Richard C. Davis

About Richard C. Davis

Richard C. Davis (age 59) serves as President and Director of Constellation Acquisition Corp I (CSTAF) since the “sponsor handover” and has 25+ years in corporate finance, private equity, and the space industry. He holds a B.S. in Astrophysics (cum laude) from the University of Minnesota and an MBA from the University of Virginia, and previously served as CEO/Director of Endurance until its combination with SatixFy in Oct 2022 . His director tenure began with the sponsor handover in early 2023 (January 26, 2023 per proxy footnotes) .

Past Roles

External Roles

Board Governance

• Board class and term: Davis is in the first class (with CEO Chandra R. Patel); their terms expire at the first annual general meeting .
• Independence: Not independent. The Company identifies three independent directors (Heiko Faass, Nicole Schepanek, Bob Stefanowski); Davis is not among them .
• Committee memberships: Davis is not listed on audit, nominating, or compensation committees. Audit: Faass, Schepanek, Stefanowski (chair: Stefanowski); Nominating: Faass, Schepanek (chair: Schepanek), Stefanowski; Compensation: Faass (chair), Schepanek, Stefanowski .
• Independent director engagement: The independent directors hold regularly scheduled meetings where only independent directors are present .
• Attendance: Not disclosed in the available filings.

Fixed Compensation

Performance Compensation

Other Directorships & Interlocks

• Sponsor control and potential interlock: The Sponsor is controlled by Antarctica Endurance Manager, LLC, with three managers (Chandra R. Patel, Richard C. Davis, Jarett Goldman). Under the “rule of three,” no single manager is deemed to control Sponsor securities; nonetheless, governance influence exists at the Sponsor level .
• Committee consultant independence: Compensation Committee may retain outside advisers subject to independence considerations per charter .

Expertise & Qualifications

• Technical and financial expertise across space, telecom, and semiconductors; investment experience in equity/debt, M&A, spin-offs across ~two dozen companies .
• Educational credentials: B.S. Astrophysics (cum laude), University of Minnesota; MBA, University of Virginia .
• Board skills: Extensive private equity transactions experience; relevant to SPAC target evaluation and business combinations .

Equity Ownership

Notes:

• By footnote and “rule of three,” Davis is not deemed a beneficial owner of Sponsor-held securities despite being a manager of Antarctica Endurance Manager, LLC controlling the Sponsor .
• No pledging or hedging disclosures specific to Davis are provided.

Governance Assessment

• Independence and committees: Davis is an executive director (President), not independent, and holds no committee posts—limiting direct oversight roles and raising typical SPAC governance concentration risks .
• Ownership alignment: No direct share ownership by Davis; Sponsor holds ~99% of Class A and 100% of Class B as of April 1, 2025; Davis is a manager of the Sponsor’s GP but not deemed a beneficial owner—suggesting economic exposure via Sponsor governance but limited direct alignment through personal shareholdings .
• Conflicts and related-party exposure:
  • Sponsor monthly admin fee up to $10,000 creates related-party payments requiring rigorous audit committee oversight .
  • Extension financing: Sponsor or affiliates can deposit $5,000 per monthly extension into the Trust in exchange for non-interest-bearing notes—creates financial incentives around consummating any Business Combination and timeline extensions .
  • Founders’ and private placement securities economics: Initial shareholders (including Sponsor with which Davis is affiliated) likely to realize substantial profits upon business combination even if public shares have lost value—potential misalignment with public holders .
  • Fiduciary duty conflicts: Officers/directors must honor existing obligations to other entities first, which may divert attractive business combination opportunities—particularly salient given Davis’s multiple board roles in the space/geospatial ecosystem .
• Engagement: Independent directors hold executive sessions; attendance rates not disclosed .
• Compensation discipline: No director/officer compensation prior to business combination (except special committee fees paid to independent directors in 2023); presence of a Clawback Policy administered by the Compensation Committee enhances recovery mechanisms if restatements occur .

RED FLAGS

• Sponsor-dominated cap table and voting (~99% control) with Davis as Sponsor GP manager raises significant related-party influence risk and potential misalignment with public shareholders .
• Economic incentives tied to founder shares/warrants and extension loans may favor deal completion over deal quality .
• Explicit fiduciary conflicts framework acknowledges that opportunities in overlapping sectors may be directed to other entities where Davis holds duties—heightening conflict risk given his multiple external boards .

Potential Mitigants

• Independent committees with financially literate members and chair assignments; audit oversight of related-party payments and quarterly reviews .
• Clawback Policy aligned with Section 10D; insider trading and ethics policies on file .

Overall Implication for Investors

• Governance structure is typical of SPACs with Sponsor control, but the concentration, related-party payments, and explicit conflicts demand heightened scrutiny of any proposed business combination. Davis’s industry experience is a positive for target evaluation, yet lack of direct share ownership and Sponsor-linked incentives warrant careful monitoring of deal terms, fairness opinions, and independent committee processes .