As for most companies and individuals, the COVID-19 pandemic has dramatically changed the way that we all live and work. From the earliest reports of coronavirus, we closely monitored its spread to understand the potential impact on the health and safety of our workers and our partners. Our COVID-19 task force closely monitors federal and local guidelines and communicates frequently to employees about recent developments and actions.

We developed a health and safety policy specific to COVID-19 that outlines protocols consistent with federal guidelines. We quickly transitioned our workforce to work from home, except for employees needing in-person access to laboratories or other resources onsite. We believe we’ve learned to operate successfully in this new environment, and we remain committed to supporting a more carbon-friendly, hybrid work program for our team once infection rates allow.

For our employees whose duties require on-site work (less than 20% of our workforce), we increased cleaning and sanitation at all locations, installed smart screen questionnaires, installed hand sanitizer stations and had a third party inspector check for air quality improvements and required changes in our facilities. We developed a scenario analysis to guide our employees and are supporting them as needed to ensure they are safe and well-equipped to do their jobs.

Intellectual Property

At December 31, ~~2020,~~2023, we held 3138 U.S. ~~patents.~~patents and one foreign patent. These patents ~~cover~~relate to several aspects of ~~our~~ satellite ~~system, our~~systems, global ~~network, our~~networks, communications services, and ~~our~~communications devices.

In addition to our owned intellectual property, we also license critical intellectual property from Motorola Solutions to operate and maintain aspects of our network and related ground infrastructure and services as well as to design and manufacture certain of our devices. This intellectual property is essential to our ability to continue to operate aspects of our constellation and sell certain of our services and devices. We maintain our licenses with Motorola Solutions pursuant to several agreements, any of which can be terminated by Motorola Solutions upon the commencement by or against us of any bankruptcy proceeding or other specified liquidation proceedings or upon our material failure to perform or comply with any provision of the agreements. If Motorola Solutions were to terminate any such agreement, it may be difficult or, under certain circumstances, impossible to obtain the technology from alternative vendors. ~~Motorola Solutions has assigned a portion of the patents covered by some of these licenses to one or more third parties.~~

We license additional intellectual property and technology from other third parties and expect to do so in the future in connection with our network and related ground infrastructure and services as well as our devices. If any such third party were to terminate its agreement with us or cease to support and service such intellectual property or technology, or if we are unable to renew such licenses on commercially reasonable terms or at all, it may be difficult, more expensive or impossible to obtain substitute intellectual property or technology from alternative vendors. Any substitute intellectual property or technology may also have lower quality or performance standards, which would adversely affect the quality of our devices and services. For more information, see “Risk Factors—We ~~are dependent~~depend on intellectual property licensed from third parties to operate our constellation and sell our devices and for the enhancement of our existing devices and services.”

Available Information

Copies of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments, if any, to those reports filed pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, are available free of charge through our website at www.iridium.com and on the website of the Securities and Exchange Commission, or SEC, at www.sec.gov. A request for any of these reports may also be submitted to us by writing: Investor Relations, Iridium Communications Inc., 1750 Tysons Boulevard, Suite 1400, McLean, VA 22102, or by calling our Investor Relations line at 703-287-7570.

Item 1A. Risk Factors

Risks related to our satellites and network

Our satellites may experience operational problems, which could affect our ability to provide an acceptable level of service to our customers.

From time to time, we experience temporary intermittent losses of signal cutting off calls in progress, preventing completions of calls when made, or disrupting the transmission of data. If the magnitude or frequency of such problems ~~increase~~increases and we are no longer able to provide a commercially acceptable level of service, our business and financial results and our reputation would be hurt, and our ability to pursue our business plan would be compromised.

We may be required in the future to make changes to our constellation to maintain or improve its performance. Any such changes may require prior FCC approval, and the FCC may subject the approval to other conditions that could be unfavorable to our business. In addition, from time to time we may reposition our satellites within the constellation in order to optimize our service, which could result in degraded service during the repositioning period. Although we have some ability to remedy some types of problems affecting the performance of our satellites remotely from the ground, the physical repair of our satellites in space is not feasible.

Our products could fail to perform or could perform at reduced levels of service because of technological malfunctions or deficiencies, regulatory compliance issues, or events outside of our control, which would seriously harm our business and reputation.

Our products and services are subject to the risks inherent in a large-scale, complex telecommunications system employing advanced technology and heavily regulated by, among others, the FCC and similar authorities internationally. Any disruption to our satellites, services, information systems or telecommunications infrastructure, or regulatory compliance issues, could result in the inability or reduced ability of our customers to receive our services for an indeterminate period of time. These customers include government agencies conducting mission-critical work throughout the world, as well as consumers and businesses located in remote areas of the world and operating under harsh environmental conditions where traditional telecommunications services may not be readily available. Any disruption to our services or extended periods of reduced levels of service could cause us to lose customers or revenue, result in delays or cancellations of future implementations of our products and services, result in failure to attract customers, or result in litigation, customer service or repair work that would involve substantial costs and distract management from operating our business. The failure of any of the diverse elements of our system, including our satellites, our commercial gateway, our satellite teleport network facilities or our satellite network operations center, to function as required could render our system unable to perform at the quality and capacity levels required for success. Any system failures, repeated product failures or shortened product life, or extended reduced levels of service could reduce our sales, increase costs, or result in warranty or liability claims or litigation, cause us to extend our warranty period, and seriously harm our business.

