Scott Bruce
About Scott G. Bruce
Scott G. Bruce, age 63, has served as an independent director of Uniti Group Inc. since June 29, 2016. He is President (since Feb 2020) and Chief Executive Officer (since Feb 2023) of Radius Global Infrastructure, Inc., with prior roles spanning investment, legal, and operating leadership in telecom infrastructure; his credentials include an A.B. (Colgate), M.S. in Accounting (NYU Stern), and J.D. (Villanova) . The Board has affirmatively determined Mr. Bruce to be independent under Nasdaq and SEC rules, and he attended at least 75% of Board and applicable committee meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Associated Partners, LP | Managing Director | 2006–(prior to Radius CEO; exact end not stated) | Private investment partnership in wireless; strategic, investment oversight |
| Liberty Associated Partners, LP | Managing Director & General Counsel | Predecessor investment vehicle (dates not specified) | Legal and investment leadership |
| Associated Group, Inc. | General Counsel & Secretary | 1994–2000 | Led legal functions until sale to AT&T/Liberty Media |
| Associated Communications Corporation | Vice President & General Counsel | 1992–1994 | Legal leadership until sale of cellular businesses to SBC/AT&T |
| Wolf, Block, Schorr & Solis-Cohen | Corporate Lawyer | 1987–1992 | Corporate law practice |
| Touche Ross & Co. (predecessor to Deloitte) | Auditor | 1983–1985 | Public accounting experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Radius Global Infrastructure, Inc. | President | Feb 2020–present | Aggregates rental streams underlying wireless sites |
| Radius Global Infrastructure, Inc. | Chief Executive Officer | Feb 2023–present | CEO responsibilities added |
| Various private companies | Board memberships (prior) | Not specified | Held board seats tied to Associated responsibilities |
Board Governance
- Committee assignments: Mr. Bruce serves on all three standing committees; he is Chair of the Compensation Committee and a member of the Audit and Governance Committees .
- Audit committee financial expert: The Board determined each current Audit Committee member, including Mr. Bruce, is an “audit committee financial expert” under SEC rules .
- Independence: All directors except the CEO (Gunderman) are independent; no relationships were found that impair independence .
- Attendance and engagement: The Board met eight times in 2024 (plus three unanimous written consents); all directors attended ≥75% of Board and committee meetings, and all attended the 2024 annual meeting; executive sessions of independent directors occurred at the end of each regular Board meeting in 2024 .
- Committee meeting cadence: Audit, Compensation, and Governance Committees each held four meetings in fiscal 2024 .
Committee Roles Summary (Bruce)
| Committee | Role | Meetings in 2024 | Notes |
|---|---|---|---|
| Compensation | Chair | 4 | Signed Compensation Committee Report as Chair |
| Audit | Member | 4 | Committee reviews related-party transactions; financial expert |
| Governance | Member | 4 | Chair expected to be Mr. Frantz after Annual Meeting (committee composition otherwise independent) |
Fixed Compensation
Non-Employee Director Compensation Program (structure)
| Element | Amount | Vesting | Notes |
|---|---|---|---|
| Annual cash retainer (director) | $100,000 | N/A | Standard cash retainer |
| One-time at-election restricted stock grant | $100,000 | Vests ratably over 4 years | Granted upon election |
| Annual restricted stock grant (director) | $150,000 | 1-year vesting | Time-based restricted stock |
| Chair of Board – additional cash retainer | $150,000 | N/A | For Chairman (Frantz) |
| Committee Chair RS grants | Audit $25,000; Compensation $20,000; Governance $15,000 | 1-year vesting | Time-based RS for chairs |
| Committee Member RS grants (non-chair) | Audit $12,500; Compensation $10,000; Governance $7,500 | 1-year vesting | Time-based RS for members |
Scott G. Bruce – 2024 Director Compensation
| Component | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $100,000 |
| Stock Awards (grant-date fair value) | $205,680 |
| Total | $305,680 |
| Unvested restricted stock held (12/31/2024) | 36,468 shares |
The company prohibits hedging and unapproved pledging; directors are subject to a closed trading window and pre-clearance requirements under the insider trading policy .
Performance Compensation
| Equity Award Type | Performance Metrics | Vesting | Notes |
|---|---|---|---|
| Director restricted stock | None (time-based) | One-time grant over 4 years; annual grants 1-year vesting | No performance metrics are tied to director equity awards under the disclosed program |
Other Directorships & Interlocks
- Current public company directorships: None disclosed for Mr. Bruce; he serves as President and CEO of Radius Global Infrastructure, Inc. (executive role) .
- Compensation Committee interlocks: No member of the Compensation Committee had relationships requiring disclosure; no reciprocal interlocks involving Uniti executives and other companies’ compensation committees in 2024 .
Expertise & Qualifications
- Deep telecom infrastructure and communications industry experience across operating, investment, and legal roles; prior auditor and corporate law background .
- Audit Committee financial expertise designation by the Board .
- Board notes his ability to assist in navigating sector-specific challenges in which Uniti competes .
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (shares) | 212,334; less than 1% of outstanding (245,454,337) |
| Director stock ownership guideline | $500,000 value; guideline share amount for Bruce: 153,374 shares (based on $3.26 closing price at 2024 annual meeting) |
| Shares “owned” under guidelines (excludes options/unvested) | 177,914 shares |
| Guideline compliance | Meets/exceeds guideline as of March 21, 2025 |
| Unvested restricted stock | 36,468 shares (as of 12/31/2024) |
| Hedging/pledging | Hedging prohibited; unapproved pledging prohibited |
| Related-party transactions | None requiring disclosure in the Proxy Statement |
Governance Assessment
- Strengths: Independent director; Chair of the Compensation Committee; designated audit committee financial expert; robust attendance and regular executive sessions; director ownership guidelines met; hedging and unapproved pledging prohibited; no related-party transactions disclosed; strong 2024 say-on-pay support (93% votes in favor) .
- Potential conflicts: Mr. Bruce is CEO of Radius Global Infrastructure, a telecom infrastructure business; however, the Board determined him independent and the Audit Committee oversees and must approve any related-party transactions—none were disclosed for 2024/2025, mitigating conflict risk .
- Committee effectiveness: Compensation Committee retains an independent consultant (Pearl Meyer), engages in peer benchmarking for REITs/telecom, and maintains clawback and double-trigger provisions for executive equity (policy rigor reflects governance focus) .
RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, or attendance shortfalls; no delinquent Section 16 reports noted beyond large holders disclosures .