Array Digital Infrastructure (AD) Proxy Filing summary

Executive summary

• 2025 marked a transformation from a wireless carrier to a tower company, including a $4.3 billion sale of wireless operations and spectrum assets to T-Mobile and a special $23/share dividend.

• Array is now the fifth largest U.S. tower company, focusing on rural towers, spectrum monetization, and lean operations with 60 associates.

• Leadership transitioned to Anthony J. M. Carlson as President and CEO in November 2025.

Voting matters and shareholder proposals

• Shareholders will vote to elect directors, ratify PwC as auditor for 2026, approve a charter amendment for officer exculpation, and provide a say-on-pay advisory vote.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 8, 2026.

Board of directors and corporate governance

• Board consists of nine members: three elected by Common Shares, six by Series A Common Shares held by TDS.

• Chair and CEO roles are separated; annual board self-assessment is conducted.

• Audit Committee is fully independent; no independent compensation or nominating committee due to controlled company status.

• Corporate governance guidelines and codes of conduct are in place; annual say-on-pay vote held.