~~We do not maintain in-orbit satellite insurance for our satellites, as a result of which we may be subject to increased costs.~~

We obtained insurance for our satellites covering launch and in-orbit failures of our satellites for a period of twelve months from the date of launch. All of our satellites were launched more than twelve months ago, and we have no plans to purchase further in-orbit insurance. As a result, a failure of one or more of our satellites, or the occurrence of equipment failures and other related problems, would constitute an uninsured loss and could harm our financial condition.

Our satellites have a limited life and may fail prematurely, which could cause our network to be compromised and materially and adversely affect our business, prospects and profitability, or cause us to incur additional expense to launch replacement satellites.

We have in the past and may in the future experience in-orbit malfunctions of our satellites, which could adversely affect the reliability of their service or result in total failure of the satellite. In-orbit failure of a satellite may result from various causes, including component failure, loss of power or fuel, inability to control positioning of the satellite, solar or other astronomical events, including solar radiation and flares, and space debris. Other factors that could affect the useful lives of our satellites include the quality of construction, gradual degradation of solar panels and the durability of components. We do not have and have no plans to obtain in-orbit insurance. As a result, a failure of one or more of our satellites, the occurrence of equipment failures and other related problems would constitute an uninsured loss. Although we do not incur any direct cash costs related to the failure of a single satellite, if a satellite fails, we record an impairment charge in our statement of operations to reduce the remaining net book value of that satellite to zero, and any such impairment charges could depress our net income for the period in which the failure occurs. Further, a large number of such failures could shorten the expected life of our constellation, which would increase our depreciation expense, or require us to ~~launch our ground spare satellites or even~~ replace our constellation sooner than currently planned, either of which would increase our projected capital expenditures.

If operations at our commercial gateways or operations center were to be disrupted, we may experience interruptions in our ability to provide service to our customers.

Our commercial satellite network traffic is supported by a gateway in Tempe, Arizona, as well as a gateway in Izhevsk, Russia, for traffic within Russian boundaries, and we operate our satellite constellation from our satellite network operations center in

Leesburg, Virginia. If we are unable to use our primary commercial gateway in Tempe, it could take us from one to eight hours to switch operations to our backup facility for most services, and potentially longer for some services. During this time, our customers would be unable to use those services, and we could suffer a loss of revenue and harm to our reputation. When operating on our backup facility, any further failure could leave us unable to offer services for an extended period. Our gateways and operations center may also experience service shutdowns or periods of reduced service in the future as a result of equipment failures, delays in deliveries, or regulatory issues. Any such failure would impede our ability to provide service to our customers.

Our customized hardware and software may be difficult and expensive to service, upgrade or replace.

Some of the hardware and software we use in operating our gateways is significantly customized and tailored to meet our requirements and specifications and could be difficult and expensive to service, upgrade or replace. Although we maintain inventories of some spare parts, it nonetheless may be difficult, expensive or impossible to obtain replacement parts for the hardware due to a limited number of those parts being manufactured to our requirements and specifications. In addition, our business plan contemplates updating or replacing some of the hardware and software in our network as technology advances, but the complexity of our requirements and specifications may present us with technical and operational challenges that complicate or otherwise make it expensive or infeasible to carry out such upgrades and replacements. If we are not able to suitably service, upgrade or replace our equipment, our ability to provide our services and therefore to generate revenue could be harmed.

Rapid and significant technological changes in the satellite communications industry may impair our competitive position and require us to make significant additional capital expenditures.

The satellite communications industry is subject to rapid advances and innovations in technology. We may face competition in the future from companies using new technologies and new satellite ~~systems.~~systems, including a significant number of new entrants who are developing or have announced a wide array of technologies, some of which would compete directly with one or more of our existing or planned products and services. New technology could render our system obsolete or less competitive by satisfying customer demand in more attractive ways or through the introduction of incompatible standards. Particular technological developments that could adversely affect us include the deployment by our competitors of new satellites with greater power, flexibility, efficiency or capabilities than ours, as well as continuing improvements in terrestrial wireless technologies. For us to keep up with technological changes and remain competitive, we may need to make significant capital expenditures, including capital to design and launch new products and ~~services.~~services over the short to medium term, and, over the longer term, the acquisition of additional spectrum, satellites, launch vehicles and other network resources to support continued growth. Customer acceptance of the products and services that we offer will continually be affected by technology-based differences in our product and service offerings compared to those of our competitors. New technologies may also be protected by patents or other intellectual property laws and therefore may not be available to us. Any failure on our part to implement new technology within our system may compromise our ability to compete.

Our networks and those of our third-party service providers may be vulnerable to ~~security~~cybersecurity risks.

We expect the secure transmission of confidential information over public networks to continue to be a critical element of our ability to compete for business, manage our risks, and protect our customers and our reputation. Our network and those of our third-party service providers and our customers may be vulnerable to unauthorized access, computer attacks, viruses and other security problems. Persons who circumvent security measures could wrongfully access and obtain or use information on our network or cause service interruptions, delays or malfunctions in our devices, services or operations, any of which could harm our reputation, cause demand for our products and services to fall, and compromise our ability to pursue our business plans. Recently, there have been reported ~~a number of~~several significant, widespread security attacks and breaches that have compromised network integrity for many companies and governmental agencies, in some cases reportedly originating from outside the United States. In addition, there are reportedly private products available in the market today ~~which~~that may attempt to unlawfully intercept communications made using our network. We may be required to expend significant resources to respond to, contain, remediate, and protect against these attacks and threats, including compliance with applicable data breach and security laws and regulations, and to alleviate problems, including reputational harm and litigation, caused by these security incidents. In addition, in the event of such a security incident, our customer contracts may not adequately protect us against liability to third parties with whom our customers conduct business. Although we have implemented and intend to continue to implement security measures, these measures may prove to be inadequate. These security incidents could have a significant effect on our systems, devices and services, including system failures and delays that could limit network availability, which could harm our business and our reputation and result in substantial liability.

