Mark Mullen
ATUSAbout Mark Mullen
Independent director since 2017; age 60. Co-founder and Managing Director of Bonfire Ventures (founded 2017) and founder/Managing Partner of Double M Partners (since 2012), with ~$1B AUM focused on B2B software, security, and tech. Prior roles include COO (Economic Policy) and Senior Advisor to the Mayor for the City of Los Angeles; investment banking leadership at Daniels & Associates and RBC Capital Markets. Education: BSBA, University of Denver (cum laude, 1986); MBA in International Business, Thunderbird School of Global Management (1992). Audit Committee Chair and designated “audit committee financial expert”; NYSE-independent director. Tenure: 8 years as of 2025.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bonfire Ventures | Co-founder & Managing Director | 2017–present | Leads venture-stage investing in B2B, security, software; ~$1B AUM |
| Double M Partners | Founder & Managing Partner | 2012–present | Venture investing; capital allocation and M&A expertise |
| Mull Capital | Founder | 2005–present | Evergreen fund investing in startups and funds |
| City of Los Angeles | COO (Economic Policy), Senior Advisor to Mayor | Prior to 2012 | Oversaw LAX, Convention Center, Planning/Building & Safety, Small Business Services |
| Daniels & Associates | Ran International M&A & PE group | 1993–2007 | Senior partner; cable/broadband transactions |
| RBC Capital Markets | Managing Director | 2007–2010 | Post-acquisition leadership after Daniels acquisition |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bonfire Ventures | Co-founder & MD | 2017–present | B2B software/security investing; portfolio oversight |
| Double M Partners | Founder & MP | 2012–present | Early-stage tech investing |
| Mull Capital | Founder | 2005–present | Direct startup & fund investments |
| City of Los Angeles | Senior Advisor/COO (Economic Policy) | Prior to 2012 | Oversight of major city assets (LAX, Convention Center) |
| RBC Capital Markets | Managing Director | 2007–2010 | Media/communications banking |
| Daniels & Associates | Senior Partner | 1993–2007 | International M&A; cable/broadband sector |
No additional public-company directorships disclosed in ATUS’s proxy biography for Mullen.
Board Governance
- Structure: Controlled company under NYSE rules (Patrick Drahi/Next Alt controls majority voting power); only three of nine directors are independent; no nominating/governance committee; responsibilities handled by full Board/special committees. No Lead Independent Director.
- Committee assignments: Audit Committee Chair; Compensation Committee member. Both committees fully independent. Mullen is designated an “audit committee financial expert.”
- Attendance: Board met 4 times in 2024; all directors attended at least 75% of Board/committee meetings; Audit met 5 times; Compensation met 4 times.
- Executive sessions: Non-management directors meet at least quarterly; independent directors meet separately at least annually.
- Related-party oversight: Audit Committee reviews related-party transactions per policy; policy cannot be amended or terminated without majority of Audit Committee.
- Controlled-company mechanics: Next Alt has rights to designate directors based on voting power; Board quorum requirements include Next Alt designees under certain conditions.
Fixed Compensation (Director)
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual base retainer (independent directors) | $72,500 | Cash |
| Audit Committee Chair fee | $32,500 | Cash |
| Compensation Committee member fee | $5,000 | Cash |
| Total cash fees (2024) | $110,000 | Matches Director Compensation Table for Mullen |
| Employee Product Benefit (discounted services) | Eligible | Non-cash benefit; standard for directors |
Performance Compensation (Director)
| Equity Instrument | Grant Date | Quantity | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| RSUs (2024 director grant) | 2024-02-14 | 64,935 | $150,000 | 50% on 2025-02-14; 50% on 2026-02-14, service-based |
| Outstanding RSUs (as of 2024YE) | — | 84,467 | — | From prior awards |
| Outstanding Options (as of 2024YE) | — | 29,531 | — | Exercisable options outstanding |
Director equity awards are time-based RSUs; no performance metrics disclosed for director equity.
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| None disclosed | — | No public-company boards disclosed; primary roles are venture funds (Bonfire, Double M, Mull Capital). |
Expertise & Qualifications
- Financial/Accounting: Audit Chair; SEC-designated audit committee financial expert.
- Capital markets/M&A: Led international M&A (Daniels), MD at RBC; venture fund leadership.
- Operations/Public sector: City of LA asset oversight (LAX, Convention Center).
