--- schema_version: "secwatch.filing_event.v1" accession: "0000023197-23-000084" form_type: "8-K/A" ticker: "CMTL" cik: "0000023197" company_name: "COMTECH TELECOMMUNICATIONS CORP /DE/" filed_at: "2023-12-22T23:59:59+00:00" generated_at: "2026-06-07T08:32:26.488372+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.2 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # Comtech board adopts annual say-on-pay frequency after 94.1% shareholder vote ## Summary - All six director nominees elected with 96.8%-98.7% support; advisory compensation approval passed with 88.0%. - Shareholders voted 94.1% in favor of annual say-on-pay; board adopts annual frequency going forward. - 2023 Equity and Incentive Plan approved with 96.2% of votes cast. - Ratification of Deloitte as auditor passed with 99.7%. ## SEC filing metadata - accession: 0000023197-23-000084 - form_type: 8-K/A - ticker: CMTL - cik: 0000023197 - company_name: COMTECH TELECOMMUNICATIONS CORP /DE/ - filed_at: 2023-12-22T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.2 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/0000023197-23-000084-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/cmtl-20231214.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000023197-23-000084 - JSON: https://secwatch.observer/filing/0000023197-23-000084.json - Plain text: https://secwatch.observer/filing/0000023197-23-000084.txt ## Key facts - Shareholder Votes COMTECH TELECOMMUNICATIONS CORP /DE/ shareholders approved Election of Six Directors at the 2023-12-14 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-12-14 source text: Proposal No. 1 - Election of Six Directors. All nominees for election to the Board of Directors of the Company listed in the Definitive Proxy Statement for the Annual Meeting were elected as follows: Nominee For Against Abstain Broker Non-Votes Ken Peterman 22,964,116 or 98.3% 404,980 8,575 2,694,117 Rear Admiral (Ret.) Wendi B. Carpenter 22,626,046 or 96.8% 743,584 8,041 2,694,117 Lieutenant General (Ret.) Bruce T. Crawford 23,069,565 or 98.7% 297,720 10,386 2,694,117 The Honorable Ellen M. Lord 23,066,927 or 98.7% 299,998 10,746 2,694,117 Mark R. Quinlan 22,723,029 or 97.2% 646,035 8,607 2,694,117 Dr. Yacov A. Shamash 22,839,780 or 97.7% 529,693 8,198 2,694,117 evidence_url: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/0000023197-23-000084-index.htm - Shareholder Votes COMTECH TELECOMMUNICATIONS CORP /DE/ shareholders approved Advisory Vote to Approve the Frequency of Future Advisory Votes on the Compensation of the Named Executive Officers at the 2023-12-14 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-12-14 source text: Proposal No. 3 - Advisory Vote to Approve the Frequency of Future Advisory Votes on the Compensation of the Named Executive Officers. The advisory vote to approve the frequency of future advisory votes on the compensation of the Named Executive Officers was approved at the Annual Meeting by the following votes: 1 Year 2 Years 3 Years Abstain 21,659,940 or 94.1% 56,197 or 0.2% 1,297,315 or 5.6% 364,219 evidence_url: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/0000023197-23-000084-index.htm - Shareholder Votes COMTECH TELECOMMUNICATIONS CORP /DE/ shareholders approved Approval of the Comtech Telecommunications Corp. 2023 Equity and Incentive Plan at the 2023-12-14 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-12-14 source text: Proposal No. 5 - Approval of the Comtech Telecommunications Corp. 2023 Equity and Incentive Plan (the "2023 Plan"). The 2023 Plan was approved at the Annual Meeting by the following votes: For Against Abstain Broker Non-Votes 22,465,922 or 96.2% 898,200 13,549 2,694,117 evidence_url: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/0000023197-23-000084-index.htm - Shareholder Votes COMTECH TELECOMMUNICATIONS CORP /DE/ shareholders approved Approval (On an Advisory Basis) of the Compensation of the Named Executive Officers at the 2023-12-14 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-12-14 source text: Proposal No. 2 - Approval (On an Advisory Basis) of the Compensation of the Named Executive Officers. The advisory vote on the compensation of Named Executive Officers of the Company was approved at the Annual Meeting by the following votes: For Against Abstain Broker Non-Votes 19,255,793 or 88.0% 2,635,570 1,486,308 2,694,117 evidence_url: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/0000023197-23-000084-index.htm - Shareholder Votes COMTECH TELECOMMUNICATIONS CORP /DE/ shareholders approved Ratification of the Selection of Independent Registered Public Accounting Firm at the 2023-12-14 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-12-14 source text: Proposal No. 4 - Ratification of the Selection of Independent Registered Public Accounting Firm. The non-binding ratification of the selection of Deloitte & Touche LLP as independent registered public accounting firm of the Company for the fiscal year ending July 31, 2024 was approved at the Annual Meeting by the following votes: For Against Abstain Broker Non-Votes 25,979,160 or 99.7% 81,128 11,500 — evidence_url: https://www.sec.gov/Archives/edgar/data/23197/000002319723000084/0000023197-23-000084-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.