avnw-20260327

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 March 27, 2026


☐			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 April 30, 2026 was 12,939,463.

AVIAT NETWORKS, INC.

QUARTERLY REPORT ON FORM 10-Q

For the Quarterly Period Ended March 27, 2026

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			29
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			32
Item 4. Mine Safety Disclosures			32
Item 5. Other Information			32
Item 6. Exhibits			33
Signatures			34

PART I. FINANCIAL INFORMATION

Item 1.Financial Statements

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended				Nine Months Ended
(In thousands, except per share amounts)	March 27, 2026		March 28, 2025		March 27, 2026		March 28, 2025
Revenues:
Product sales	$	68,405	$	76,824	$	224,699	$	220,252
Services	31,598		35,816		94,096		99,014
Total revenues	100,003		112,640		318,795		319,266
Cost of revenues:
Product sales	51,009		51,370		158,155		158,540
Services	19,711		21,974		59,593		60,756
Total cost of revenues	70,720		73,344		217,748		219,296
Gross profit	29,283		39,296		101,047		99,970
Operating expenses:
Research and development	7,656		7,704		21,163		28,334
Selling and administrative	20,365		22,121		66,125		68,348
Restructuring charges	323		177		344		1,592
Total operating expenses	28,344		30,002		87,632		98,274
Operating income	939		9,294		13,415		1,696
Interest expense, net	1,848		1,557		5,468		4,252
Other expense (income), net	1,400		3,068		(371)		4,047
(Loss) income before income taxes	(2,309)		4,669		8,318		(6,603)
(Benefit from) provision for income taxes	(244)		1,141		4,503		(2,747)
Net (loss) income	$	(2,065)	$	3,528	$	3,815	$	(3,856)

Net (loss) income per share of common stock outstanding:
Basic	$	(0.16)	$	0.28	$	0.30	$	(0.30)
Diluted	$	(0.16)	$	0.27	$	0.29	$	(0.30)
Weighted-average shares outstanding:
Basic	12,918		12,689		12,844		12,672
Diluted	12,918		12,838		13,030		12,672

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(Unaudited)


	Three Months Ended				Nine Months Ended
(In thousands)	March 27, 2026		March 28, 2025		March 27, 2026		March 28, 2025
Net (loss) income	$	(2,065)	$	3,528	$	3,815	$	(3,856)
Other comprehensive income (loss):
Net change in cumulative translation adjustments	813		1,108		1,055		(155)
Other comprehensive income (loss)	813		1,108		1,055		(155)
Comprehensive (loss) income	$	(1,252)	$	4,636	$	4,870	$	(4,011)

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


(In thousands, except share and par value amounts)	March 27, 2026		June 27, 2025
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	78,129	$	59,690

Accounts receivable, net of allowances of $5,707 and $3,583	187,624		180,321
Unbilled receivables	85,260		105,870
Inventories	72,609		83,979

Other current assets	26,740		33,715
Total current assets	450,362		463,575
Property, plant and equipment, net	18,990		17,453
Goodwill	19,473		19,655
Intangible assets, net	24,395		26,897
Deferred income taxes	86,977		88,149
Right-of-use assets	2,214		3,113
Other assets	14,134		14,454
Total assets	$	616,545	$	633,296
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	112,063	$	148,093
Accrued expenses	40,082		38,897
Operating lease liabilities	547		1,090
Advance payments and unearned revenue	67,845		73,735

Other current liabilities	160		1,757
Current portion of long-term debt	5,595		18,624
Total current liabilities	226,292		282,196
Long-term debt	98,668		68,966
Unearned revenue	9,724		8,063
Long-term operating lease liabilities	1,858		2,241
Other long-term liabilities	328		430
Reserve for uncertain tax positions	3,724		3,242
Deferred income taxes	4,175		4,975
Total liabilities	344,769		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 March 27, 2026 and June 27, 2025, respectively	129		127
Treasury stock 0.3 million and 0.2 million shares as of March 27, 2026 and June 27, 2025, respectively	(7,576)		(7,076)
Additional paid-in-capital	870,340		866,119
Accumulated deficit	(573,357)		(577,172)
Accumulated other comprehensive loss	(17,760)		(18,815)
Total stockholders’ equity	271,776		263,183
Total liabilities and stockholders’ equity	$	616,545	$	633,296

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


	Nine Months Ended
(In thousands)	March 27, 2026		March 28, 2025
Operating Activities
Net income (loss)	$	3,815	$	(3,856)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation of property, plant and equipment	2,099		3,959
Amortization of intangible assets	2,148		1,976
Provision for uncollectible receivables	2,171		1,282
Share-based compensation	4,483		5,626
Deferred taxes	(285)		(3,500)
Inventory write-downs	2,078		1,856
Non-cash lease expense	993		1,138
Loss on extinguishment of debt	—		485
Net loss (gain) on marketable securities	—		(133)
Other non-cash operating activities, net	336		243
Changes in operating assets and liabilities:
Accounts receivable	(9,147)		(24,899)
Unbilled receivables	22,012		(11,693)
Inventories	9,107		(30,947)
Accounts payable	(33,273)		40,904
Accrued expenses	1,176		(4,752)
Advance payments and unearned revenue	(4,618)		26,975
Income taxes payable	(939)		175
Other assets and liabilities	8,316		(9,629)
Net cash provided by (used in) operating activities	10,472		(4,790)
Investing Activities
Purchase of property, plant and equipment	(6,853)		(10,703)
Purchase of marketable securities	(974)		—

Proceeds from sale of asset held for sale	—		2,589
Acquisition, net of cash acquired	—		(18,150)
Net cash used in investing activities	(7,827)		(26,264)
Financing Activities
Proceeds from revolver	75,000		55,000
Repayments of revolver	(75,000)		(55,000)
Proceeds from term loan	20,000		75,000
Repayments of term loan	(3,242)		(49,687)
Payments of deferred financing costs	(204)		(529)
Payments of deferred consideration for acquisitions	—		(5,815)
Payments for repurchase of common stock - treasury shares	(500)		(598)
Payments for taxes related to net settlement of equity awards	(810)		(942)
Proceeds from issuance of common stock under employee stock plans	550		156
Net cash provided by financing activities	15,794		17,585
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	(206)		214
Net increase (decrease) in cash, cash equivalents, and restricted cash	18,233		(13,255)
Cash, cash equivalents, and restricted cash, beginning of period	62,013		64,934
Cash, cash equivalents, and restricted cash, end of period	$	80,246	$	51,679

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

AVIAT NETWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)

Three Months Ended March 27, 2026

Common Stock

Treasury Stock

Additional Paid-in Capital

Accumulated Deficit

Accumulated Other Comprehensive Loss

Total Equity

(In thousands)

$
Amount

Balance as of December 26, 2025

12,893

129

(7,076)