Array Digital Infrastructure, Inc. Announces Approval of 2026 Annual Incentive Plan for Executives and Associates
Chicago, IL – Array Digital Infrastructure, Inc. (NYSE: USM; formerly United States Cellular Corp) has filed a Form 8-K with the Securities and Exchange Commission, announcing the approval and implementation of the Array 2026 Annual Incentive Plan (“2026 Plan”) effective January 1, 2026. This plan will impact all associates, including named executive officers, and may carry implications for shareholders as it aligns compensation with company and individual performance in the coming year.
Key Highlights of the 2026 Annual Incentive Plan:
- Purpose: The 2026 Plan is designed to motivate and reward Array associates for performance that advances the company’s business goals. It ties incentive awards directly to both financial and non-financial measures, supporting Array’s strategic direction.
- Scope: The plan covers all Array associates, including the President and CEO. Notably, the Chair of the Company does not participate in the plan.
- Approval: The plan was approved as of March 22, 2026, by both the Chair and the President and CEO of Array.
Performance Components and Weightings
The plan consists of two primary performance components for officers:
- Company Performance (80% weighting): This component is measured against three financial metrics:
- Adjusted Revenue (40%)
- Adjusted OIBDA (40%)
- New Cash Site Rental Revenue (20%)
- Individual Performance (20% weighting): Based on each associate’s annual performance evaluation.
For non-officer associates, Company Performance and Individual Performance are weighted 40% and 60%, respectively.
Company Performance Metrics – Details and Definitions
| Metric |
Weight |
Minimum |
Target |
Maximum |
| Adjusted Revenue |
40% |
90% |
100% |
110% |
| Adjusted OIBDA |
40% |
85% |
100% |
115% |
| New Cash Site Rental Revenue |
20% |
50% |
100% |
150% |
- Definitions:
- Adjusted Revenue: Operating revenue excluding TMUS MLA Interim Site revenue and Dish revenue.
- Adjusted OIBDA: Adjusted earnings before interest, taxes, depreciation, amortization and accretion, excluding equity in earnings of unconsolidated entities, interest and dividend income, certain revenues, corporate assessments, bonus and PSU expense, strategic alternatives review costs, and legal costs relating to legacy UScellular matters (excluding “Tower” classified costs).
- New Cash Site Rental Revenue: All 2026 revenue from new colocation licenses and amendment licenses commencing in 2026, excluding service revenue and straight-line adjustments.
Payouts are determined by the level of achievement against each metric, with no payout if minimum thresholds are not met. Interpolation is used for performance between minimum and maximum levels.
Individual Performance Payouts
| Performance Rating |
Payout Range (% of Target) |
| Far Exceeds Expectations (FE) |
140% – 160% |
| Exceeds Expectations (EE) |
115% – 135% |
| Meets Expectations (ME) |
90% – 110% |
| Partially Meets Expectations (PM) |
0% – 50% |
| Fails to Meet Expectations (FM) |
0% (unless approved by CEO/Chair) |
Associates must be hired by September 30th of the plan year to be eligible. Those who “fail to meet expectations” are generally not eligible for any payout, except with specific executive approval.
Important Provisions Affecting Shareholders
- Separation Before Payout: No bonus is due unless the officer remains employed through the bonus payout date, except in cases of retirement or death (eligible for pro-rated bonus), or at the discretion of the President/CEO or Chair.
- Alignment with Performance: The plan’s structure strongly aligns pay with financial and operational performance, which may incentivize management to focus on metrics that can directly influence share value.
- Potential Share Price Impact: As the plan places a significant emphasis on Adjusted Revenue, Adjusted OIBDA, and New Cash Site Rental Revenue, any material outperformance or underperformance in these areas (compared to market expectations) could impact share price, especially as management compensation will be directly tied to these results.
- Transparency for Investors: The plan’s public disclosure, including performance thresholds and payout structures, offers investors insight into management’s incentives and company priorities, which is vital for assessing future performance and governance.
Exhibits and Documentation
Conclusion
The approval and terms of the Array 2026 Annual Incentive Plan are significant for investors, as they directly tie executive compensation to key financial and operational metrics. How well these targets are met through 2026 will not only impact management compensation, but may also serve as leading indicators for the company’s financial health and potential share price movement. Investors should monitor quarterly and annual performance for indications of likely bonus payouts and the company’s ability to deliver against these stated goals.
Disclaimer: This article is for informational purposes only. It does not constitute investment advice or a recommendation to buy or sell securities. Investors should review the full SEC filing and consult with their own financial advisors before making investment decisions.
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