One example includes a phased-array antenna system (10). The system includes antenna elements (16) each including an element adjustment circuit (24) and a radiating element (114). A beamforming network (14) receives a carrier signal and generates element carrier signals. A baseband DSP (22) generates a plurality of composite beamforming data signals associated with a respective one of the antenna elements (16) and is generated based on combining individual beamforming data signals. Each of the individual beamforming data signals is associated with a respective beam and is based on combining a data signal associated with the respective beam with an antenna weight associated with the respective beam and the respective one of the antenna elements (16). The element adjustment circuit (24) modulates the associated composite beamforming data signal onto the respective element carrier signal to generate a respective element signal that is provided to the respective radiating element (114), such that the beams are generated from the antenna elements (16).