Patrick R. McCarter
CommScope Holding CompanyAbout Patrick R. McCarter
Patrick R. McCarter (age 50) is a CommScope director since 2020 and is currently designated by Carlyle; the Board has determined he is independent under Nasdaq rules. He serves on the Nominating and Corporate Governance Committee and is Partner and Head of Global Technology, Media and Telecommunications at The Carlyle Group LP . Other current public company directorships: none .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Carlyle Group LP | Various roles including Partner, Managing Director, Principal, VP | 2001–2016 | TMT investing leadership experience |
| HireVue Inc.; OpenLink; Open Solutions; CPU Technology; Dealogic; Hexaware Technologies; Yipitdata | Director (past) | Not disclosed (past service) | Governance oversight in portfolio companies |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Carlyle Group LP | Partner & Head of Global TMT | 2017–present | Sector leadership across technology/media/telecom |
| Northwestern McCormick School of Engineering Advisory Council | Member | 2018–present | Academic advisory engagement |
| Saama | Director | 2022–present | Private company board |
| Ampere Computing LLC | Director | 2017–present | Private company board (semiconductor/CPU) |
| Veritas Technologies LLC | Director | 2016–present | Private company board (data management) |
| ZoomInfo Technologies Inc. (NASDAQ: ZI) | Director | 2018–Feb 2025 | Public company board until Feb 2025 |
| Jagex Limited | Director | 2022–2024 | Private company board |
| HireVue, Inc. | Director | 2019–2024 | Private company board |
Board Governance
- Independence and attendance: Independent director under Nasdaq; in 2024, the Board met 15 times and all directors attended at least 80% of Board and applicable committee meetings; independent directors meet in executive session after regularly scheduled meetings .
- Committee membership: Nominating and Corporate Governance Committee member; that committee held 4 meetings in 2024; members were Chair Joanne Maguire, and directors Krause, McCarter, Roman. Committee responsibilities include director nominations, Board/committee composition, governance guidelines, and oversight of environmental and governance policies .
| Committee | Role | 2024 Meetings | Key Responsibilities |
|---|---|---|---|
| Nominating & Corporate Governance | Member | 4 | Board composition/leadership, governance guidelines, environmental and governance oversight |
| Board (overall) | Director | 15 | Strategic oversight and risk oversight with committee structure |
Fixed Compensation (Director)
| Component | 2024 Amount (USD) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $0 | Directors designated by Carlyle did not receive director compensation from CommScope |
| Stock Awards | $0 | No RSU grant to Carlyle designees; non-employee directors otherwise received $200,000 cash in lieu of RSUs in 2024 |
| All Other Compensation | $0 | No other director compensation for McCarter |
| Total | $0 | 2024 director compensation total |
Performance Compensation (Director)
| Component | Metrics | Grant Date | Shares/Value | Vesting |
|---|---|---|---|---|
| None | N/A | N/A | $0 | N/A |
Other Directorships & Interlocks
| Company | Public/Private | Role | Tenure | Committee Roles |
|---|---|---|---|---|
| ZoomInfo Technologies Inc. (NASDAQ: ZI) | Public | Director | 2018–Feb 2025 | Not disclosed |
| Saama | Private | Director | 2022–present | Not disclosed |
| Ampere Computing LLC | Private | Director | 2017–present | Not disclosed |
| Veritas Technologies LLC | Private | Director | 2016–present | Not disclosed |
- Other current public company boards: None .
Expertise & Qualifications
- Private equity and TMT leadership: Partner & Head of Global TMT at Carlyle; extensive board experience across software, data, and semiconductors .
- Governance and advisory: Service on Northwestern’s engineering advisory council; multiple prior portfolio company directorships .
Equity Ownership
| Metric (as of March 12, 2025) | Common Stock | Options (Exercisable ≤60 days) | RSUs (Vest ≤60 days) | PSUs (Vest ≤60 days) | Total Beneficial Ownership | % of Class |
|---|---|---|---|---|---|---|
| Patrick R. McCarter | 0 | 0 | 0 | 0 | 0 | 0.0% |
- Director stock ownership guidelines: non-employee directors are expected to own either five times base cash retainer or 100,000 shares; measured each Dec 31; company states all non-employee directors have met or are on track to meet within five years (individual compliance not separately disclosed) .
Governance Assessment
-
Positive signals:
- Independence affirmed despite Carlyle designation; Board and committee structures robust with regular executive sessions and annual evaluations .
- Strong shareholder support for executive pay (approximately 97% in 2024), indicating constructive investor relations and governance responsiveness .
-
Potential conflicts/related-party exposure:
- Carlyle holds Series A Convertible Preferred Stock with cumulative 5.5% dividend; $65.2 million paid in-kind in 2024; Carlyle retains rights to designate two directors (including McCarter) and has committed voting on board-nominated directors, say-on-pay, equity proposals, and auditor ratification—creating structural influence and potential conflict considerations for designated directors .
- Directors designated by Carlyle do not receive CommScope director compensation, aligning their incentives primarily with Carlyle rather than with CommScope director pay constructs; McCarter reported no individual share ownership in CommScope, which may limit direct “skin-in-the-game” alignment at the personal level .
-
Controls/mitigants:
- Audit Committee reviews and approves related-party transactions under a written policy; committee chairs and members meet enhanced independence and financial expertise standards .
- Anti-hedging and anti-pledging policies and majority voting for director elections support shareholder-friendly governance .