6-K

Foreign issuer report

✓ VerifiedGilat will hold its annual meeting on September 8, 2026, asking shareholders to set the Board at seven, raise authorized share capital to NIS 30,000,000 (150,000,000 shares), and approve CEO and director equity grants.

Summary

  • Gilat Satellite Networks called its Annual General Meeting for September 8, 2026 at 12:00 p.m. Israel time, with shareholders of record as of August 10, 2026 entitled to vote.
  • Shareholders will vote to set the number of directors at seven and to re-elect Amiram Boehm, Aylon (Lonny) Rafaeli, Dafna Sharir, Amir Ofek and Dana Porter Rubinshtein.
  • The Board proposes increasing authorized share capital from NIS 18,000,000 (90,000,000 Ordinary Shares) to NIS 30,000,000 divided into 150,000,000 Ordinary Shares, par value NIS 0.2 per share.
  • CEO Adi Sfadia's monthly salary would be set at NIS 140,000 (approximately US$45,830) effective January 1, 2027, with annual and over-achievement cash bonuses for 2027, 2028 and 2029.
  • Sfadia is proposed to receive 10,180 Performance Stock Units vesting in three annual installments, subject to Adjusted EBITDA for 2026 of at least USD 66.18 Million.
  • Each of directors Dafna Sharir, Aylon Rafaeli and Amir Ofek is proposed to receive a grant of 25,000 PSUs vesting quarterly over three years.
Meeting date
September 8, 2026
From the filing for Meeting date
To be held on September 8, 2026
Record date
August 10, 2026
From the filing for Record date
Shareholders of record at the close of business on August 10, 2026 (the " Record Date ")
Shares outstanding
77,029,657
From the filing for Shares outstanding
As of July 31, 2026, the Company had 77,029,657 ordinary shares outstanding.
Board size
seven
From the filing for Board size
to set the number of directors serving on the Board of Directors at seven
New authorized share capital
NIS 30,000,000 divided into 150,000,000 Ordinary Shares
From the filing for New authorized share capital
to set the authorized share capital of the Company at NIS 30,000,000 (thirty million) divided into 150,000,000 (one hundred and fifty million) Ordinary Shares, par value NIS 0.2 per share
CEO monthly salary
NIS 140,000 (approximately US$45,830)
From the filing for CEO monthly salary
Mr. Sfadia's monthly salary shall be in the amount of NIS 140,000 (approximately US$45,830), effective as of January 1, 2027
CEO PSU grant
10,180 PSUs, Adjusted EBITDA at least USD 66.18 Million
From the filing for CEO PSU grant
the grant to Mr. Sfadia of an aggregate of 10,180 Performance Stock Units (" PSUs ")
Director PSU grant
25,000 PSUs each
From the filing for Director PSU grant
the grant to each such director of 25,000 Performance Stock Units (" PSUs "), vesting in quarterly instalments over a three (3) year period

The proxy discloses a proposed near-doubling of authorized share capital to 150,000,000 shares and sets forth CEO and director equity and cash compensation terms through 2029. Shareholders will also decide on updated governance amendments and the Board composition.

Filed
Aug 10, 2026
Accepted
2026-08-10 21:03Z
Period
Aug 10, 2026
Accession no.
0001178913-26-003999
Size
5.6 MB