Bud Noel

About Bud Noel

Eugene “Bud” M. Noel is Executive Vice President and Chief Operating Officer of American Tower, appointed January 13, 2025 after serving as EVP and President, U.S. Tower from November 1, 2023; as COO he was tasked by management to “bend the cost curve” across the global enterprise to drive efficiency and margin expansion while maintaining customer service levels . Company performance during the latest reported year shows Total Revenue of $10.1B (+1.1% YoY), Total Property Revenue of $9.9B (+0.7%), Net Income attributable to AMT of $2.3B (+52.0%), Adjusted EBITDA of $6.8B (+1.9%), and Attributable AFFO per Share of $10.54 (+6.8%) . AMT updated executive long‑term incentives to add a relative TSR component against S&P 500 REITs, aligning pay with shareholder returns .

Past Roles

External Roles

No external public company directorships for Noel are disclosed in AMT’s 2025 proxy and 2025 8‑Ks; Noel is not listed among director nominees and is a management executive rather than a director .

Fixed Compensation

• AMT sets executive base salary and annual cash bonus targets annually via the Compensation Committee, benchmarking to a 23‑company peer group spanning REITs and technology, and weighting 80% of annual bonuses to company financial goals and 20% to individual goals .
• 2025 base and bonus targets were disclosed for certain NEOs (CEO, CFO, International President, CAO/GC, APAC President), but Noel’s specific 2025 base salary and bonus target were not disclosed in filed documents reviewed .

Performance Compensation

Program notes:

• RSUs vest 1/3 annually over three years for grants since March 10, 2023; PSUs vest based on three‑year performance (AFFO/share, ROIC, TSR) with 0–200% payouts .
• 2025 PSUs granted in aggregate to executive officers totaled 86,911 target shares; TSR component valued using Monte Carlo with expected term ~2.81 years, risk‑free 3.91%, volatility ~27.9% .

Equity Ownership & Alignment

• Stock ownership guidelines: CEO 6x base salary; other executive officers 3x base salary; 5‑year compliance window; executives must retain at least 50% of net shares until compliant .
• Compliance: As of March 17, 2025, each executive officer met their ownership target or was within the compliance window .
• Hedging/Pledging: Prohibited under AMT’s Anti‑Insider Trading Policy and Code of Conduct (no short sales, hedging, or pledging of AMT securities) .
• Options profile and overhang: Company‑wide, options have largely rolled off; only 136,623 options outstanding as of Sept 30, 2025 and no unrecognized expense for unvested options, reducing option‑exercise selling pressure .
• RSU/PSU overhang and vesting cadence: Company‑wide RSUs outstanding were 1,314,328 and PSUs 272,007 as of Sept 30, 2025; unrecognized RSU expense $137.9M with ~2‑year amortization, implying recurring vest/settle events over the next eight quarters .

Employment Terms

• Severance program (executive officers):
  • Salary continuation: CEO 104 weeks; other executive officers 78 weeks .
  • Annual incentive: payment based on target bonus upon Qualifying Termination .
  • Equity acceleration: double‑trigger only—acceleration upon a Qualifying Termination occurring within 14 days before or two years after a Change of Control; no single‑trigger equity acceleration .
  • Health benefits: continued for specified period (e.g., CFO illustration shows ~$42k value) .
• Governance protections:
  • Clawback policy: recoupment of erroneously awarded incentive‑based compensation for CEO and NEOs upon financial restatement .
  • No tax gross‑ups on golden parachutes; no option repricing or cash buyouts of underwater options without shareholder approval .

Program Governance, Peer Benchmarking, and Shareholder Feedback

• Compensation peer group used for 2024 decisions includes 23 companies (e.g., Crown Castle, SBA Communications, Equinix, Digital Realty, Prologis, Public Storage, Broadcom, NVIDIA, Salesforce) to balance REIT and technology comparables .
• Say‑on‑Pay support: Over 96% average approval over the past three years; 96% approval in 2024, following investor engagement leading to addition of relative TSR in PSUs .

Company Performance Context

Operating cost focus:

• Management highlights further SG&A savings will come from automation and process optimization; COO Noel is leading broader cost‑stack initiatives (e.g., land rent programs, utility bulk purchasing) to expand margins without compromising service quality .

Investment Implications

• Pay‑for‑performance alignment: Noel’s incentives are tied predominantly to multi‑year AFFO/share, ROIC, and relative TSR, which directly align management rewards with cash flow quality, capital efficiency, and market‑relative returns . This supports disciplined operating and capital allocation, positive for margin and AFFO compounding.
• Vesting and selling pressure: With RSUs vesting on a 3‑year schedule and company‑wide unrecognized RSU expense amortizing over ~2 years, expect recurring vest windows; however options overhang is minimal, and hedging/pledging is prohibited, mitigating forced‑selling signals .
• Retention risk: Double‑trigger CoC terms, substantial ownership requirements, and a strong Say‑on‑Pay track record reduce near‑term retention risk and signal robust governance; the COO mandate to “bend the cost curve” is a core execution vector—investors should monitor cadence of SG&A and direct cost initiatives for margin trajectory .