- Education: BSBA (cum laude), University of Denver (1986); MBA, Thunderbird (1992).
Equity Ownership
| Holder | Security Type | Quantity | As-of Date | % of Class A Outstanding |
|---|---|---|---|---|
| Mark Mullen | Class A common shares (beneficially owned) | 107,380 | 2025-04-17 | 0.038% (107,380 ÷ 283,502,205) |
| Mark Mullen | Options (presently exercisable) | 29,531 | 2025-04-17 | — |
| Mark Mullen | RSUs outstanding | 84,467 | 2024-12-31 | — |
Shares outstanding: 283,502,205 Class A; 184,223,813 Class B (voting rights 1:25 per share respectively).
Governance Assessment
- Strengths
- Independent director with deep finance/M&A background; Audit Chair and financial expert designation enhance financial oversight.
- Both Audit and Compensation Committees composed entirely of independent directors; explicit authority to retain independent compensation consultant (FW Cook).
- Regular executive sessions; annual self-evaluation of Board and committees.
- Risks and RED FLAGS
- Controlled company: Only 3/9 directors are independent; Next Alt can designate a majority of directors and influences quorum mechanics—limits board independence and minority shareholder influence.
- No Lead Independent Director while CEO is also Board Chair—reduced counterbalance to management in a controlled structure.
- Extensive related-party transactions with Altice Europe/affiliates (2024: ~$0.5m revenue; ~$11.6m programming/direct costs; ~$45.7m other operating expenses; ~$89.9m capex via affiliates), requiring vigilant Audit Committee oversight.
- Hedging restricted but permitted with pre-clearance; public put/call transactions prohibited—policy reduces misalignment risk, but disclosure of director-specific hedging/pledging not provided.
- Director Compensation & Alignment
- Cash-to-equity mix: ~$110k cash fees vs $150k RSU grant (time-based), aligning director interests to stock performance without short-term performance metrics.
- Ownership footprint is small (<1%), typical for outside directors but offers limited “skin-in-the-game” leverage; however RSU/option holdings provide ongoing alignment.
Audit Committee Report confirms active oversight of internal controls, risk management, whistleblower hotline, auditor independence, and internal audit plan—positive for board effectiveness under Mullen’s chairmanship.
Board Governance Details (for reference)
- Board met 4 times in 2024; Audit 5; Compensation 4; all directors ≥75% attendance.
- Corporate Governance Guidelines in place; controlled-company exemptions utilized (majority independent not required; no nom/gov committee).
- Executive sessions at least quarterly (non-management); independent directors meet separately at least annually.
Related Party Transactions (Context for Audit Oversight)
| Category (2024) | Amount (USD) | Counterparty |
|---|---|---|
| Revenue | ~$0.5 million | Subsidiary of Altice Europe |
| Programming/Direct costs | ~$11.6 million | Altice Europe subsidiary services |
| Other operating expenses | ~$45.7 million | Altice Europe/related parties (incl. customer care services) |
| Capex | ~$89.9 million | Equipment/software from Altice Europe subsidiaries |
Audit Committee reviews/approves related-party transactions per policy; policy changes require Audit Committee majority approval.
Director Compensation Policy (Independent Directors)
| Item | Amount/Detail |
|---|---|
| Base fee | $72,500 per year (cash) |
| Audit Committee chair | +$32,500 (cash) |
| Audit Committee member | +$22,500 (if not chair) |
| Compensation Committee chair | +$22,500 |
| Compensation Committee member | +$5,000 |
| RSUs | 64,935 per independent director in Feb 2024; $150,000 grant-date value; 50% vest 2025-02-14, 50% vest 2026-02-14 |
Hedging/Insider Policy (Alignment Protections)
- Insider Trading Policy prohibits hedging without pre-clearance and prohibits public put/call transactions at all times.
- Section 16 compliance noted; no delinquency disclosed for Mullen.
Summary Implications for Investors
- Mullen’s role as Audit Chair and financial expert is a governance positive amid significant related-party flows and a controlled structure—his independence and committee leadership are critical to investor confidence.
- Controlled-company dynamics (limited independent majority; no nom/gov committee; no Lead Independent Director) pose structural governance risks; monitoring Audit/Compensation committee activity and related-party oversight remains essential.
- Director compensation structure is conventional (cash + time-based RSUs), with modest personal ownership; alignment comes primarily via RSU exposure rather than sizable open-market holdings.