Kenneth R. Frank
About Kenneth R. Frank
Kenneth R. Frank (age 57) is an independent director of American Tower Corporation (AMT) since January 2021, serving on the Audit Committee and as Chair of the Nominating & Corporate Governance Committee since May 2024. He is a Partner at Banneker Partners and a former CEO/COO in enterprise software and telecommunications, with extensive international and cybersecurity experience and financial acumen; he has no other public company boards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Turning Technologies | Chief Executive Officer | Jun 2019–Sep 2021 | Led education technology company; executive leadership in software/services. |
| Kibo Software | Chief Executive Officer | Jan 2016–Dec 2018 | Led enterprise software firm; operational and strategic leadership. |
| Aptean Software | Chief Operating Officer | Oct 2011–Dec 2015 | COO of enterprise software company; global operations oversight. |
| Alcatel‑Lucent | Global President, Solutions & Marketing; Executive Committee member; CTO (Alcatel North America); President, Professional Services Division | Feb 2005–Oct 2012 | Senior telecom leadership; executive committee participation; technology and services oversight. |
| AT&T Bell Laboratories | Various roles | — | Early career technical roles. |
| BellSouth Telecommunications | Various roles | — | Early career telecom roles. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Banneker Partners | Partner | Current | Private equity focus in enterprise software; investment/board oversight. |
| University of Southern California, Marshall School of Business | Member, Board of Councilors | Current | Advisory role to business school leadership. |
| Orbcomm, Inc. | Director | Current | Board role; industry adjacency to connectivity/IoT. |
| Calero‑MDSL | Director | Current | Board role; enterprise telecom expense software. |
Board Governance
- Committee assignments: Audit Committee member (since Jan 2021) and Nominating & Corporate Governance Committee member (since May 2023); Chair of Nominating & Corporate Governance since May 2024.
- Independence: Classified as an independent director; Board affirmatively determined no material relationship with AMT under NYSE standards.
- Attendance: In 2024, each director (except a newly elected director) attended at least 75% of Board and relevant committee meetings; Frank met the ≥75% threshold.
- Committee activity levels: Audit (8 meetings in 2024) and Nominating & Corporate Governance (11 meetings in 2024).
- Executive sessions: Independent directors meet in executive sessions typically before/after regular meetings; Chairperson presides, or the Nominating Chair may preside when appropriate.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non‑management director cash retainer. |
| Audit Committee member fee | $15,000 | Annual member fee. |
| Nominating Committee chair fee | $10,000 | Annual chair fee (chair since May 2024). |
| Total fees earned (2024) | $130,000 | Reported in Director Compensation table. |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Grant‑date Value | Vesting |
|---|---|---|---|---|
| RSUs (Director annual grant) | 03/11/2024 | 1,089 | $225,151 (at $206.75/share) | Fully vests and settles one year from grant. |
| Unvested RSUs at 12/31/2024 | — | 1,089 | $199,733 (at $183.41/share) | Scheduled vest on 1‑year anniversary of grant. |
No stock options or PSUs were granted to directors in 2024; equity awards for directors are time‑based RSUs (no performance metrics applied).
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Other public company boards | None. |
| Additional board roles | Director, Orbcomm, Inc.; Director, Calero‑MDSL; Member, USC Marshall Board of Councilors. |
| Interlocks/Related parties | Board determined no material relationships for Frank; AMT policy requires recusal where appropriate and Nominating Committee reviews related‑party transactions. |
Expertise & Qualifications
- Extensive executive, international, and cybersecurity experience in telecommunications and technology; familiarity with Europe and Asia; venture capital knowledge and financial acumen.
- Skills matrix coverage includes executive leadership, investment/capital allocation, strategy, operational/management, finance/accounting, international operations, risk management, and cybersecurity/information systems.
Equity Ownership
| Measure | Amount/Status |
|---|---|
| Total beneficial ownership (common shares) | 3,923 shares. |
| Unvested RSUs held (as of 12/31/2024) | 1,089 RSUs. |
| Director stock ownership guideline | 5× annual cash retainer. |
| Guideline compliance status | Each non‑management director met target or was within the compliance timeframe as of March 17, 2025. |
| Hedging/pledging policy | Hedging and pledging of AMT securities prohibited for directors and officers. |
Governance Assessment
- Board effectiveness: As Nominating & Corporate Governance Committee Chair, Frank influences board composition, refreshment, evaluations, sustainability oversight, proxy access, and stockholder communications—key levers of governance quality. Active committee cadence (11 meetings) signals engagement.
- Independence and conflicts: Affirmed independent with no material relationships; Nominating Committee oversees approval of related‑party transactions; no Frank‑specific related‑party transactions disclosed.
- Attendance and engagement: Met ≥75% attendance standard; Board held 10 meetings (4 regular, 6 special) in 2024, with executive sessions embedded—consistent with robust oversight.
- Compensation alignment: Balanced cash retainer plus time‑based RSUs; no options or PSUs; director equity vests in one year, supporting ownership alignment without performance metric gaming. Stock ownership guideline of 5× retainer, with compliance affirmed or within window; anti‑hedging/pledging policy strengthens alignment.
- Shareholder signals: Strong say‑on‑pay support (>96% in 2024; three‑year average >96%) indicates investor confidence in AMT’s compensation governance framework, indirectly supportive of board oversight quality.
Red flags: None identified specific to Frank—no attendance shortfalls, no related‑party issues, no hedging/pledging, and no other public company interlocks that could impair independence.