L. Anthony Frazier
Iridium CommunicationsAbout L. Anthony Frazier
L. Anthony Frazier, age 54, has served on Iridium’s Board since March 2021. He is Chief Executive Officer and a director of LeoLabs, Inc. (private) since March 2024; previously he held senior leadership roles at Maxar/DigitalGlobe/GeoEye and began his career at Bain & Company. He holds a BSE in Systems Engineering from the University of Pennsylvania and an MBA (with distinction) from Harvard Business School, bringing deep satellite and operational expertise to Iridium’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Maxar Technologies (incl. DigitalGlobe/Radiant Solutions) | EVP & GM, Public Sector Earth Intelligence; EVP Global Field Ops; President, Radiant Solutions; SVP GM (DigitalGlobe Services) | 2013–Oct 2023 (joined Maxar via 2017 DigitalGlobe acquisition) | Led government/geospatial services; segment-level financial oversight cited in audit financial expert designation |
| GeoEye, Inc. | SVP, Marketing | 2010–2013 | Pre-acquisition leadership in commercial imagery |
| Cisco Systems | Senior Director, Product Management | Not disclosed | Product leadership at scale |
| Infor; iPhrase Technologies; pcOrder.com | Senior marketing roles | Not disclosed | Go-to-market leadership |
| Bain & Company | Strategy Consultant | Early career | Foundational strategy training |
External Roles
| Organization | Role | Public/Private | Start | Notes |
|---|---|---|---|---|
| LeoLabs, Inc. | Chief Executive Officer; Director | Private | Mar 2024 | Space domain awareness/SSA; potential industry adjacency, no related-party dealings disclosed in proxy |
Board Governance
| Item | Detail |
|---|---|
| Independence | Board affirmatively determined Frazier is independent under Nasdaq standards |
| Committee Assignments (2024) | Audit Committee Chair; members: Frazier (Chair), Canfield, Niehaus, Yeaney; Audit met 4x in 2024 |
| Financial Expert | Board determined Frazier qualifies as an “audit committee financial expert” under SEC rules |
| Attendance | Each director attended ≥75% of Board and committee meetings in 2024; Board met 4x; independent director executive sessions held each regular meeting |
| Risk Oversight | As Audit Chair, oversees major financial risk exposures and legal/regulatory compliance; committee chairs report material risks to Board |
| Other Public Boards | None listed for Frazier (reduces interlocks) |
Fixed Compensation (Director)
| Component | Amount/Structure | 2024 Actuals for Frazier |
|---|---|---|
| Board Annual Retainer | $250,000; $200,000 must be RSUs; up to $50,000 elective in cash or RSUs; granted in January; 1-year vest; optional deferral | Included in stock awards below |
| Audit Committee Chair Retainer | $40,000 (cash unless elected as RSUs) | Elected as RSUs; part of RSU value below |
| Cash Fees | Directors may elect RSUs in lieu of cash for committee retainers and up to $50,000 of board retainer | RSUs elected in lieu of $90,000 (2,266 RSUs) |
| Stock Awards (RSUs) | Annual RSU grant in January; vest fully on first anniversary; dividend equivalents accrue in additional RSUs; death/disability accelerates; pro-rata vest on departure in-year | $290,000 grant date fair value (includes elected in-lieu RSUs) |
| All Other Compensation | Dividend equivalents credited as additional RSUs | $6,889 |
| Total 2024 Director Comp | $296,889 | |
| 2024 Grant Date | RSUs granted January 4, 2024 | January 4, 2024 |
Director program guardrails and recent changes:
- Director comp cap: total cash + equity ≤ $700,000 per director per year under the equity plan .
- Board chair retainer increased to $70,000 starting 2024; other retainers unchanged; ClearBridge reviewed competitiveness and governance features .
- Equity plan prohibits repricing, requires ≥12-month vesting (with 5% carve-out), restricts dividends pre-vest, and requires shareholder approval for material changes .
Performance Compensation (Director)
| Metric | Applies to Non-Employee Director Pay? | Detail |
|---|---|---|
| Company financial/operational metrics (e.g., revenue, EBITDA, TSR) | No | Non-employee director equity is time-based RSUs; no performance metrics; vesting 1 year; optional deferral |
| Clawback applicability | Yes | Director awards under the plan are subject to company clawback policies and any exchange/SEC-required clawbacks |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None for Frazier (as listed in the proxy’s nominee matrix) |
| Private/other boards | LeoLabs, Inc. (Director) |
Expertise & Qualifications
- Satellite/geospatial domain and operational leadership across Maxar/DigitalGlobe/GeoEye; public-sector/government markets experience .
- Audit Committee financial expert designation based on formal education and segment-level financial oversight experience .
- Education: BSE (UPenn, Systems Engineering); MBA with distinction (Harvard Business School) .
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (Mar 17, 2025) | 25,182 shares; <1% of outstanding |
| RSUs outstanding (Dec 31, 2024) | 12,677 shares underlying unvested or vested/deferred RSUs |
| Options outstanding | None listed for Frazier; only Admiral Olson had options (3,750) |
| Ownership guidelines | Non-employee directors: 4× annual cash retainer (retainer is $50,000); unvested RSUs/options do not count |
| Retention until compliance | Must retain 50% of net profit shares until guideline met; no fixed time limit to attain |
| Hedging/Pledging | Prohibited for directors, executives, employees, consultants |
Governance Assessment
Strengths for investor confidence:
- Independent Audit Committee Chair with financial expert designation; committee met four times in 2024; signed the committee’s report recommending inclusion of audited financials in the 10-K .
- High board independence overall; regular executive sessions of independent directors; each director met ≥75% attendance threshold .
- Director compensation tilted to equity with time-based RSUs and robust plan safeguards (no repricing, minimum vesting, dividend restrictions) and a $700k director cap; clawback coverage extends to equity awards .
- Strong shareholder support on say‑on‑pay (94.3% in 2024; 96.2% in 2023), signaling positive governance sentiment toward compensation practices .
Monitoring items:
- External role as CEO/director of LeoLabs (space domain awareness) is industry-adjacent; the proxy’s related‑party section outlines approval procedures, and no Frazier-related transactions are identified in the document we reviewed; continue monitoring for customer/supplier relationships or other potential conflicts as LeoLabs scales .
- Committee workload concentration: Audit Chair responsibilities include related‑party transaction review and major risk oversight; ensure ongoing bandwidth given external CEO role .
Red flags:
- None identified in filed materials regarding related‑party transactions, hedging/pledging, or attendance (policy prohibits hedging/pledging; attendance ≥75%) .
Appendix: Director Compensation Program Schedule (Reference)
| Role | Annual Retainer (Chair) | Annual Retainer (Member) |
|---|---|---|
| Board of Directors | $70,000 (in addition to $250,000 member retainer) | $250,000 (of which $200,000 paid in RSUs; up to $50,000 elective cash/RSUs) |
| Audit Committee | $40,000 | $20,000 |
| Compensation Committee | $15,000 | $7,500 |
| Nominating & Corporate Governance Committee | $10,000 | $5,000 |
| Government Advisory Committee (non‑Board) | N/A | $15,000 (paid in RSUs) |