SEC Filing - Aviat Networks

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SEC FORM 4 SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Tucker Bryan

(Last)

(First)

(Middle)

AVIAT NETWORKS, INC.

200 PARKER DRIVE, SUITE C100A

(Street)

AUSTIN

78728

(City)

(State)

(Zip)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Sr. VP, Americas Sales and Ser

3. Date of Earliest Transaction (Month/Day/Year)
09/20/2022

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/20/2022		F		1,660⁽¹⁾	D	$31.11	36,230	D
Common Stock	09/20/2022		F		2,227⁽²⁾	D	$31.11	34,003	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares automatically withheld by the Issuer to satisfy a tax obligation realized by the reporting person upon the vesting and settlement of restricted stock units.

2. Represents shares automatically withheld by the Issuer to satisfy a tax obligation realized by the reporting person upon the vesting and settlement of Performance restricted stock units.

Remarks:

	/s/ Chris Wong, Director of Accounting and POA, on behalf of Bryan C. Tucker.	09/22/2022
	** 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 4 (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 18thday of February, 2021.
    /s/ Bryan C. Tucker
    Bryan C. Tucker