Fiscal year 2025 executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
Each company listed discloses ATNI in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named ATNI in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Brad Martin | $545,192 | $0 | $1,930,777 | $0 | $546,000 | $0 | $13,489 | $3,035,458 |
| Former Chief Executive Officer and President | ||||||||
| Michael Prior | 545,192 | 0 | 1,930,777 | 0 | 0 | 0 | 57,615 | 2,533,584 |
| Executive Chairman | ||||||||
| Carlos Doglioli | 415,385 | 0 | 1,094,131 | 0 | 312,000 | 0 | 14,000 | 1,835,516 |
| Chief Financial Officer | ||||||||
| Mary Mabey | 357,252 | 0 | 901,017 | 0 | 186,000 | 0 | 12,856 | 1,457,125 |
| Senior Vice President, General Counsel and Secretary | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Brad Martin | $3,035,458 | $2,204,737 | $1,621,968 | +830,721 |
| Michael Prior | 2,533,584 | 2,049,142 | 3,581,891 | +484,442 |
| Carlos Doglioli | 1,835,516 | 1,424,043 | — | +411,473 |
| Mary Mabey | 1,457,125 | 1,142,156 | 1,080,029 | +314,969 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Brad Martin | PSU | 2025-04-07 | — | 42,472 | — | 63,708 | $1,032,494 |
| Brad Martin | RSU | 2025-04-07 | — | — | 42,472 | — | 898,283 |
| Justin M. Leon | RSU | 2025-04-07 | — | — | 16,988 | — | 359,296 |
| Carlos Doglioli | PSU | 2025-04-07 | — | 24,068 | — | 36,102 | 585,093 |
| Carlos Doglioli | RSU | 2025-04-07 | — | — | 24,068 | — | 509,038 |
| Mary Mabey | RSU | 2025-04-07 | — | — | 19,820 | — | 419,193 |
| Mary Mabey | PSU | 2025-04-07 | — | 19,820 | — | 29,730 | 481,824 |
| Justin M. Leon | PSU | 2025-04-07 | — | 16,988 | — | 25,482 | 412,978 |
| Michael Prior | RSU | 2025-04-07 | — | — | 42,472 | — | 898,283 |
| Michael Prior | PSU | 2025-04-07 | — | 42,472 | — | 63,708 | 1,032,494 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Brad Martin | $898,283 | $1,032,494 | $0 | 53.5% |
| Justin M. Leon | 359,296 | 412,978 | 0 | 53.5% |
| Carlos Doglioli | 509,038 | 585,093 | 0 | 53.5% |
| Mary Mabey | 419,193 | 481,824 | 0 | 53.5% |
| Michael Prior | 898,283 | 1,032,494 | 0 | 53.5% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Michael Prior | PSU | 32,580 | — | $597,843 |
| Carlos Doglioli | PSU | 36,102 | — | 974,393 |
| Leon | PSU | 13,038 | — | 239,247 |
| Michael Prior | RSU | 42,472 | — | 968,362 |
| Leon | RSU | 2,750 | — | 62,700 |
| Carlos Doglioli | RSU | 9,234 | — | 210,535 |
| Brad Martin | RSU | 5,500 | — | 125,400 |
| Brad Martin | PSU | 63,708 | — | 1,719,479 |
| Carlos Doglioli | RSU | 24,068 | — | 548,750 |
| Brad Martin | RSU | 16,290 | — | 371,412 |
| Mary Mabey | PSU | 29,730 | — | 802,413 |
| Michael Prior | RSU | 16,290 | — | 371,412 |
| Brad Martin | RSU | 42,472 | — | 968,362 |
| Michael Prior | RSU | 5,362 | — | 122,254 |
| Michael Prior | PSU | 37,500 | — | 405,375 |
| Mary Mabey | RSU | 19,820 | — | 451,896 |
| Leon | RSU | 1,425 | — | 32,490 |
| Michael Prior | RSU | 12,500 | — | 285,000 |
| Michael Prior | PSU | 63,708 | — | 1,719,479 |
| Brad Martin | PSU | 16,500 | — | 178,365 |
| Leon | PSU | 25,482 | — | 687,759 |
| Carlos Doglioli | PSU | 18,468 | — | 338,888 |
| Brad Martin | PSU | 32,580 | — | 597,843 |
| Mary Mabey | PSU | 15,210 | — | 279,104 |
| Leon | RSU | 16,988 | — | 387,326 |
| Mary Mabey | RSU | 7,605 | — | 173,394 |
| Leon | RSU | 6,519 | — | 148,633 |
| Brad Martin | RSU | 2,675 | — | 60,990 |
| Mary Mabey | PSU | 9,900 | — | 107,019 |
| Leon | PSU | 8,250 | — | 89,183 |
| Mary Mabey | RSU | 3,300 | — | 75,240 |
| Mary Mabey | RSU | 1,975 | — | 45,030 |
The primary objective of our executive compensation program is to attract, retain and reward executive officers and align our executive officers' compensation with the Company's stock price and general financial performance and certain other business objectives. A core principle is that a successful compensation program requires the application of judgment and subjective determinations of performance, with the Compensation Committee linking executive compensation to Company performance through financial and operational goals.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Compensia |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-16 | 11,499,717 | 538,209 | 4,056 | 95.5% | Passed |
| 2025 | 2025-06-17 | 11,226,570 | 516,862 | 4,770 | 95.56% | Passed |
| 2024 | 2024-06-18 | 11,769,428 | 1,284,034 | 32,008 | 89.94% | Passed |
| 2023 | 2023-06-06 | 12,348,689 | 1,260,110 | 7,780 | 90.69% | Passed |
| 2020 | 2020-09-15 | 13,400,989 | 308,136 | 10,247 | 97.68% | Passed |
| 2017 | 2017-06-15 | 14,424,453 | 336,375 | 2,838 | 97.7% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-06-16 | 95.5%a |
| 2025 | 2025-06-17 | 95.56%b |
| 2024 | 2024-06-18 | 89.94%c |
a. Approved under the standard stated in the filing — “Abstentions will be considered to be votes present and entitled to vote on this proposal and, therefore, they will have the effect of a vote against this proposal.”.
