Array Digital Infrastructure, Inc. ($AD)

Good morning, ladies and gentlemen. Welcome to the 2026 Annual Meeting of Shareholders of Array Digital Infrastructure Inc. I am Walter Carlson, Director and Chair of the company, and I will be chairing this meeting. At this time, I call the meeting to order, and I would like to thank everyone present and on the webcast for participating in this meeting. It is now 8:30 a.m. on May 19, 2026, and the polls are open for voting on the matters before this annual meeting as set forth in the notice of annual meeting and proxy statement and on the agenda for this meeting. The rules of conduct that we will follow for the meeting are set forth on the reverse side of the agenda. If you do not have a copy of the agenda and rules of conduct and would like a copy, please raise your hand and one will be brought to you. I would like to take this opportunity to introduce the other directors of the company who are present. When I call your name, would you please rise? Anthony J. M. Carlson, Director and President and Chief Executive Officer of the company; LeRoy T. Carlson, Jr., Director of the company and Vice Chair of Telephone and Data Systems, Inc.; Kenneth Dixon, Director and President and Chief Executive Officer of TDS Telecommunications Inc.; Harry J. Harczak Jr., Director of the company, Managing Director of Sawdust Capital and former Executive Vice President of CDW Corporation; Esteban C. Iriarte, Director of the company and former Executive Vice President and Chief Operating Officer of Millicom International Cellular, S.A.; Vicki L. Villacrez, Director of the company and Executive Vice President, Chief Financial Officer and Treasurer of Array; Xavier D. Williams, Director of the Company and CEO of Network Wireless Solutions. In addition to those individuals, we have in front of us today, Joe Hanley, who is Senior Vice President at TDS. And Joe served ably on the Board of Array from August 1 of last year until this morning. And Joe, thank you for your service, and we're delighted that you're here with us today. And we're delighted that we're passing the baton to the next person I'm going to introduce. And so I'd like to introduce a director nominee who is standing for election for the first time at today's meeting: John Toomey, Assistant Treasurer of Array and Treasurer and Vice President, Corporate Relations of TDS. We look forward to John's service on the Board. Additionally, I would like to introduce the other officers of the company who are present today: Elsa B. Ansani, Vice President and Corporate Secretary; John P. Kelsh, General Counsel and Assistant Secretary; AnneMarie Kreitzer, Senior Vice President and Chief Human Resources Officer; Anita J. Kroll is with us online, so she's not here in person, but she gets an introduction, Chief Accounting Officer; and then Marcy M. Morgan, Finance Officer of Array. We welcome all of you for being here this morning. PricewaterhouseCoopers, our independent registered public accountant, is also in attendance. Sean Goldfarb of PricewaterhouseCoopers has advised me that they have no formal statement to make and will be available to answer any appropriate questions during the Q&A portion at the end of the meeting. We will now proceed with the matters on the agenda. To act as inspectors of election, I have appointed Julie Mathews of Telephone and Data Systems, Inc. and Douglas Ives of Computershare Trust Company, our independent transfer agent and registrar. Will the holders of any undelivered proxies, please hold them up so that they may be picked up by the inspectors of election at this time. Seeing no people who need a ballot, but if you are voting by ballot, please raise your hand so that our inspectors of election can see you. Seeing none, we will proceed. All matters scheduled for business at this meeting will be introduced by the Chair. If any shareholder with a proper purpose would like to address the business at hand, I would ask you to raise your hand and address the chair, identifying yourself and disclosing the nature of your business. Shareholders will also have an opportunity following the formal part of the meeting and the management presentation to ask questions they may have. In the interest of time, we will dispense with the reading of the notice of the meeting and the affidavit of mailing of the notice. We will also dispense with the reading of the minutes of the Annual Meeting of Shareholders held on October 9, 2025. The Secretary has copies of these documents if any shareholder would like to examine them after the meeting. The Board of Directors has set [ May 23, 2026 ] as the record date for this shareholder meeting. By order of the Board of Directors of the company, management of the company distributed a notice of annual meeting and proxy statement to shareholders of the company on April 7, 2026, and the company solicited proxies from the shareholders for this meeting. The inspectors tabulated the proxies received before the meeting and advised me of the voting results immediately prior to the commencement of this meeting. Virtually all votes are received through proxies