Andrew J. Cole
Liberty GlobalAbout Andrew J. Cole
Andrew J. Cole (age 58) has served as an independent director of Liberty Global Ltd. since June 2013. He is Executive Chairman of Glow Services Corp. (FinTech/InsurTech/GreenTech), and formerly led Asurion’s European division after serving as Asurion’s CMO; earlier he was President of CSMG Adventis and consulted with major carriers and content companies (including advising Steve Jobs on the iPhone in 2005–2006), bringing deep mobile, marketing, and strategy expertise to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CSMG Adventis | President | Oct 2005 – Apr 2007 | Led telecom/media strategy consultancy; advised Verizon, Sprint, AT&T, BT, Warner Music, Disney, Google; advised on iPhone (2005–2006) |
| Asurion Corp. | CMO & SVP | Apr 2007 – May 2009 | Global marketing leadership at the world’s largest technology protection firm |
| Asurion Corp. (Europe) | Chief Executive Director (European division) | May 2009 – Jul 2014 | Led European operations for device protection services |
External Roles
| Organization | Role | Status |
|---|---|---|
| Glow Services Corp. | Executive Chairman | Current (founded July 2014) |
| My Views Media Inc | Director | Current |
| Digital Audience Data Ltd | Executive Director | Current |
Board Governance
- Independence: The board determined Andrew J. Cole is an independent director under Nasdaq and SEC rules .
- Committee assignments (2024): Compensation Committee (member), Nominating & Corporate Governance Committee (member). He does not hold a committee chair role; the Compensation Committee is chaired by Larry Romrell .
- Attendance and engagement: In 2024 the board met six times; each director attended at least 75% of board and relevant committee meetings; independent directors held two executive sessions. Paul A. Gould (Audit Chair) presided over executive sessions .
- Board classification and election: Cole is a Class III director nominated for re‑election at the 2025 AGM for a term through 2028 .
Fixed Compensation (Non‑Executive Director Pay – 2024)
| Component | Amount (USD) |
|---|---|
| Annual cash retainer | $150,000 |
| Committee chair fees (if applicable) | Not applicable to Cole (no chair roles) |
| Change in pension/above‑market deferred earnings | $22 |
| All other compensation (incl. charitable donation in director’s name) | $1,194 |
| Total cash/other | $151,216 |
Notes
- Non‑employee directors receive an annual retainer of $150,000; chair fees are additional ($55k Audit; $30k Compensation; $15k Nominating & Corporate Governance; $15k People Planet Progress) .
- Directors may elect to receive quarterly fees in shares; U.S. directors can defer fees/RSUs, accruing 9% interest on deferred retainers under the Director Deferred Compensation Plan .
Performance Compensation (Equity and Vesting – Director Program)
| Grant Type (2024) | Class | Grant Date Fair Value (USD) | Vesting |
|---|---|---|---|
| Options | Class A | $56,788 | Options vest over three AGMs in equal annual installments . |
| Options | Class C | $58,198 | Options vest over three AGMs in equal annual installments . |
| RSUs | Class A | $56,694 | Director RSUs vest in full at the first AGM after grant . |
| RSUs | Class C | $58,328 | Director RSUs vest in full at the first AGM after grant . |
| Combined 2024 equity grant value | A + C | $230,008 | Mix of options/RSUs at director’s election (default all options); standard 10‑year option term . |
Outstanding awards at 12/31/2024
- Options: 81,842 (Class A); 146,936 (Class C) .
- RSUs: 3,333 (Class A); 3,333 (Class C) .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Public company directorships | — | None disclosed | No public boards listed for Cole beyond LBTYA . |
| Glow Services Corp. | Private | Executive Chairman | No related‑party transactions disclosed with Liberty Global . |
| My Views Media Inc | Private | Director | No related‑party transactions disclosed with Liberty Global . |
| Digital Audience Data Ltd | Private | Executive Director | No related‑party transactions disclosed with Liberty Global . |
Expertise & Qualifications
- 25+ years in telecom/media, with particular depth in mobile; senior operating roles (Asurion), strategy consulting leadership (CSMG Adventis), and current leadership in FinTech/InsurTech platforms (Glow). Brings marketing, product, and capital structure insights for M&A and portfolio strategy .
Equity Ownership
| Security | Beneficial Ownership (as of Mar 27, 2025) | Notes |
|---|---|---|
| Liberty Global Class A | 87,982 shares (includes 3,333 RSUs; 68,770 options/SARs exercisable within 60 days; 32 shares held by minor daughter) | |
| Liberty Global Class B | — | None |
| Liberty Global Class C | 171,081 shares (includes 3,333 RSUs; 131,144 options/SARs exercisable within 60 days) | |
| Pledged Shares | None disclosed for Cole | Company allows pledging with pre‑clearance; short sales prohibited; hedging requires pre‑clearance . |
Governance Assessment
- Strengths
- Independent director with relevant mobile/telecom and go‑to‑market expertise; serves on compensation and nominating/governance committees, supporting pay design and board refreshment .
- 2024 attendance at/above 75% along with peers; board held six meetings and two independent executive sessions, indicating active oversight .
- Director equity grants (mix of options/RSUs) align compensation with shareholder outcomes; standard vesting and 10‑year option term; no special chair retainers for Cole .
- Potential Risks/Flags to Monitor
- Section 16(a) reporting: Cole filed two amended Forms 4 for transfers under a domestic relations order that were not reported initially; while administrative, it’s a minor compliance blemish to monitor .
- Company policy permits pledging (with pre‑clearance) and does not broadly prohibit hedging transactions (pre‑clearance required), which some investors view as an alignment risk; no pledges disclosed for Cole .
- Multi‑class structure concentrates voting power (e.g., substantial voting influence by John C. Malone), which can limit minority shareholder impact on governance; independent committees and recusal policies are in place for conflicts .
Compensation Committee process and independence: The Compensation Committee (of which Cole is a member) uses independent advisors (The Croner Company in 2024), reviews risk in pay programs annually, and issues a committee report; the committee is composed of independent directors .
Related‑party/Interlocks: Company disclosed several related‑party frameworks (e.g., Sunrise spin-off agreements; Formula E stake purchases with directors recusing where appropriate). No related‑party transactions were disclosed as involving Cole .