0001418819☐00014188192024-08-212024-08-21

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________
FORM 8-K
_____________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 16, 2024
_____________________________________________
Iridium Communications Inc.
(Exact name of registrant as specified in its charter)
_____________________________________________
Delaware001-3396326-1344998
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(I.R.S. Employer
Identification No.)

1750 Tysons Boulevard
Suite 1400
McLean, VA 22102
(Address of principal executive offices)

703-287-7400
(Registrant’s telephone number, including area code)
_____________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)		Name of each exchange
on which registered
Common Stock, $0.001 par valueIRDMThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 16, 2024, Thomas J. Fitzpatrick, Chief Financial Officer (principal financial officer) of Iridium Communications Inc. (the “Company”), notified the board of directors of the Company (the “Board”) of his decision to retire from his positions with the Company, with such retirement to be effective at the close of business on December 31, 2024.

Following his retirement, Mr. Fitzpatrick will continue to serve on the Board. Starting in the first quarter of 2025, Mr. Fitzpatrick will receive the same compensation as the other non-employee members of the Board under the Company’s Non-Employee Director Compensation Plan as in effect from time to time, the current version of which was filed as Exhibit 10.23 to the Company’s Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024.

Also on August 16, 2024, Bryan J. Hartin, Executive Vice President, Sales and Marketing of the Company, notified the Board of his decision to retire from his position with the Company, with such retirement to be effective at the close of business on December 31, 2024.

On August 21, 2024, the Company announced the appointment of Vincent O’Neill, 58, as its Chief Financial Officer, effective January 1, 2025. Mr. O’Neill will serve as the Company’s principal financial officer. There is no arrangement or understanding between Mr. O’Neill and any other person pursuant to which he was selected as an executive officer of the Company.

Since April 2024, Mr. O’Neill has served as Senior Vice President, Finance of Iridium Satellite LLC, the Company’s principal operating subsidiary. From 2014 to April 2024, Mr. O’Neill served as Vice President, Financial Planning & Analysis of Iridium Satellite. In these positions, Mr. O’Neill led the Company’s annual budgeting, long-range financial planning, strategic transactions and financing transactions functions. Prior to joining Iridium, Mr. O’Neill was chief financial officer of Mobilitie, a wireless infrastructure company, and previously spent ten years at Nextel Sprint in a variety of senior finance roles. Mr. O’Neill is a Chartered Management Accountant and holds an Accounting and Finance Diploma from Technological University Shannon, Ireland.

Mr. O’Neill’s compensation as Chief Financial Officer will be determined prior to the effective date of his appointment. The Company will file an amendment to this report to provide such information within four business days after the information is determined.

Item 7.01. Regulation FD Disclosure.

On August 21, 2024, the Company announced the appointment of Timothy Last, 57, as the new Executive Vice President, Sales and Marketing, to be effective January 1, 2025. Mr. Last currently serves as Senior Vice President, Sales, Product Management and Customer Care with responsibility for the Company’s product portfolio, global customer integration and support and for commercial sales in the Americas region. He previously served as Vice President and General Manager, Americas. Last joined Iridium in 2012 and has held roles of increasing responsibility within the sales and marketing organization. Prior to working at Iridium, Last held business development roles at ORBCOMM, Inc. and BT Group. Last holds an MSc in Telecommunications Business from University College London, England.

The Company issued a press release announcing the executive changes set forth above on August 21, 2024. The text of the press release is included as Exhibit 99.1 to this Form 8-K. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be filed.

Also on August 21, 2024, the Company announced that its board of directors had declared a cash dividend on its common stock of $0.14 per share. The dividend is payable on September 30, 2024, to stockholders of record as of September 13, 2024.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit NumberDescription
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).*
*    Submitted electronically with this Report in accordance with the provisions of Regulation S-T




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


                                 IRIDIUM COMMUNICATIONS INC.

Date: August 21, 2024                     By:    /s/ Kathleen A. Morgan
                                 Name:     Kathleen A. Morgan
                                 Title:     Chief Legal Officer


image_0.jpg
Press Contact:
Jordan Hassin
Iridium Communications Inc.
+1 (703) 287-7421
jordan.hassin@iridium.com

Investor Contact:
Kenneth Levy    
Iridium Communications Inc.
+1 (703) 287-7570
ken.levy@iridium.com


Iridium Announces Executive Retirements; Names Vincent O’Neill as new Chief Financial Officer and Timothy Last as new Executive Vice President, Sales and Marketing, each effective January 1, 2025

MCLEAN, Va. – August 21, 2024 – Iridium Communications Inc. (Nasdaq:IRDM) today announced that Thomas J. Fitzpatrick, 66, the Company’s Chief Financial Officer (CFO) and Chief Administrative Officer and Bryan J. Hartin, 60, Executive Vice President, Sales and Marketing, plan to retire at year-end. Mr. Fitzpatrick will continue to serve on the Company’s Board of Directors after his retirement as CFO. The Company named Vincent O’Neill as its new Chief Financial Officer and Timothy Last as the new Executive Vice President, Sales and Marketing, each to be effective January 1, 2025.

