Harold Zeitz
About Harold Zeitz
Harold Zeitz (age 61) is the Chief Executive Officer of Ziply Fiber and has been nominated for election as an independent director to Uniti’s Board at the May 29, 2025 Annual Meeting. He holds a BA in Economics from Northwestern University and an MBA from Stanford Graduate School of Business, with a career spanning senior operating roles across broadband, telecom, wireless, gaming and web services. His core credentials are operating leadership, broadband/fiber execution, and customer-experience centric growth in infrastructure-facing communications businesses .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ziply Fiber | Chief Executive Officer | May 2020–present | CEO of a leading fiber internet provider in the Pacific Northwest; deep industry operating experience |
| Wave Broadband | President & Chief Operating Officer | Not disclosed | Senior operating leadership at a regional broadband data company (WA, OR, CA) |
| Classmates; IGT; RealNetworks; Sharebuilder; AT&T Wireless; McCaw Cellular | Various executive/leadership roles | Not disclosed | Broad functional and industry experience across telecom, wireless, web services and consumer tech/financial services |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Race Communications | Board Member | Not disclosed | Private company board role in communications; potential industry network relevance |
| Horizon House | Board Trustee | Not disclosed | Non-profit governance experience |
Board Governance
- Independence and nomination status: Zeitz is nominated as an independent director for election at the 2025 Annual Meeting . The Board has determined all nominees other than the CEO are independent under Nasdaq and SEC standards .
- Committee framework: Uniti maintains Audit, Compensation, and Governance committees, each composed entirely of independent directors; in 2024 each committee met four times, and current practice has all independent directors serving on all three committees (committee chair changes expected post-Annual Meeting) .
- Board activity and attendance: The Board met eight times in 2024, with all then-serving directors attending at least 75% of Board and committee meetings; independent directors hold executive sessions generally at the end of each regular Board meeting .
- Leadership and shareholder-friendly policies: Independent Chairman; majority voting with resignation policy; no poison pill; prohibitions on hedging and unapproved pledging; robust director/executive stock ownership guidelines .
- Say-on-pay context: 93% support for executive compensation at the 2024 annual meeting—constructive shareholder environment for governance oversight .
Fixed Compensation (Non-Employee Director Program – what would apply if elected)
| Component | Amount/Structure | Vesting/Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Cash retainer for non-employee directors |
| At-election restricted stock grant | $100,000 | Vests ratably over four years |
| Annual restricted stock grant | $150,000 | One-year vest |
| Additional Chair of Board cash retainer | $150,000 | Annual cash, for Board Chair only |
| Committee Chair equity (Audit/Comp/Gov) | $25,000 / $20,000 / $15,000 | Annual restricted stock, one-year vest |
| Committee member equity (Audit/Comp/Gov) | $12,500 / $10,000 / $7,500 | Annual restricted stock, one-year vest |
Notes: Director equity grants are time-based restricted stock; equity grant sizes are converted to shares using the 20-trading-day average closing price pre-grant .
Performance Compensation (Directors)
| Instrument | Performance Metrics | Payout Curve | Vesting |
|---|---|---|---|
| Restricted Stock (Directors) | None (time-based only) | N/A | As noted: four-year ratable at-election grant; one-year annual grant; committee awards one-year |
Uniti does not disclose performance-conditioned equity for non-employee directors; instruments are time-vested restricted stock with the vesting schedules above .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed for Zeitz in Uniti’s 2025 Proxy/nomination materials |
| Private/Non-profit boards | Race Communications (Board Member); Horizon House (Trustee) |
| Compensation committee interlocks | Company states no Compensation Committee interlocks/insider participation requiring disclosure for 2024; not specific to Zeitz (pre-Board) |
Expertise & Qualifications
- Telecom/fiber operating leadership: CEO of Ziply Fiber; ex-President & COO of Wave Broadband; prior senior roles at AT&T Wireless/McCaw, RealNetworks, IGT, Sharebuilder, Classmates—directly relevant to Uniti’s fiber infrastructure platform .
- Strategy and M&A: History of growth and operational scale-up at broadband operators; experience across adjacent technology and services sectors .
- Education: BA in Economics (Northwestern); MBA (Stanford GSB) .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % Outstanding | Notes |
|---|---|---|---|
| Harold Zeitz | — (none reported) | * (<1%) | As of March 21, 2025 record date in the Security Ownership table |
Alignment mechanisms applicable to directors:
- Stock ownership guideline: Directors must maintain beneficial ownership of Uniti common stock valued at $500,000; five-year transition from initial election, with 100% net shares from vesting retained until guideline met .
- Hedging/pledging: Hedging is prohibited; pledging requires pre-approval (unapproved pledging prohibited) .
Governance Assessment
Strengths
- Independent nominee with deep, directly relevant fiber/telecom operating experience—adds sector expertise to oversight of Uniti’s fiber growth strategy .
- Board structure and policies are stockholder-aligned: independent Chair, majority voting with resignation policy, robust ownership guidelines, hedging/pledging restrictions, and a clawback policy (for executives) .
- Healthy shareholder context: 93% say-on-pay support in 2024 indicates broad investor alignment with compensation/governance frameworks .
Watch items / potential conflicts
- External role overlap: Zeitz is CEO of Ziply Fiber; while no related-party transactions are disclosed in the nomination materials, any Uniti–Ziply commercial arrangements would merit Audit Committee review under the Company’s related-party oversight procedures .
- Committee workload model: Current practice places all independent directors on all three committees—effective but time-intensive; monitoring attendance/engagement will be important for a new director with significant external executive duties .
- Ownership alignment: As of the 2025 record date, Zeitz had no reported Uniti share ownership; he will be subject to the $500,000 director stock ownership guideline over a five-year phase-in and must retain net shares until compliant .
No director-specific compensation anomalies, tax gross-ups, or hedging/pledging exceptions are disclosed for directors; director compensation is a mix of cash and time-vested equity with clear vesting schedules .