and the voting results with respect to all matters are generally known before the meeting starts. Accordingly, the inspectors of election have been instructed to advise me prior to the announcement of such results only in the event that there are any changes in outcome considering any votes delivered, changed or revoked after the commencement of the meeting and prior to the closing of the polls for voting. I have been advised that the inspectors of election have confirmed that a majority of the voting power of the company's issued and outstanding shares and of each class is represented at today's meeting, that a quorum is present and the formal business of the meeting may proceed. Since the company was not notified in advance of the intention of any shareholder to nominate a director or to present a motion at this annual meeting in accordance with the bylaws, the only matters which may properly come before the meeting involving a vote of shareholders are those which were set forth in the notice of annual meeting and proxy statement. The 4 proposals in the notice of annual meeting and proxy statement are: One, election of directors; two, ratification of auditors; three, approval of amendment to the company's restated certificate of incorporation to allow for exculpation of officers; and four, advisory vote on executive compensation. The first item of business is the election of directors nominated by the Board of Directors. As indicated in the notice of annual meeting and proxy statement dated April 7, 3 directors will be elected by the holders of common shares and 6 directors will be elected by Telephone and Data Systems, Inc. as the sole holder of Series A common shares. The Board of Directors has nominated Harry J. Harzack Jr., Esteban C. Iriarte and Xavier D. Williams for election as directors by the holders of common shares. The election of the directors by the holders of common shares requires the affirmative vote of at least a plurality of the votes cast by the holders of common shares present in person or represented by proxy and entitled to vote with respect to such directors. The Board of Directors has also nominated Anthony Carlson, LeRoy T. Carlson, Jr., Walter Carlson, Ken Dixon, John Toomey and Vicki Villacrez for election as directors by the holders of Series A common shares. The election of the directors by the holder of Series A common shares requires the affirmative vote of at least a plurality of the votes cast by the Series A common shares present in person or represented by proxy and entitled to vote with respect to such directors. The Board of Directors unanimously recommends a vote for each of the nominees for election as directors. The second item of business is the proposal to ratify the selection of PricewaterhouseCoopers LLP as the company's independent registered public accountants for 2026. This proposal will be voted on by the Series A common shares and common shares voting as a group, present in person or represented by proxy at this meeting. This proposal will be approved if it receives the affirmative vote of a majority of the votes cast by such persons. Board of Directors unanimously recommends a vote for this proposal. The third item of business is the proposal to approve an amendment to the company's restated certificate of incorporation to allow for exculpation of officers. This proposal will be approved if it receives the affirmative vote of the holders of a majority of the voting power of all of the outstanding shares of stock entitled to vote on this proposal. The Board of Directors unanimously recommends a vote for this proposal. The fourth item of business is a proposal to approve on an advisory basis, the compensation of our named executive officers. This item of business was proposed by the Board of Directors pursuant to the requirements of the SEC. This proposal will be voted on by the holders of Series A common shares and common shares voting as one group present in person or represented by proxy at this meeting. This proposal will be approved if it receives the affirmative vote of a majority of the votes cast by such persons. And the Board of Directors unanimously recommends a vote for this proposal. If you have not yet completed delivery of your proxies or ballots, please do so now since we will be closing the polls for voting at this time. It is now 8:40 a.m. on May 19, 2026, and the polls are closed for voting. Since the inspectors have not informed me of any changes in outcome on any of the proposals, we will proceed with the announcement of the voting results. With respect to the election of directors, each of them received at least a plurality of the votes of the class of stock voting for such director. Accordingly, each of such persons has been elected as a director of Array Digital Infrastructure, Inc. for a term expiring at the 2027 Annual Meeting of Shareholders or until his or her successor shall have been elected and qualified. The proposal to ratify the selection of PricewaterhouseCoopers LLP as independent registered public accountants for 2026 has received the affirmative vote of holders of a substantial