Our satellites may collide with space debris or another spacecraft, which could adversely affect the performance of our constellation.

In February 2009, we lost an operational satellite as a result of a collision with a non-operational Russian satellite. Although we have some ability to actively maneuver our satellites to avoid potential collisions with space debris or other spacecraft, this ability is limited by, among other factors, uncertainties and inaccuracies in the projected orbit location of and predicted conjunctions with debris objects tracked and cataloged by the U.S. government. Additionally, some space debris is too small to be tracked, and therefore its orbital location is completely unknown; nevertheless, this debris is still large enough to potentially cause severe damage or a failure of our satellites should a collision occur. If our constellation experiences additional satellite collisions with space debris or other spacecraft, our service could be impaired.

The space debris created by the February 2009 satellite collision may cause damage to other spacecraft positioned in a similar orbital altitude.

The 2009 collision of one of our satellites with a non-operational Russian satellite created a space debris field concentrated in the orbital altitude where the collision occurred, and thus increased the risk of space debris damaging or interfering with the operation of our satellites, which travel in this orbital altitude, as well as satellites owned by third parties, such as U.S. or foreign governments or agencies and other satellite operators. Although there are tools used by us and providers of tracking services, such as the U.S. Combined Space Operations Center, to detect, track and identify space debris, we or third parties may not be able to maneuver the satellites away from such debris in a timely manner. Any such collision could potentially expose us to significant losses and liability if we were found to be at fault.

Risks related to our business operations

Our business has been negatively affected by the COVID-19 pandemic, actions taken to mitigate the pandemic, and economic disruptions that have resulted, but we are unable to predict the full extent or nature of these impacts at this time.

In response to the COVID-19 pandemic, many jurisdictions in the United States and around the world ordered their residents to cease traveling to non-essential jobs and to stay in their homes as much as possible. Since March 2020, we have been conducting business with remote work for most employees, prohibition on most employee travel, and remote sales and support activities, among other modifications. The pandemic and the steps taken to respond have also caused substantial domestic and global economic disruption, including similar restrictions on activity among our distributors, which has led to reduced sales and has limited our distributors’ ability to install or service our products. These limitations may continue for the duration of these pandemic-related restrictions, and we or our distributors may take additional actions to respond as the situation evolves.

Further, unemployment has significantly increased, and financial markets are experiencing significant levels of volatility and uncertainty, which could have an adverse effect on consumer and commercial spending and negatively affect demand for our and our distributors’ products and services, particularly in markets such as aviation and recreation. This, in turn, could negatively affect the value of our current agreements with our distributors and their willingness to enter into or renew contracts with us. The pandemic has also negatively affected the payment of accounts receivable and collections. One of our distributors has sought protection in bankruptcy, causing us to reduce the amount we expect to receive from them for past services. If additional distributors seek protection in bankruptcy, it could further harm our cash flows and results of operations.

As a result of the negative effects at the outset of the pandemic, we reduced our initial revenue and earnings outlook for 2020. Other effects of the COVID-19 pandemic and the effects of the modifications we and others have made in response are difficult to assess or predict with certainty at this time but may include risks to employee health and safety, a decline in the market price of our common stock, a prolonged economic downturn, and deterioration of the economy and consumer and commercial spending, any of which could further adversely affect our business, results of operations and/or financial condition in 2021 and beyond.

Aireon, our primary hosted payload customer, has been negatively affected by reduced air traffic as a result of the COVID-19 pandemic, which could reduce or eliminate the value of our agreements with, and ownership interest in, Aireon.

Aireon is our primary hosted payload customer, and we expect annual revenue to us from Aireon hosting, data services and power fees to be approximately $39.5 million. In addition, if and when funds are available following a planned refinancing of its credit facility, Aireon’s parent company, Aireon Holdings, is required to redeem a portion of our ownership interest for a payment of $120.0 million, and we would then retain a common ownership interest of approximately 22% in Aireon Holdings. Based on Aireon’s business plan and restrictions under Aireon’s debt facility, we do not expect this redemption of our ownership interest to occur for several years.

Aireon provides air traffic surveillance services to ANSPs around the world, as well as other offerings based on its collection of air traffic surveillance data. The COVID-19 pandemic has resulted in substantially reduced air traffic worldwide, and it is uncertain when air traffic volumes will recover. A portion of Aireon’s customers pay them on a per-flight-hour basis, and even those customers with fixed-fee arrangements may seek to renegotiate their fees in the face of dramatically reduced air traffic. Further, Aireon’s business model requires expansion of its customer base to achieve its projected financial results, which may be substantially more difficult until air traffic volumes recover. While our fee arrangements with Aireon do not depend on traffic volumes, if Aireon’s revenues are substantially reduced, they may not be able to pay us the contractually required hosting, data services and power fees in a timely manner or at all. Further, Aireon may need to seek additional financing. Any sale of equity securities by Aireon would dilute our ownership if and to the extent that we do not invest additional funds to maintain our proportional ownership interest. If additional funding is not available, Aireon may default on its credit facility, which could result in the loss or reduction in value of our investment in Aireon, or be forced out of business, in which case we would not receive any further hosting, data or power fees, or the expected $120.0 million redemption payment, and we would lose the value of our retained investment in Aireon Holdings.

