COMTECH TELECOMMUNICATIONS CORP /DE/ — Director's Dealing 2022

Sep 14, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMTECH TELECOMMUNICATIONS CORP /DE/ (CMTL)
CIK: 0000023197
Period of Report: 2022-09-12

Reporting Person: Peterman Ken Allen (Director, President, CEO and Chairman)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-12	Restricted Stock Units	$	A	42518	Acquired		Common Stock Par Value $.10 Per Share (42518)	Direct
2022-09-12	Performance Shares	$	A	200000	Acquired		Common Stock Par Value $.10 Per Share (200000)	Direct

Footnotes

F1: Restricted stock units were granted under the Company's 2000 Stock Incentive Plan, and represent the right to receive one share of common stock of Comtech Telecommunications Corp. upon vesting of the unit.

F2: Generally, the restricted stock units will vest in installments over a three year period, at a rate of one-third on the first through third anniversaries of the grant, assuming continued service as an employee. Shares of common stock corresponding to vested units will be delivered to the Reporting Person within 30 days of vesting.

F3: Performance shares were granted under the Company's 2000 Stock Incentive Plan, and represent the right to receive one share of common stock of Comtech Telecommunications Corp. upon vesting of the performance share.

F4: Generally, performance shares are eligible to vest on September 12, 2025, assuming continued service as an employee, as follows: (i) 50,000 of the performance shares will vest if the 60-day VWAP (as defined below) at any time prior to September 12, 2025 is at or above $30.00, (ii) an additional 50,000 performance shares will vest if the 60-day VWAP at any time prior to September 12, 2025 is at or above $40.00, (iii) an additional 50,000 performance shares will vest if the 60-day VWAP at any time prior to September 12, 2025 is at or above $50.00 and (iv) an additional 50,000 performance shares will vest if the 60-day VWAP at any time prior to September 12, 2025 is at or above $60.00. 60-day VWAP is generally defined as the volume-weighted average price per share of Comtech Telecommunications Corp. common stock over 60 consecutive trading days. Shares of common stock corresponding to vested performance shares will be delivered to the Reporting Person within 30 days of vesting.