L. William Krause
CommScope Holding CompanyAbout L. William Krause
L. William (Bill) Krause, age 82, has served as an independent director of CommScope since 2011. He is a former CEO and Chair of 3Com Corporation and currently President of LWK Ventures; he also serves as Senior Advisor to The Carlyle Group and as a Board Partner at Andreessen Horowitz, bringing deep technology and governance experience to CommScope’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| 3Com Corporation | Chief Executive Officer | 1981–1990 | Led global data networking growth |
| 3Com Corporation | Chair | 1987–1993 | Oversaw board governance |
| LWK Ventures | President | 1991–present | Private advisory/investment leadership |
| The Carlyle Group | Senior Advisor | 2010–present | Technology investing, board-level advisory |
| Andreessen Horowitz | Board Partner | 2014–present | Portfolio company board support |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Arctera, Inc. | Director | 2025–present | Private company board |
| Forward Networks | Director | 2014–present | Private company board |
| Smartcar, Inc. | Director | 2014–present | Private company board |
| Veritas Holdings, Ltd | Director | 2016–2024 | Prior external board |
| Coherent, Inc. (NYSE: COHR) | Director | 2009–2019 | Prior public company board |
| Current public company boards | — | — | None |
Board Governance
- Committee assignments: Compensation Committee member; Nominating & Corporate Governance Committee member; not a chair .
- Independence: Board determined Krause is independent under Nasdaq rules .
- Attendance: In 2024, the Board held 15 meetings and committees held 16; all directors attended at least 80% of the meetings of the Board and committees on which they served; all directors attended the virtual annual stockholder meeting .
- Executive sessions: Independent directors meet in executive sessions following regularly scheduled meetings ; the company highlights regular executive sessions as a governance practice .
Fixed Compensation
| Component | Amount (USD) | Detail |
|---|---|---|
| Basic cash retainer | 90,000 | Standard non-employee director annual retainer |
| Compensation Committee member fee | 10,000 | Member supplemental retainer |
| Nominating & Corporate Governance member fee | 10,000 | Member supplemental retainer |
| Annual stock retainer (paid in cash for 2024) | 200,000 | Cash in lieu of RSUs to manage equity burn |
| Total 2024 director fees (Krause) | 310,000 | Reported total fees earned/paid in cash |
In 2024, CommScope replaced the customary annual RSU grant with a $200,000 cash award for non-employee directors to conserve the equity share reserve and manage equity burn rate .
Performance Compensation
| Component | Metric(s) | Weighting | 2024 Outcome |
|---|---|---|---|
| Annual equity (RSUs) | N/A | N/A | Not granted; replaced with $200,000 cash award in 2024 |
| Meeting fees | N/A | N/A | Not part of director pay structure |
CommScope does not disclose performance-based metrics for director compensation; non-employee director pay in 2024 consisted of fixed cash retainers and a one-time cash award in lieu of equity .
Other Directorships & Interlocks
- Current public company directorships: None .
- Notable affiliations: Senior Advisor to The Carlyle Group, which holds Series A Convertible Preferred Stock, designates two directors, and has voting commitments on certain proposals under the Investment Agreement .
- Potential interlocks/conflicts: The advisory role with Carlyle, a significant investor with board designees, presents perceived conflict risk; however, CommScope’s Board has deemed Krause independent under Nasdaq rules and the Audit Committee must pre-approve any related person transactions .
Expertise & Qualifications
- Former CEO/Chair of 3Com; extensive leadership and technology sector expertise .
- Private equity and venture advisory experience (Carlyle; Andreessen Horowitz), supporting M&A and strategic oversight .
Equity Ownership
| Holder | Common Shares | % of Class | Notes |
|---|---|---|---|
| L. William Krause | 320,000 | <1% | Reported beneficial ownership |
- Stock ownership guidelines for non-employee directors: either own shares equal to 5× base cash retainer or an aggregate of 100,000 shares; measured annually; all non-employee directors have met or are on track to meet guidelines within five years .
Governance Assessment
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Strengths:
- Independent director with long tenure and deep technology/operator background; serves on two governance-critical committees (Compensation; Nominating & Corporate Governance) .
- Solid attendance and engagement culture (≥80% across all directors; executive sessions held) .
- Meaningful personal share ownership (320,000 shares), exceeding the 100,000-share guideline threshold, supporting alignment with shareholders .
-
Watch items / RED FLAGS:
- Potential perceived conflict due to Krause’s ongoing Senior Advisor role at Carlyle, which has preferred stock, special voting rights, and board designees under the Investment Agreement; ongoing oversight by the Audit Committee’s related-party policy mitigates but does not eliminate optics risk .
- 2024 shift from equity retainer (RSUs) to cash for directors reduces equity-linked alignment in that year; however, rationale was managing equity burn and share reserve constraints .
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Contextual governance signals:
- Strong say-on-pay support (~97% in 2024) suggests investor confidence in compensation governance frameworks .
- Board highlights include majority voting, annual elections, independent director executive sessions, and no poison pill .