~~Our business~~ plan depends on increased demand for mobile satellite services, among other factors.

Our business plan is predicated on growth in demand for mobile satellite services. Demand for mobile satellite services may not grow, or may even contract, either generally or in particular geographic markets, for particular types of services or during particular time periods. A lack of demand could impair our ability to sell products and services, develop and successfully market new products and services and could exert downward pressure on prices. Any decline in prices would decrease our revenue and profitability and negatively affect our ability to generate cash to pay down our debt or for capital expenditures, investments and other working capital needs.

Our ability to successfully implement our business plan will also depend on a number of other factors, including:

•our ability to maintain the health, capacity and control of our satellite constellation;

•the level of market acceptance and demand for our products and services;

•our ability to introduce innovative new products and services that satisfy market demand;

•our ability to expand our business using our existing spectrum resources both in the United States and internationally;

•our ability to sell our products and services in additional countries;

•our ability to comply with applicable regulatory requirements, both in the United States and internationally;

•our ability to maintain our relationship with U.S. government customers, particularly the ~~Department of Defense;~~DoD;

•the ability of our distributors to market and distribute our products, services and applications effectively and their continued development of innovative and improved solutions and applications for our products and services;

•the effectiveness of our competitors in developing and offering similar services and products; and

•our ability to maintain competitive prices for our products and services and to control our costs.

Our agreements with U.S. government customers, particularly the ~~Department of Defense,~~DoD, which represent a significant portion of our revenue, are subject to ~~termination.~~termination and renewal.

The U.S. government, through a dedicated gateway owned and operated by the ~~Department of Defense,~~DoD, has been and continues to be, directly and indirectly, our largest customer, representing ~~22%~~25% and 21% of our revenue for ~~each of~~ the years ended December 31, ~~2020~~2023 and ~~2019.~~2022, respectively. We provide the majority of our services to the U.S. government pursuant to our GMSS, EMSS, and ~~EMSS~~SDA contracts. We entered into these contracts in April 2019, ~~and~~ September 2019, and June 2022, respectively. The GMSS contract ~~provides for~~had an initial term through September 2023 and has been extended through March 31, 2024, as we negotiate renewal of the agreement. The EMSS contract continues through September 2026, and the SDA contract has a ~~six-month~~ base term until January 2025 and up to ~~four~~five one-year options exercisable at the election of the U.S. government ~~two of which have been exercised so far, and the EMSS contract provides for a seven-year term.~~. The U.S. government may terminate these agreements, in whole or in part, at any time for its convenience. Our relationship with the U.S. government is also subject to the

overall U.S. government budget and appropriation decisions and processes. U.S. government budget decisions, including with respect to defense spending, are based on changing government priorities and objectives, which are driven by numerous factors, including geopolitical events and macroeconomic conditions, and are beyond our control. If the U.S. government terminates ~~either~~any or all of these agreements, we would lose a significant portion of our revenue.

Further, operational control of our contracts has been moved from the Defense Information Systems Agency to the U.S. Space Force. In connection with this operational shift, changes in internal pricing and cost recovery have resulted in reduced subscribers under the EMSS contract. Lower subscriber use may negatively affect our ability to negotiate a renewal of the EMSS contract on favorable terms in 2026.

If we fail to comply with the terms of our U.S. government contracts, including applicable federal acquisition regulations, we may be subject to contract price adjustments, civil or criminal penalties, or debarment from future U.S. government contracts.

As a U.S. government contractor or subcontractor, we are subject to federal acquisition regulations, which govern, among other things, the allowability of costs incurred by us in the performance of U.S. government contracts. The pricing of some contracts, including the SDA contract, is based on estimated direct and indirect costs. The U.S. government is entitled to examine our cost records with respect to such contracts and to seek a downward adjustment to the price of the contract if it determines that we failed to furnish complete, accurate and current cost or pricing data in connection with the negotiation of the price of the contract. We may also be subject to government audits and to review and approval of our policies, procedures and internal controls for compliance with procurement regulations and other applicable laws. If we do not comply with the terms of a contract or with regulations or statutes, we could be subject to downward contract price adjustments or refund obligations or could be assessed civil and criminal penalties or be debarred or suspended from obtaining future contracts for a specified period. Any such suspension or debarment or other sanction could have an adverse effect on our business. In addition, if we are ~~dependent~~unable to comply with security clearance requirements, we may be unable to perform these contracts or compete for other projects of this nature, which could adversely affect our revenue.

Aireon, our primary hosted payload customer, may not successfully grow its business, which could reduce or eliminate the value of our agreements with, and ownership interest in, Aireon.

Aireon is our primary hosted payload customer, and we expect annual revenue to us from Aireon hosting, data services and power fees to be approximately $32.6 million. In addition, we currently hold a substantial ownership interest in Aireon’s parent company, Aireon Holdings, and, if and when funds are available following a planned refinancing of its credit facility, Aireon’s parent company, Aireon Holdings is required to redeem a portion of our ownership interest for a payment of $120.0 million. Based on Aireon’s business plan and restrictions under Aireon’s debt facility, we do not expect this redemption of our ownership interest to occur for several years.

