SEC Filing - Aviat Networks

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Croke Gary

(Last)

(First)

(Middle)

AVIAT NETWORKS, INC.

200 PARKER DRIVE, SUITE C100A

(Street)

AUSTIN

78728

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/25/2021

3. Issuer Name and Ticker or Trading Symbol
AVIAT NETWORKS, INC. [ AVNW ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP Marketing and PLM

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	12,158⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	08/01/2018	02/04/2022	Common Stock	832	7.44	D
Non-Qualified Stock Option (right to buy)	⁽²⁾	09/07/2025	Common Stock	6,742	8.9	D
Non-Qualified Stock Option (right to buy)	09/20/2022	09/20/2026	Common Stock	6,914	7.23	D
Non-Qualified Stock Option (right to buy)	⁽²⁾	09/01/2027	Common Stock	8,034	11	D
Non-Qualified Stock Option (right to buy)	⁽²⁾	02/10/2028	Common Stock	3,156	27.01	D

Explanation of Responses:

1. Includes unvested restricted stock units that vest 3 years from the original date granted, of which 2,834 shares were granted on September 20, 2019 and 2,622 shares were granted on September 1, 2020.

2. This represents a Stock Option grant that vest annually over three years from date of grant.

Remarks:

	/s/ Chris Wong, Director of Accounting and POA.	08/30/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

              Know all by these presents, that, for good and valuable consideration, the sufficiency and receipt of which are hereby
    acknowledged, the undersigned hereby constitutes and appoints Chris Wong, and any of his substitutes, the undersigned's true and lawful attorney-in-fact to:

           (1)execute for and on behalf of the undersigned (in accordance with Section16(a) of the Securities Exchange Act of 1934, as amended, and the rules
    thereunder (the "Exchange Act")), in the undersigned's capacity as an officer and/or director of Aviat Networks, Inc., a Delaware corporation (the "Company"), any and
                 all Forms3, 4 and/or 5, and any amendments thereto, that are necessary or advisable for the undersigned to file under Section 16(a) (collectively, "Documents");

           (2)do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Documents
    and timely file such Documents with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

           (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of the attorney-in-fact, may be of benefit to, in the
    best interest of, or legally required by, the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to
    this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion.

         The undersigned hereby grants to the attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or
    proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present,
    with full power of substitution or revocation, hereby ratifying and confirming all that the attorney-in-fact (or the attorney-in-fact's substitute or substitutes) shall lawfully do or
    cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the attorney-in-fact, in serving in such capacity
    at the request of the undersigned, is not assuming, nor is the attorney-in-fact's substitute or substitutes or the Company assuming, any of the undersigned's responsibilities to
    comply with the Exchange Act. The undersigned agrees to defend and hold harmless the attorney-in-fact (and the attorney-in-fact's substitute or substitutes) from and against any
    and all loss, damage or liability that the attorney-in-fact may sustain as a result of any action taken in good faith hereunder.

         This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Documents with respect to the undersigned's
    holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

              IN WITNESS WHEREOF,the undersigned has caused this Power of Attorney to be executed as of this 25thday of August, 2021.
    /s/ Gary Croke
   Gary Croke