avnw-20251226

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________

FORM 10-Q


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 26, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File Number 001-33278

________________________________

AVIAT NETWORKS, INC.

(Exact name of registrant as specified in its charter)

________________________________

Delaware

20-5961564

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

200 Parker Drive, Suite C100A,

Austin,

Texas

78728

(Address of principal executive offices)

(Zip Code)

(408) 941-7100

(Registrant’s telephone number, including area code)

________________________________

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which Registered
Common Stock	AVNW	The Nasdaq Stock Market LLC
Preferred Share Purchase Rights		The Nasdaq Stock Market LLC

Indicate by checkmark whether the registrant (l) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☒

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares outstanding of the registrant’s common stock as of January 30, 2026 was 12,902,310.

AVIAT NETWORKS, INC.

QUARTERLY REPORT ON FORM 10-Q

For the Quarterly Period Ended December 26, 2025

Table of Contents



			Page
Part I. Financial Information			3
Item 1. Financial Statements			3
Condensed Consolidated Statements of Operations (Unaudited)			3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)			4
Condensed Consolidated Balance Sheets (Unaudited)			5
Condensed Consolidated Statements of Cash Flows (Unaudited)			6
Condensed Consolidated Statements of Equity (Unaudited)			7
Notes to Condensed Consolidated Financial Statements (Unaudited)			9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			24
Item 3. Quantitative and Qualitative Disclosures About Market Risk			28
Item 4. Controls and Procedures			30
Part II. Other Information			31
Item 1. Legal Proceedings			31
Item 1A. Risk Factors			31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			31
Item 3. Defaults upon Senior Securities			31
Item 4. Mine Safety Disclosures			31
Item 5. Other Information			31
Item 6. Exhibits			32
Signatures			33

PART I. FINANCIAL INFORMATION

Item 1.Financial Statements

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended				Six Months Ended
(In thousands, except per share amounts)	December 26, 2025		December 27, 2024		December 26, 2025		December 27, 2024
Revenues:
Product sales	$	81,210	$	82,312	$	156,294	$	143,428
Services	30,262		35,885		62,498		63,198
Total revenues	111,472		118,197		218,792		206,626
Cost of revenues:
Product sales	54,459		54,969		107,146		107,170
Services	20,912		22,342		39,882		38,782
Total cost of revenues	75,371		77,311		147,028		145,952
Gross margin	36,101		40,886		71,764		60,674
Operating expenses:
Research and development	6,409		10,222		13,507		20,630
Selling and administrative	22,384		21,279		45,760		46,227
Restructuring charges	21		1,415		21		1,415
Total operating expenses	28,814		32,916		59,288		68,272
Operating income (loss)	7,287		7,970		12,476		(7,598)
Interest expense, net	1,908		1,580		3,620		2,695
Other (income) expense, net	(2,744)		269		(1,771)		979
Income (loss) before income taxes	8,123		6,121		10,627		(11,272)
Provision for (benefit from) income taxes	2,405		1,626		4,747		(3,888)
Net income (loss)	$	5,718	$	4,495	$	5,880	$	(7,384)

Net income (loss) per share of common stock outstanding:
Basic	$	0.44	$	0.35	$	0.46	$	(0.58)
Diluted	$	0.44	$	0.35	$	0.45	$	(0.58)
Weighted-average shares outstanding:
Basic	12,856		12,689		12,808		12,667
Diluted	13,005		12,784		12,995		12,667

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)


	Three Months Ended				Six Months Ended
(In thousands)	December 26, 2025		December 27, 2024		December 26, 2025		December 27, 2024
Net income (loss)	$	5,718	$	4,495	$	5,880	$	(7,384)
Other comprehensive income (loss):
Net change in cumulative translation adjustments	1,151		(3,416)		242		(1,263)
Other comprehensive income (loss)	1,151		(3,416)		242		(1,263)
Comprehensive income (loss)	$	6,869	$	1,079	$	6,122	$	(8,647)

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


(In thousands, except share and par value amounts)	December 26, 2025		June 27, 2025
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	86,466	$	59,690

Accounts receivable, net of allowances of $5,897 and $3,583	203,123		180,321
Unbilled receivables	90,612		105,870
Inventories	76,637		83,979