Aireon’s business model requires expansion of its customer base to achieve its projected financial results, which may not occur when projected or at all. While our fee arrangements with Aireon are fixed, if Aireon does not achieve its projected results, they may not be able to pay us the contractually required hosting, data services and power fees in a timely manner or at all. Further, Aireon may need to seek additional financing. Any sale of equity securities by Aireon would dilute our ownership if and to the extent that we do not invest additional funds to maintain our proportional ownership interest. If additional funding is not available, Aireon may default on its credit facility, which could result in the loss or reduction in value of our investment in Aireon, or be forced out of business, in which case we would not receive any further hosting, data or power fees, or the expected $120.0 million redemption payment, and we would lose the fair value of our retained investment in Aireon Holdings.

We depend on intellectual property licensed from third parties to operate our constellation and sell our devices and for the enhancement of our existing devices and services.

We license critical intellectual property and technology to operate and maintain our network and related ground infrastructure and services as well as to design, manufacture, and sell our devices. This intellectual property and technology is essential to our

ability to continue to operate our constellation and sell our services and devices. In addition, we ~~are dependent~~depend on third parties to develop enhancements to our current products and services even in circumstances where we own the intellectual property. If any third-party owner of such intellectual property or technology were to terminate any license agreement with us or cease to support and service such intellectual property or technology or perform development on our behalf, or if we are unable to renew such licenses on commercially reasonable terms or at all, it may be difficult, more expensive or impossible to obtain such intellectual property, technology, or services from alternative vendors. Any substitute intellectual property or technology may also be costly to develop and integrate, or could have lower quality or performance standards, which would adversely affect the quality of our devices and services. In connection with the development of new devices and services, we may be required to obtain additional intellectual property rights from third parties. We can offer no assurance that we will be able to obtain such

intellectual property rights on commercially reasonable terms or at all. If we are unable to obtain such intellectual property rights on commercially reasonable terms, we may not be able to develop some new devices and services.

Our failure to effectively manage the expansion of our portfolio of products and services could impede our ability to execute our business plan, and we may experience increased costs or disruption in our operations.

In order to achieve the substantial future revenue growth we have projected, we must develop and market new products and ~~services, such as Iridium Certus.~~services. We currently face a variety of challenges, including maintaining the infrastructure and systems necessary for us to manage the growth of our business. As our product and service portfolio continues to expand, the responsibilities of our management team and demands on other company resources also increase. Consequently, we may further strain our management and other company resources with the increased complexities and administrative burdens associated with a larger, more complex portfolio of products and services. For example, we have in the past experienced quality issues and incorrect market assessments in connection with the introduction of new products and services, and we may experience such issues in the future. Our failure to meet these challenges as a result of insufficient management or other resources could significantly impede our ability to execute our business plan, which relies in part on our ability to leverage our largely fixed-cost infrastructure. To properly manage our growth, we may need to hire and retain additional personnel, upgrade our existing operational management and financial and reporting systems, and improve our business processes and controls. Failure to effectively manage the expansion of our portfolio of products and services in a cost-effective manner could result in declines in product and service quality and customer satisfaction, disruption of our operations, or increased costs, any of which would reduce our ability to increase our profitability.

We could lose market share and revenue as a result of increasing competition from companies in the wireless communications industry, including cellular and other satellite operators, and from the extension of land-based communications services.

We face intense competition in all of our markets, which could result in a loss of customers and lower revenue and make it more difficult for us to enter new markets. We compete primarily on the basis of coverage, quality, portability, and pricing of services and products.

The provision of satellite-based services and products is subject to downward price pressure when capacity exceeds demand or as a result of aggressive discounting by some operators under financial pressure to expand their respective market share. In addition, we may face competition from new competitors, new technologies or new equipment, including new and proposed ~~new~~ LEO constellations. For example, we may face competition for our ~~land-based~~ services in the United States from ~~incipient~~service providers with ancillary terrestrial component, or ATC, ~~service providers~~authorities who are designing a satellite operating business and a terrestrial component around their spectrum ~~holdings.~~holdings, or from service providers developing satellite direct to terrestrial phone capabilities. In addition, some of our competitors have announced plans for the launch of additional satellites. As a result of competition, we may not be able to successfully retain our existing customers and attract new customers.

In addition to our satellite-based competitors, terrestrial voice and data service providers, both wireline and wireless, could further expand into rural and remote areas and provide the same general types of services and products that we provide through our satellite-based system. Although satellite communications services and terrestrial communications services are not perfect substitutes, the two compete in some markets and for some services. Consumers generally perceive terrestrial wireless voice communication products and services as cheaper and more convenient than those that are satellite-based. Many of our terrestrial competitors have greater resources, wider name recognition and newer technologies than we do. In addition, industry consolidation could hurt us by increasing the scale or scope of our competitors, thereby making it more difficult for us to compete.

We depend on third parties to market and sell our products and services, and their inability to do so effectively could impair our revenue and our reputation.

We select third-party distributors, in some cases on an exclusive basis, and rely on them to market and sell our products and services to end users and to determine the prices end users pay. We also depend on our distributors to develop innovative and

improved solutions and applications integrating our product and service offerings. As a result of these arrangements, we are dependent on the performance of our distributors to generate most of our revenue. Our distributors operate independently of us, and we have limited control over their operations, which exposes us to significant risks. Distributors may not commit the same level of resources to market and sell our products and services that we would, and these distributors may also market and sell competitive products and services. In addition, our distributors may not comply with the laws and regulatory requirements in their local jurisdictions, which could limit their ability to market or sell our products and services. If our distributors develop faulty or poorly performing products using our technology or services, we may be subject to claims, and our reputation could be harmed. If current or future distributors do not perform adequately, or if we are unable to locate competent distributors in particular countries and secure their services on favorable terms, we may be unable to increase or maintain our revenue in these

markets or enter new markets, we may not realize our expected growth, and our brand image and reputation could be hurt. For example, in 2023, we announced an arrangement with Qualcomm Technologies, Inc., or Qualcomm, to include our services on a processor for use in smartphonesand act as our VAM and service provider with smartphone manufacturers.Although Qualcomm successfully developed and demonstrated the service, they were unable to market the processor successfully to smartphone manufacturers.As a result, Qualcomm elected to terminate our arrangement with them.This arrangement included large penalties had we marketed a similar technology with another partner; as a result, we expect a substantial delay in our ability to develop a similar service with a different third party.

