Alvin B. Krongard
About Alvin B. Krongard
Alvin B. “Buzzy” Krongard, age 88, has been an independent director of Iridium since 2009 (and of its predecessor from 2006–2009). He is the former Executive Director of the CIA (2001–2004), a former counselor to the CIA Director (1998–2001), and previously CEO/Chairman of Alex. Brown and Vice Chairman of Bankers Trust; he holds an AB from Princeton (honors) and a JD from the University of Maryland (honors) . He brings capital markets leadership and national security/operations expertise, and has long-tenured knowledge of Iridium’s business .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Central Intelligence Agency | Executive Director; Counselor to the Director | 1998–2004 | Senior-most management; oversight of agency operations |
| Alex. Brown Incorporated | CEO; Chairman | Prior to BT merger | Led large investment bank; capital markets expertise |
| Bankers Trust Corporation | Vice Chairman (post merger) | Pre-1998 | Senior leadership at major financial institution |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Apollo Global Management, Inc. | Director; Chair, Nominating & Corporate Governance; Member, Audit | Current | Governance chair; audit oversight |
| Icahn Enterprises L.P. (and Icahn Enterprises G.P., Inc.) | Director; Member, Audit | Current | Audit oversight |
| Under Armour, Inc. | Director (incl. Lead Independent Director; Audit Chair) | 2005–May 2020 | Governance and audit leadership |
| Johns Hopkins Health System | Vice Chairman | Prior service | Non-profit healthcare governance |
Board Governance
- Independence: The Board determined Mr. Krongard is independent under Nasdaq standards; all three principal committees are 100% independent .
- Committee assignments (2024): Compensation Committee (member); Nominating & Corporate Governance Committee (Chair) .
- Committee change: Effective at the close of the 2025 annual meeting, he will no longer serve on the Nominating & Governance Committee; Kay Sears is appointed Chair .
- Attendance/engagement: The Board met 4 times in 2024; each director attended at least 75% of Board and relevant committee meetings; independent directors meet in executive session at each regular meeting .
- Risk oversight: Committees oversee financial, compensation, and governance/ESG risks; committee chairs report to the Board .
- Anti-hedging/pledging: Iridium prohibits directors from hedging or pledging company securities .
Committee Service Snapshot (2024)
| Committee | Role (Krongard) | Meetings (2024) |
|---|---|---|
| Compensation | Member | 6 |
| Nominating & Corporate Governance | Chair | 3 |
Fixed Compensation
- Structure (policy): Non-employee directors receive a $250,000 annual Board retainer, of which $200,000 is paid in RSUs; up to $50,000 may be elected as cash or RSUs. Committee retainers: Audit Chair $40,000/member $20,000; Compensation Chair $15,000/member $7,500; Nominating & Governance Chair $10,000/member $5,000. Government Advisory Committee service retainer $15,000 (RSUs only) . 2025 program retains these levels and allows payment elections as noted .
- Limits: Non-employee director total annual comp (cash + equity grant-date fair value) capped at $700,000 by the equity plan .
2024 actual compensation (Iridium):
| Component | Amount (USD) |
|---|---|
| Fees Earned/Paid in Cash | — |
| Stock Awards (incl. RSUs elected in lieu of cash) | $282,500 |
| All Other Compensation (dividend equivalents as RSUs) | $49,771 |
| Total | $332,271 |
Notes:
- For 2024, Mr. Krongard elected to receive RSUs in lieu of $67,500 of cash retainers (comprised of up to $50,000 of Board retainer plus committee retainers), reinforcing equity alignment .
- RSU grants to directors vest in full on the first anniversary of grant; directors may defer settlement until six months post-service or certain change-in-control events .
Performance Compensation
- Director equity at Iridium is time-based RSUs, not performance-conditioned; annual RSU awards vest after one year, subject to the plan’s minimum 12-month vesting rule and no dividends pre-vesting (dividend equivalents accrue and vest on the same schedule) .
- Clawback: Equity awards are subject to Iridium’s recoupment policies and applicable exchange/SEC clawback requirements under the Amended 2015 Plan .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Potential Interlock Considerations |
|---|---|---|---|
| Apollo Global Management, Inc. | Director | Nominating & Governance Chair; Audit Member | Governance influence at a major asset manager; monitor for any Apollo-related dealings with Iridium (none disclosed) . |
| Icahn Enterprises L.P. | Director | Audit Member | Oversight of a diversified holding company; monitor for any related-party exposure (none disclosed) . |
Related-party review: Iridium maintains a formal Related Person Transactions Policy with Audit Committee approval/ratification required; the returned sections do not list any specific related-party transactions involving Mr. Krongard for 2024 .
Expertise & Qualifications
- Capital markets and governance: Former CEO/Chairman (Alex. Brown), Vice Chairman (Bankers Trust), extensive board leadership including audit and nominating/governance chair roles .
- National security/operations: Former CIA Executive Director with responsibility for overall agency operations; aligns with Iridium’s government and space communications exposure .
- Education: Princeton University (AB, honors); University of Maryland School of Law (JD, honors) .
Equity Ownership
| Measure | Value |
|---|---|
| Total Beneficial Ownership (3/17/2025) | 339,208 shares; <1% of outstanding |
| Included in beneficial ownership | 91,580 shares underlying vested RSUs |
| Excluded trust holdings (children’s trust) | 160,983 shares held by The Krongard Irrevocable Equity Trust (benefit of children; trustee is spouse) |
| Director ownership guideline | 4x annual cash retainer required (company-wide guideline; director-level compliance status not individually disclosed) |
| Hedging/Pledging | Prohibited by policy |
Governance Assessment
Positives
- Independent, highly experienced director with deep governance (chairs nom/gov at Apollo) and finance/security credentials; strong board-level oversight experience .
- Solid engagement: 2024 attendance met ≥75% threshold; independent executive sessions each regular meeting .
- Strong equity alignment: Majority of director pay in RSUs; 2024 election to take RSUs in lieu of cash; anti-hedging/pledging policy; plan-level compensation caps and clawback provisions .
- Shareholder support backdrop: 2024 Say-on-Pay approval ~94.3% indicates general investor confidence in compensation governance framework .
Watch items / potential red flags
- Tenure/age: At 88 and a director since 2009, succession/refresh considerations are in focus; the announced transition from chairing the Nominating & Governance Committee after the 2025 meeting is a helpful refresh signal .
- External workload: Concurrent service on multiple boards and audit committees (Apollo, Icahn Enterprises) increases commitments; no attendance shortfall disclosed at Iridium, but monitor bandwidth and any evolving interlocks (no related-party transactions disclosed in returned sections) .
Overall: Governance profile is strengthened by independence, committee leadership, and equity-heavy compensation with robust policy safeguards. Key monitoring areas are board refresh/succession and outside workload/interlock risk, though no Iridium-specific conflicts were identified in the returned disclosures for 2024 .