10(v)(1)* Form of Restricted Stock Unit Agreement pursuant to the Comtech Telecommunications Corp. 2023 Equity and Incentive Plan Exhibit 10.5 to the Registrants Form 10-Q, filed June 18, 2024 10(v)(2)* Form of Long Term Performance Award Agreement pursuant to the Comtech Telecommunications Corp. 2023 Equity and Incentive Plan Exhibit 10.6 to the Registrants Form 10-Q, filed June 18, 2024 10(v)(3)* Form of Other Stock Award Agreement pursuant to the 2023 Equity and Incentive Plan Exhibit 10(v)(3) to the Registrants 2024 Form 10-K 10(v)(4)* Form of Restricted Stock Unit Agreement to Non-employee Directors pursuant to the Comtech Telecommunications Corp. 2023 Equity and Incentive Plan Exhibit 10(v)(4) to the Registrants 2024 Form 10-K 10(v)(5)* Form of Restricted Stock Agreement to Non-employee Directors pursuant to the Comtech Telecommunications Corp. 2023 Equity and Incentive Plan Exhibit 10(v)(5) to the Registrants 2024 Form 10-K 10(v)(6)* Form of Cash-Settled Performance Award Agreement Pursuant to Comtech Telecommunications Corp. 2023 Equity and Incentive Plan Exhibit 10.9 to the Registrants Form 10-Q, filed January 13, 2025 10(w)(1)* Employment Agreement, dated November 27, 2024, between Comtech Telecommunications Corp. and Kenneth H. Traub Exhibit 10.8 to the Registrants Form 10-Q, filed January 13, 2025 10(w)(2)* Employment Agreement Amendment No. 1, dated January 13, 2025, between Comtech Telecommunications Corp. and Kenneth H. Traub Exhibit 10.3 to the Registrants Form 10-Q, filed March 12, 2025 10(x)(1)* Employment Agreement, dated February 26, 2024, between Comtech Telecommunications Corp. and Jeffery Robertson Exhibit 10.4 to the Registrants Form 10-Q, filed March 12, 2025 10(x)(2)* Employment Agreement Amendment No. 1, dated January 10, 2025, between Comtech Telecommunications Corp. and Jeffery Robertson Exhibit 10.5 to the Registrants Form 10-Q, filed March 12, 2025 10(y) Cooperation Agreement, dated November 17, 2024, by and among Comtech Telecommunications Corp. and Michael Porcelain, Fred Kornberg and Oleg Timoshenko Exhibit 10.1 to the Registrants Form 8-K, filed November 18, 2024 10(z)* Form of Indemnification Agreement by and among Comtech Telecommunications Corp. and the Board of Directors and Certain Officers Exhibit 10.1 to the Registrants Form 8-K, filed December 13, 2024 19 Insider Trading Policies and Procedures of the Company Exhibit 19 to the Registrants 2024 Form 10-K 21 Subsidiaries of the Registrant 23.1 Consent of Independent Registered Public Accounting Firm 31.1 Certification of CEO and Chairman pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of CEO and Chairman pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97 Clawback Policy of the Company Exhibit 97 to the Registrant's 2024 Form 10-K