In addition, we may lose distributors due to competition, industry consolidation, regulatory developments, business developments affecting our distributors or their customers, or for other reasons. For example, the COVID-19 pandemic and the steps taken to respond are causing substantial domestic and global economic disruption, including financial difficulties and restrictions on activity among our distributors, which have led to reduced sales and limited our distributors’ ability to install or service our products. These disruptions have also negatively affected the payment of accounts receivable and collections. For example, one of our distributors has sought protection in bankruptcy, causing us to reduce the amount we expect to receive from them for past services. Other distributors could similarly seek to reorganize or seek protection from creditors, including us. These financial disruptions could also result in industry consolidation. In 2009, one of our largest competitors, Inmarsat (now Viasat), acquired our then largest distributor, Stratos Global Wireless, Inc., and in 2014, Inmarsat acquired Globe Wireless, one of our service providers. Following each acquisition, Inmarsat essentially stopped promoting sales of our products and services, and they ~~may~~and other competitors could further reduce their distribution efforts with respect to our products and services in the future. Any future consolidation of our distributors would further increase our reliance on a few key distributors of our services and the amount of volume discounts that we may have to give those distributors. Our two largest distributors, Marlink Group and Garmin, together represented approximately 9%10% of our revenue for the year ended December 31, ~~2020,~~2023, and our ten largest distributors represented, in the aggregate, ~~30%~~27% of our revenue for the year ended December 31, ~~2020.~~2023. The loss or consolidation of any of these distributors, or a decrease in the level of effort expended by any of them to promote our products and services, could reduce the distribution of our products and services as well as the development of new products and applications, which would negatively ~~impact~~affect our revenue.

Our business was negatively affected by the COVID-19 pandemic, actions taken to mitigate the pandemic, and the economic disruptions that resulted, and a resurgence or similar pandemic in the future could harm our business.

The COVID-19 pandemic, the steps taken to respond, and the resulting substantial domestic and global economic disruption led to reduced sales and limited our distributors’ ability to install or service our products. The aviation industry was particularly hard hit, which had an adverse effect on our primary hosted payload customer, Aireon, in which we have also made substantial investments.

The pandemic also negatively affected the payment of accounts receivable and collections. For example, one of our distributors sought protection in bankruptcy, reducing the amount we received from them for past services. Finally, factors related to the pandemic, including changing work environments, concerns over safety, reluctance to obtain vaccines, and changing economic conditions, caused an increase in employee resignations across many industries and companies, including ours.

Any resurgence of the COVID-19 pandemic, or another future pandemic, that causes similar disruption could further adversely affect our business, results of operations and financial condition.

We rely on a limited number of key vendors for supply of equipment, components and ~~services,~~services; the loss of any ~~of which~~such supplier, or shortages experienced by such suppliers, could cause us to incur additional costs and delays in the production and delivery of our ~~products.~~products, which could reduce the sales of those products and use of the related services.

We currently rely on ~~two~~a limited number of manufacturers of our devices, including our mobile handsets, L-band transceivers and SBD devices. We also utilize sole source suppliers for some of the component parts of our devices. If any of our suppliers were to terminate its relationship with us, we may not be able to find a replacement supplier in a timely manner, at an acceptable price or at all.

~~Our~~Further, our manufacturers and suppliers may cease production of our components or products or become capacity-constrained, or could face financial difficulties as a result of a surge in demand, a natural disaster or other ~~event, including the impacts~~event. For example, several of our suppliers experienced production delays as a result of the ~~COVID-19 pandemic. For example, in 2020, a manufacturer of components used in several Iridium transceiver and handset products suffered a fire at its factory.~~ recent global silicon chip shortage.As a result, we ~~may experience a delay~~experienced delays in fulfilling some product orders and are evaluating replacement components and product changes. ~~If we fail to effectively address these issues, we could suffer~~These delays ~~which could reduce~~increased our costs and reduced our sales of those products and use of the related ~~services and could harm our reputation. Even if we are successful in these mitigation efforts, we may experience increased costs on the affected products.~~services.

In addition, one or more component suppliers may decide to cease production of various components of our products, resulting in a shortage or interruption in supplies or an inability to meet increased demand. Any future delay in production or delivery of our products or components by our suppliers ~~due to an extended closure of their plants or other restrictions imposed in response to the COVID-19 pandemic~~ could ~~also~~similarly adversely affect our business. ~~Although~~Even if we ~~may be~~are able to replace or supplement sole source or other component suppliers, there could be a substantial period of time in which our products would not be available; any new relationship may involve higher costs and delays in development and delivery, and we may encounter technical challenges in successfully replicating the manufacturing processes. If our manufacturers or suppliers terminate their relationships with us, fail to provide equipment or services to us on a timely basis, or fail to meet our performance expectations, we may be unable to provide products or services to our customers in a competitive manner, which could in turn negatively affect our financial results and our reputation.