Other current assets	37,016		33,715
Total current assets	493,854		463,575
Property, plant and equipment, net	19,074		17,453
Goodwill	19,544		19,655
Intangible assets, net	25,173		26,897
Deferred income taxes	84,591		88,149
Right-of-use assets	2,805		3,113
Other assets	14,314		14,454
Total assets	$	659,355	$	633,296
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	145,412	$	148,093
Accrued expenses	31,560		38,897
Operating lease liabilities	787		1,090
Advance payments and unearned revenue	84,452		73,735

Other current liabilities	444		1,757
Current portion of long-term debt	4,443		18,624
Total current liabilities	267,098		282,196
Long-term debt	100,931		68,966
Unearned revenue	8,579		8,063
Long-term operating lease liabilities	2,199		2,241
Other long-term liabilities	450		430
Reserve for uncertain tax positions	3,570		3,242
Deferred income taxes	4,917		4,975
Total liabilities	387,744		370,113
Commitments and contingencies (Note 12)
Stockholders’ equity:
Preferred stock, $0.01 par value, 50.0 million shares authorized, none issued	—		—
Common stock, $0.01 par value, 300.0 million shares authorized, 12.9 million and 12.7 million shares issued and outstanding as of December 26, 2025 and June 27, 2025, respectively	129		127
Treasury stock 0.2 million and 0.2 million shares as of December 26, 2025 and June 27, 2025, respectively	(7,076)		(7,076)
Additional paid-in-capital	868,423		866,119
Accumulated deficit	(571,292)		(577,172)
Accumulated other comprehensive loss	(18,573)		(18,815)
Total stockholders’ equity	271,611		263,183
Total liabilities and stockholders’ equity	$	659,355	$	633,296

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


	Six Months Ended
(In thousands)	December 26, 2025		December 27, 2024
Operating Activities
Net income (loss)	$	5,880	$	(7,384)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation of property, plant and equipment	1,393		2,790
Amortization of intangible assets	1,429		1,315
Provision for uncollectible receivables	2,341		643
Share-based compensation	2,903		3,638
Deferred taxes	2,709		(5,365)
Inventory write-downs	1,533		1,076
Non-cash lease expense	743		749


Other non-cash operating activities, net	192		436
Changes in operating assets and liabilities:
Accounts receivable	(25,262)		(13,939)
Unbilled receivables	16,250		(3,587)
Inventories	5,814		(13,960)
Accounts payable	(2,659)		27,613
Accrued expenses	(3,747)		(7,085)
Advance payments and unearned revenue	11,142		13,086
Income taxes payable	(3,242)		1,415
Other assets and liabilities	(5,244)		(7,855)
Net cash provided by (used in) operating activities	12,175		(6,414)
Investing Activities
Purchase of property, plant and equipment	(3,168)		(7,908)


Proceeds from sale of asset held for sale	—		2,589
Acquisition, net of cash acquired	—		(18,150)
Net cash used in investing activities	(3,168)		(23,469)
Financing Activities
Proceeds from revolver	50,000		35,000
Repayments of revolver	(50,000)		(35,000)
Proceeds from term loan	20,000		75,000
Repayments of term loan	(2,090)		(48,750)
Payments of deferred financing costs	(204)		(529)
Payments of deferred consideration for acquisitions	—		(5,815)
Payments for repurchase of common stock - treasury shares	—		(499)
Payments for taxes related to net settlement of equity awards	(807)		(886)
Proceeds from issuance of common stock under employee stock plans	210		96
Net cash provided by financing activities	17,109		18,617
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	539		(174)
Net increase (decrease) in cash, cash equivalents, and restricted cash	26,655		(11,440)
Cash, cash equivalents, and restricted cash, beginning of period	62,013		64,934
Cash, cash equivalents, and restricted cash, end of period	$	88,668	$	53,494

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)


	Three Months Ended December 26, 2025
	Common Stock			Treasury Stock		Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Equity
(In thousands)	Shares	$ Amount		$ Amount
Balance as of September 26, 2025	12,802	$	128	$	(7,076)	$	867,318	$	(577,010)	$	(19,724)	$	263,636
Net income	—	—		—		—		5,718		—		5,718
Other comprehensive income	—	—		—		—		—