b. Approved under the standard stated in the filing — “Abstentions will be considered to be votes present and entitled to vote on this proposal and, therefore, they will have the effect of a vote against this proposal.”.
c. Approved under the standard stated in the filing — “Abstentions will be considered to be votes present and entitled to vote on this proposal and, therefore, they will have the effect of a vote against this proposal.”.
Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
| Ratio (CEO : median employee) | 55 : 1 |
|---|---|
| CEO total compensation | — |
| Median employee compensation | $55,308 |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Bernard J. BulkinIndependent · Lead Independent Director · Audit · Nominating and Corporate Governance | $139,000 | $132,590 | — | — | — | $271,590 |
| Pamela F. LenehanIndependent · Audit (Chair) · Nominating and Corporate Governance | 107,000 | 132,590 | — | — | — | 239,590 |
| Patricia A. JacobsIndependent · Nominating and Corporate Governance (Chair) · Compensation | 77,500 | 132,590 | — | — | — | 210,090 |
| Derek G. HudsonIndependent · Audit · Compensation | 67,500 | 132,590 | — | — | — | 200,090 |
| April V. HenryIndependent · Compensation (Chair) | 65,000 | 132,590 | — | — | — | 197,590 |
| Michael T. PriorEmployee director · Board Chair | — | — | — | — | — | 0 |
| Naji N. KhouryEmployee director · Newly elected | — | — | — | — | — | 0 |
| Annual cash retainer | $180,000 |
|---|---|
| Annual equity retainer | $130,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 23,000 / 10,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $456,000 |
| Equity awards (grant-date value) | $662,950 |
| All other compensation | $0 |
| Total cost of the board | $1,118,950 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies ATN International names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including ATN International.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Cogent Communications | 2025 | Dave Schaeffer | $0 | $24,836,176 | $0 | $530,243 | $25,372,519 |
| 2 | Ribbon Communications | 2025 | Bruce McClelland | 750,000 | 16,370,820 | 0 | 225,188 | 17,457,675 |
| 3 | Bandwidth Inc. | 2025 | David Morken | 531,970 | 6,986,470 | 0 | 0 | 7,558,096 |
| 4 | ATN International | 2025 | Brad Martin | 545,192 | 1,930,777 | 0 | 546,000 | 3,035,458 |
| 5 | Consensus Cloud Solutions | 2025 | Scott Turicchi | 750,000 | 0 | 0 | 1,012,190 | 1,800,548 |
| — | GCI Liberty | — | — | — | — | — | — | not in coverage universe |
| — | KORE Group | — | — | — | — | — | — | not in coverage universe |
Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| ATN International | not disclosed | RSU 50 · PSU 50 | not disclosed | Compensia |
| Bandwidth Inc. | 103.6% | RSU 100 | not disclosed | Meridian |
| Cogent Communications | 106% | not disclosed | No | Compensia |
| Consensus Cloud Solutions | 122.69% | not disclosed | No | Frederic W. Cook & Co., Inc. |
| GCI Liberty | not disclosed | not disclosed | not disclosed | not disclosed |
| KORE Group | not disclosed | not disclosed | not disclosed | not disclosed |
| Ribbon Communications | 30% | PSU 50 · RSU 50 | Yes — Relative TSR | FW Cook |
Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Brad Martin | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “2025 Summary Compensation Table”. As printed: 3,035,458. Filing ↗machine: r1 · c35 · span 514880–514889 |
| 2 | Section 01, Michael Prior | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “2025 Summary Compensation Table”. As printed: 2,533,584. Filing ↗machine: r6 · c35 · span 532815–532824 |
| 3 | Section 01, Carlos Doglioli | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “2025 Summary Compensation Table”. As printed: 1,835,516. Filing ↗machine: r4 · c35 · span 525501–525510 |
| 4 | Section 01, Mary Mabey | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “2025 Summary Compensation Table”. As printed: 1,457,125. Filing ↗machine: r9 · c35 · span 543495–543504 |
| 5 | Section 03, Brad Martin PSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 601855–601864 |
| 6 | Section 03, Brad Martin RSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 598106–598113 |
| 7 | Section 03, Justin M. Leon RSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 645174–645181 |
| 8 | Section 03, Carlos Doglioli PSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 613595–613602 |
| 9 | Section 03, Carlos Doglioli RSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 609858–609865 |
| 10 | Section 03, Mary Mabey RSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 633404–633411 |