Our Russian operations have been and may continue to be affected by Russia’s invasion of Ukraine and related sanctions imposed in response, and we may in the future choose or be required to further limit or shut down those operations entirely.

We provide satellite communications services in Russia through two local subsidiaries employing 36 people and authorized Russian service providers, using a dedicated gateway in Russia. In 2023, revenue from our operations in Russia represented approximately 1.8% of our total revenue, all of which was service revenue. As a result of Russia’s invasion of Ukraine in February 2022, we ceased shipments of equipment to Russia and made other adjustments to our operations in light of U.S. and international sanctions. Further, our sales in Russia are conducted in rubles and then translated to U.S. dollars in our financial results. The value of the ruble has fluctuated substantially since the invasion, which may affect our reported revenues. As a result of these factors, we expect revenue from our operations in Russia to be variable and difficult to predict.

In addition, we may in the future choose or be required to further limit or cease operations in Russia entirely, in which case we will no longer receive any revenue from those operations. We could also incur significant expenses as a result of the process of shutting down operations in Russia.

Conducting and expanding our operations outside the United States creates numerous risks, which may harm our operations and compromise our ability to expand our international operations.

We have significant operations outside the United States. We estimate that commercial data traffic originating outside the United States ~~excluding our Iridium OpenPort broadband data service traffic,~~ accounted for ~~72%~~96% and ~~71%~~95% of total commercial

data traffic for the years ended December 31, ~~2020~~2023 and ~~2019,~~2022, respectively, while commercial voice traffic originating outside the United States ~~excluding Iridium OpenPort traffic,~~ accounted for 91% and 90% of total commercial voice traffic for the years ended December 31, ~~2020~~2023 and ~~2019.~~2022. We cannot provide the precise geographical distribution of revenue from end users because we do not contract directly with them. Instead, we determine the country in which we earn our revenue based on where we invoice our distributors. These distributors sell services directly or indirectly to end users, who may be located or use our products and services elsewhere. We and our distributors are also seeking authorization to sell our services in additional countries. ~~The COVID-19 pandemic has, and we expect will continue to, put pressure on global economic conditions and overall spending, which could negatively affect end user adoption of our products.~~

Conducting operations outside the United States involves numerous risks and, while expanding our international operations would advance our growth, it would also increase our exposure to these risks. For example, in 2013 we commenced the provision of satellite communications services in Russia through a local subsidiary and its authorized Russian service providers and subsequently constructed a dedicated gateway in Russia. The U.S. government has imposed economic and diplomatic sanctions on certain Russian corporations, banks, and citizens and might impose additional sanctions in the future. If such sanctions, or any Russian response to such sanctions, affects our operations in Russia, it could limit our growth in Russia or prevent us from continuing to operate there at all, which would reduce our revenues.

~~Other risks~~Risks associated with the ~~proposed~~potential expansion of our international operations include:

•~~effects of the COVID-19 pandemic, including on international economies, supply chains and travel;~~

•difficulties in penetrating new markets due to established and entrenched competitors;

•difficulties in developing products and services that are tailored to the needs of local customers;

•lack of local acceptance or knowledge of our products and services;

•lack of recognition of our products and services;

•unavailability of, or difficulties in establishing, relationships with distributors;

•significant investments, including the development and deployment of dedicated gateways, as some countries require physical gateways within their jurisdiction to connect the traffic coming to and from their territory;

•instability of international economies and governments;

•effects of a global pandemic, such as COVID-19, including on international economies, supply chains and travel;

•changes in laws and policies affecting trade and investment in other ~~jurisdictions, including the United Kingdom’s exit from the European Union;~~jurisdictions;

•exposure to varying legal standards, including data privacy, security and intellectual property protection in other jurisdictions;

•difficulties in obtaining required regulatory authorizations;

•difficulties in enforcing legal rights in other jurisdictions;

•local domestic ownership requirements;

•requirements that operational activities be performed in-country;

•changing and conflicting national and local regulatory requirements;

•foreign currency exchange rates and exchange controls; and

•ongoing compliance with the U.S. Foreign Corrupt Practices Act, U.S. export controls, anti-money laundering and trade sanction laws, and similar international anti-corruption and ~~international~~ trade laws in other countries.

If any of these risks were to materialize, it could affect our ability to successfully compete and expand internationally.

Government organizations, foreign military and intelligence agencies, natural disaster aid associations, and event-driven response agencies use our commercial voice and data satellite communications services. Accordingly, we may experience reductions in usage due to changing global circumstances.

The prices for our products and services are typically denominated in U.S. dollars. Any appreciation of the U.S. dollar against other currencies ~~including as a result of the COVID-19 pandemic,~~ will increase the cost of our products and services to our international customers and, as a result, may reduce the competitiveness of our international offerings and make it more difficult for us to grow internationally. Conversely, in some locations, primarily Russia, we conduct business in the local currency, and a depreciation of the local currency against the U.S. dollar will reduce the U.S. dollar value of our revenues from those countries. In recent years, Russia has experienced significant currency depreciation against the U.S. dollar.

Pursuing strategic transactions may cause us to incur additional risks.

We may pursue acquisitions, joint ventures or other strategic transactions from time to time. We may face costs and risks arising from any such transactions, including integrating a new business into our business or managing a joint venture. These risks may include adverse legal, organizational and financial consequences, loss of key customers and distributors, and diversion of management’s time.