Vincent O’Neill currently serves as Senior Vice President, Finance with responsibility for treasury, strategic and operational financial planning and execution. He joined Iridium in 2014 as its Vice President of Financial Planning & Analysis. Prior to joining Iridium, O’Neill was CFO of Mobilitie, a wireless infrastructure company, and previously spent 10 years at Nextel Sprint in a variety of senior finance roles. Prior to Nextel Sprint, he worked for Celnet, a Mobile Wireless Operator in the UK (now Telefonica). O’Neill is a Chartered Management Accountant and holds an Accounting and Finance Diploma from Technological University Shannon, Ireland.

Tim Last currently serves as Senior Vice President, Sales, Product Management and Customer Care with responsibility for the Company’s product portfolio, global customer integration and support for commercial sales in the Americas region. He previously served as Vice President and General Manager, Americas. Last joined Iridium in 2012 and has held roles of increasing responsibility within the sales and marketing organization. Prior to working at Iridium, Last held business development roles at ORBCOMM, Inc. And BT Group. Last holds and MSc in Telecommunications Business from University College London, England.



timlasta.jpg vinceoneilla.jpg
Pictured from left: Iridium executives Tim Last and Vince O’Neill

Commenting on these changes, Iridium CEO Matt Desch shared, “I’m expecting a seamless leadership transition with the appointment of Vince and Tim to the executive team. It is a credit to both Tom Fitzpatrick and Bryan Hartin that they have developed leaders on their teams with the experience and vision to successfully succeed them. Both Vince and Tim have extensive experience working with Iridium’s partners, employees and investors and will continue the success of their predecessors.”

Speaking specifically to the retirements, Desch continued, “Tom has led Iridium through obtaining export credit financing of the largest-ever satellite constellation refresh, multiple capital market offerings and a strong credit facility with attractive terms, while leading the financial transformation of a company which, by the time of his retirement, is expected to have returned approximately $1.0 billion to shareholders over the previous three years. We are also very fortunate that he will continue to provide strategic leadership and his experience as a continued member of our Board.” As to Hartin, Desch commented, “Iridium is defined by its products and its partners. Bryan has successfully overseen the expansion of our commercial business as service revenues grew by 126% since he joined and subscribers almost quadrupled while he led our partner ecosystem growth to over 500 companies.”

During his 14 years as the Company’s CFO and 11 years as a member of its Board of Directors, Fitzpatrick led the Company’s finance and administrative functions through the development and launch of the Iridium NEXT campaign and its subsequent financial transformation, leading share buybacks and the initiation of a quarterly dividend. “Iridium has been the highlight of my 45-year career. It has been a privilege to play a part in the success of this unique, essential organization. I thank Matt and the Iridium Board for their consistent support during my time at the company,” said Fitzpatrick. “I am delighted to remain involved in Iridium’s strategic direction through my service on the Board. I look forward to continuing to work on our important mission in this role.”

Over his 12 years leading Sales and Marketing, Hartin led the growth that has driven subscribers to over 2.3 million users on the Iridium® network. In addition, he worked tirelessly to lead important safety certifications for Iridium, including for the Global Maritime Distress and Safety System


(GMDSS), that allow mariners and explorers around the world to remain connected anywhere. “It’s been an honor to be a member of the Iridium family for the past 12 years. I am very proud of the team we built that has driven Iridium’s consistent track record of growth and success. I particularly want to thank Matt for all the guidance and support he’s provided me throughout my Iridium career, as well as Iridium’s Board of Directors. I have cherished my Iridium experience, especially the relationships I’ve developed both internally and externally around the world.”

About Iridium Communications Inc.
Iridium® is the only mobile voice and data satellite communications network that spans the entire globe. Iridium enables connections between people, organizations, and assets to and from anywhere, in real time. Together with its ecosystem of partner companies, Iridium delivers an innovative and rich portfolio of reliable solutions for markets that require truly global communications. In 2024, Iridium acquired Satelles, Inc. and announced the Iridium Satellite Time and Location service. Iridium Communications Inc. is headquartered in McLean, Va., U.S.A., and its common stock trades on the Nasdaq Global Select Market under the ticker symbol IRDM. For more information about Iridium products, services, and partner solutions, visit www.iridium.com.


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Aug. 21, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Aug. 16, 2024
Entity Registrant Name Iridium Communications Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-33963
Entity Tax Identification Number 26-1344998
Entity Address, Address Line One 1750 Tysons Boulevard
Entity Address, Address Line Two Suite 1400
Entity Address, City or Town McLean
Entity Address, State or Province VA
Entity Address, Postal Zip Code 22102
City Area Code 703
Local Phone Number 287-7400
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Soliciting Material false
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol IRDM
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001418819
Amendment Flag false
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