Sec Form 4 Filing - Chang Eric @ AVIAT NETWORKS, INC. - 2019-09-20

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Chang Eric
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)
VP, Corporate Controller & PAO
(Last) (First) (Middle)
AVIAT NETWORKS INC., 860 N. MCCARTHY BLVD., SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
09/20/2019
(Street)
MILPITAS, CA95035
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 09/20/2019 F 943 ( 1 ) D $ 14.45 12,592 D
Common Stock 09/20/2019 F 1,028 ( 2 ) ( 3 ) D $ 14.45 11,564 D
Common Stock 09/20/2019 A 3,071 ( 4 ) A $ 0 14,635 D
Common Stock 09/20/2019 A 3,071 ( 5 ) A $ 0 17,706 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 14.45 09/20/2019 A 7,491 ( 6 ) 09/19/2026 Common Stock 7,491 $ 0 7,491 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chang Eric
AVIAT NETWORKS INC.
860 N. MCCARTHY BLVD., SUITE 200
MILPITAS, CA95035
VP, Corporate Controller & PAO
Signatures
/s/Chris Wong, Director of Accounting & POA 09/24/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares withheld to cover tax withholding on a vesting for a restricted grant.
( 2 )Represents shares withheld to cover tax withholding on a vesting for a Performance Stock Unit.
( 3 )Reflects the vesting of the Performance Stock Units granted on September 22, 2016 at 100% of target during the performance period as stated on the grant agreement.
( 4 )Restricted Stock Unit Grant, 100% of the shares subject to the award shall vest three years from the grant date.
( 5 )Performance share units, which are subject to vesting. Vesting requires both (a) continuing employment with the Corporation, and (b) achievement of at least the minimum performance result for the three-year period set forth in the Specific Terms and Conditions. Shares with at least the minimum performance result shall vest three years from grant date. Unvested performance share units are subject to cancelation by the Corporation at $0.01 per share ifeligible employment ends or, following the determination of actual Corporation performance versus metrics, to the extent such performance share units do not vest.
( 6 )Stock Option Grant, 100% of the shares subject to the award shall vest three years from the grant date, contingent upon continued employment.

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).
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