| 11 | Section 03, Mary Mabey PSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 637141–637148 |
| 12 | Section 03, Justin M. Leon PSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 648909–648916 |
| 13 | Section 03, Michael Prior RSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 621644–621651 |
| 14 | Section 03, Michael Prior PSU | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Grants of Plan Based Awards in 2025” · grants of plan-based awards table. Filing ↗machine: span 625406–625415 |
| 15 | Section 07, pay ratio | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “CEO Pay Ratio”. As printed: 55 : 1. Filing ↗ |
| 16 | Section 08, Bernard J. Bulkin | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 271,590. Filing ↗machine: span 973651–973658 |
| 17 | Section 08, Pamela F. Lenehan | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 239,590. Filing ↗machine: span 979939–979946 |
| 18 | Section 08, Patricia A. Jacobs | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 210,090. Filing ↗machine: span 982054–982061 |
| 19 | Section 08, Derek G. Hudson | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 200,090. Filing ↗machine: span 975738–975745 |
| 20 | Section 08, April V. Henry | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 197,590. Filing ↗machine: span 977849–977856 |
| 21 | Section 08, Michael T. Prior | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 22 | Section 08, Naji N. Khoury | DEF 14A | 2026-04-29 | 0001104659-26-050554 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 23 | Section 06, 2026 vote | Form 8-K | 2026-06-17 | 0001104659-26-075050 | Item 5.07 · say-on-pay result. As reported: 95.5% (votes for as printed: 11,499,717). Filing ↗ |
| 24 | Section 06, 2025 vote | Form 8-K | 2025-06-20 | 0001104659-25-061134 | Item 5.07 · say-on-pay result. As reported: 95.56% (votes for as printed: 11,226,570). Filing ↗ |
| 25 | Section 06, 2024 vote | Form 8-K | 2024-06-24 | 0001104659-24-074207 | Item 5.07 · say-on-pay result. As reported: 89.94% (votes for as printed: 11,769,428). Filing ↗ |
| 26 | Section 01 trend, Δ column (computed) | Computed | — | computed | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 27 | Section 03b vehicle mix (computed) | Computed | — | computed | RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio |
| 28 | Section 09b board cost (computed) | Computed | — | computed | Cash 456,000 + equity 662,950 + all other 0 = 1,118,950, summed across the director compensation table rows.machine: formula: Σ = 1,118,950 |
| 29 | Cogent Communications, Section 10b CEO total | DEF 14A | 2026-03-20 | 0001104659-26-032744 | CEO total compensation as printed in Cogent Communications's own proxy. As printed: 25,372,519. Filing ↗machine: t9 · r1 · c50 · span 637789–637799 |
| 30 | Ribbon Communications, Section 10b CEO total | DEF 14A | 2026-04-17 | 0001104659-26-044643 | CEO total compensation as printed in Ribbon Communications's own proxy. As printed: 17,457,675. Filing ↗machine: t160 · r1 · c42 · span 1626864–1626874 |
| 31 | Bandwidth Inc., Section 10b CEO total | DEF 14A | 2026-04-14 | 0001514416-26-000027 | CEO total compensation as printed in Bandwidth Inc.'s own proxy. As printed: 7,558,096. Filing ↗machine: r2 · c42 · span 519644–519653 |
| 32 | ATN International (subject), Section 10b CEO total | DEF 14A | 2026-04-29 | 0001104659-26-050554 | CEO total compensation as printed in ATN International's own proxy. As printed: 3,035,458. Filing ↗machine: r1 · c35 · span 514880–514889 |
| 33 | Consensus Cloud Solutions, Section 10b CEO total | DEF 14A | 2026-04-24 | 0001140361-26-016729 | CEO total compensation as printed in Consensus Cloud Solutions's own proxy. As printed: 1,800,548. Filing ↗machine: r2 · c19 · span 496972–496981 |
| 34 | Section 10a, Bandwidth Inc. reciprocity | DEF 14A | — | 0001514416-26-000027 | Bandwidth Inc.'s most recent proxy was read; its disclosed peer group does not include ATN International. Filing ↗ |
| 35 | Section 10a, Cogent Communications reciprocity | DEF 14A | — | 0001104659-26-032744 | Cogent Communications's most recent proxy was read; its disclosed peer group does not include ATN International. Filing ↗ |
| 36 | Section 10a, Ribbon Communications reciprocity | DEF 14A | — | 0001104659-26-044643 | Ribbon Communications's most recent proxy was read; its disclosed peer group does not include ATN International. Filing ↗ |
| 37 | Section 10a, Consensus Cloud Solutions reciprocity | DEF 14A | — | 0001140361-26-016729 | Consensus Cloud Solutions's most recent proxy was read; its disclosed peer group does not include ATN International. Filing ↗ |