majority of the combined voting power of the Series A common shares and common shares entitled to vote on this matter and present in person or represented by proxy at this annual meeting. This proposal is therefore also approved. The proposal to approve an amendment to the company's restated certificate of incorporation to allow for exculpation of officers has received the affirmative vote of holders of a substantial majority of the combined voting power of the outstanding shares of Series A common shares and common shares. This proposal is therefore also approved. The proposal to approve on an advisory basis, the compensation of our named executive officers has received the affirmative vote of holders of a substantial majority of the combined voting power of the Series A common shares and common shares entitled to vote on this matter and present in person or represented by proxy at this annual meeting. This proposal is therefore also approved. The inspectors will tally any additional votes received after the commencement of this meeting and prior to the closing of the polls and furnish a written report of the final vote count with respect to the matters voted on today, which will be included in the minutes of the meeting. These voting results will be reported on a Form 8-K that will be filed within 4 business days of today. Since there is no further business to come before this meeting, the meeting is adjourned. I would now like to ask Anthony Carlson, President and CEO of Array, to provide a brief business update. After that, we will open the floor for any questions that you may have. With respect to the recent proposal for TDS to acquire all of the outstanding common shares of Array that are not currently owned by TDS, we are not going to comment further on or take questions regarding the proposal on today's call. In addition, after we have concluded here today, John Toomey, TDS' Treasurer and Vice President of Corporate Relations, will be available if you would like to discuss other matters of interest or if you have further questions. Anthony?

Thank you, Walter. Good morning, and thank you for joining us today. I am honored to be here presenting at Array's 2026 Annual Meeting of Shareholders. A copy of the slide presentation can be found on our website. The information set forth in this presentation contains statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties. Please review the safe harbor paragraphs in our press releases and the extended version included in our SEC filings. As you can see, Array's business portfolio has 3 significant yet distinct drivers of value. First, we own a portfolio of more than 4,400 towers across the United States. These towers originally constructed to support U.S. Cellular's wireless network are primarily located in suburban and rural areas. Notably, about 1/3 of our towers have no competing site within a 2-mile radius, making them especially valuable as carriers expand 5G and other advanced technologies to meet increasing mobile data demand. Second, we continue to hold wireless spectrum, principally C-band. This is a valuable asset with an existing ecosystem for deploying 5G that we are opportunistically seeking to monetize. And lastly, we have minority interests in a number of primarily wireless partnerships referred to in our financials as noncontrolling investment interest. These are passive investments that have historically generated substantial income and cash distributions. Since launching operations and rebranding in August 2025, Array remains laser-focused on optimizing its tower portfolio. Application volumes remain robust and coupled with our existing pipeline, will drive additional revenue growth in 2026 and beyond. With Array no longer operating as a wireless carrier, we continue to pursue value-maximizing opportunities to monetize our remaining wireless spectrum. To date, we have reached agreements for 70% of our total spectrum holdings. And with proceeds from spectrum sales and a solid balance sheet, Array has also returned value to its shareholders through 2 special dividends. As you can see, our 2026 strategic priorities are designed to realize the value in our business. We remain focused on executing our strategy with discipline, including growing colocation revenue, ensuring seamless implementation of the T-Mobile MLA, conducting rigorous cost structure reviews, including ground lease optimization and continuing to identify opportunities to monetize our remaining spectrum holdings. In closing, I want to thank the entire Array team for their dedication to building a successful new tower company. I also want to thank our shareholders for their ongoing support as we continue to optimize and grow Array. I'm excited about the opportunities ahead. Are there any questions from the audience here? Seeing none, I will thank all of you and turn it back over to Walter.

Anthony, thank you, and thank you for leading the business. This concludes our presentation and question period. Again, thank you for attending, and we look forward to seeing you next year with more news to report. Have a great day, everybody.