In addition, any major business combination or similar strategic transaction may require significant additional financing, and our ability to obtain such financing may be restricted by the credit agreement governing our currently outstanding term loan with various lenders administered by Deutsche Bank AG, or the Term ~~Loan.~~Loan. Further, depending on market conditions, investor perceptions of our company and other factors, we might not be able to obtain financing on acceptable terms, in acceptable amounts, or at appropriate times to implement any such transaction. Any such financing, if obtained, may dilute existing stockholders.

Spectrum values historically have been volatile, which could cause the value of our business to fluctuate.

Our business plan is evolving, and it may in the future include forming strategic partnerships to maximize value for our spectrum, network assets and combined service offerings in the United States and internationally. Values that we may be able to realize from such partnerships will depend in part on the value placed on our spectrum authorizations. Valuations of spectrum in other frequency bands historically have been volatile, and we cannot predict at what amount a future partner may be willing to value our spectrum and other assets. In addition, to the extent that the FCC takes action that makes additional spectrum available or promotes the more flexible use or greater availability of existing satellite or terrestrial spectrum allocations, for example by means of spectrum leasing or new spectrum sales, the availability of such additional spectrum could reduce the value of our spectrum authorizations and, as a result, the value of our business.

We may be negatively affected by global economic conditions.

Our operations and performance depend significantly on worldwide economic conditions. Uncertainty about global economic conditions poses a risk as individual consumers, businesses and governments may postpone spending in response to tighter credit, negative financial news, declines in income or asset values, or budgetary constraints. Reduced demand would cause a decline in our revenue and make it more difficult for us to operate profitably, potentially compromising our ability to pursue our business plan. While we expect the number of our subscribers and revenue to continue to grow, we expect the future growth rate will be slower than our historical growth and may not continue in every quarter of every year. We expect our future growth rate will be affected by the condition of the global economy, increased competition, maturation of the satellite communications industry, and the difficulty in sustaining high growth rates as we increase in size. Any substantial appreciation of the U.S. dollar may also negatively affect our growth by increasing the cost of our products and services in foreign countries.

Our ability to operate our company effectively could be impaired if we lose members of our senior management team or key technical personnel.

We depend on the continued service of key managerial and technical personnel and personnel with security clearances, as well as our ability to continue to attract and retain highly qualified personnel. We compete for such personnel with other companies, government entities, academic institutions and other organizations. The unexpected loss or interruption of the services of such personnel could compromise our ability to effectively manage our operations, execute our business plan and meet our strategic objectives.

Risks related to our capital structure

We have a considerable amount of debt, which may limit our ability to fulfill our obligations and/or to obtain additional financing.

As of December 31, ~~2020,~~2023, we had ~~$1,637.6~~$1,500.0 million of consolidated gross ~~indebtedness on an actual basis under our Term Loan.~~indebtedness. Our capital structure and reliance on indebtedness can have several important consequences, including, but not limited to, the following:

•If future cash flows are insufficient, we may not be able to make principal or interest payments on our debt obligations, which could result in the occurrence of an event of default under one or more of those debt instruments.

•Our leverage level could increase our vulnerability to adverse economic and industry conditions.

•Our indebtedness requires us to dedicate a substantial portion of our cash flow from operations to payments on our debt, thereby reducing the availability of our cash flow for operations and other purposes.

•Our leverage level could make it more difficult for us to satisfy our obligations to our lenders, resulting in possible defaults on and acceleration of such indebtedness.

•Our leverage level could place us at a competitive disadvantage compared to any competitors that have less debt or comparable debt at more favorable interest rates and that, as a result, may be better positioned to withstand economic downturns.

•Our consolidated indebtedness has the general effect of reducing our flexibility to react to changing business and economic conditions insofar as they affect our financial condition. The interest rates at which we might secure additional financings may be higher than our currently outstanding debt instruments or higher than forecasted at any point in time, which could adversely affect our business, financial condition, results of operations and cash flows.

•Market conditions could affect our access to capital markets, restrict our ability to secure financing to make planned capital expenditures and investments and pay other expenses, which could adversely affect our business, financial condition, cash flows and results of operations.

Further, despite our substantial levels of indebtedness, we and our subsidiaries have the ability to incur substantially more indebtedness, which could further intensify the risks described above.

If we do not generate sufficient cash flows, we may be unable to ~~service all of~~repay our ~~indebtedness.~~Term Loan when it matures.

~~To service~~We will need to repay our indebtedness, we will require a significant amount of cash. Our ability to generate cash, make scheduled payments or to refinance our debt obligations depends on our successful financial and operating performance, which may be affected by a range of economic, competitive and business factors, many of which are outside of our control and some of which are described elsewhereTerm Loan in ~~the “Risk Factors” section of this Report.~~

full at maturity in September 2030. If our cash flows and capital resources are insufficient ~~to fund our debt service obligations, or~~ to repay the Term Loan when it matures, we may have to undertake alternative financing plans, such as refinancing or restructuring our debt, selling assets or operations, reducing or delaying capital investments, or seeking to raise additional capital. We may not be able to refinance our debt, or any refinancing of our debt could be at higher interest rates and may require us to comply with more restrictive covenants that could further restrict our business operations. Our ability to implement successfully any such alternative financing plans will depend on a range of factors, including our financial condition, general economic conditions and the level of activity in capital markets ~~generally, and~~generally. Failure to repay or refinance the ~~terms~~Term Loan at or prior to maturity would result in an event of ~~our various debt instruments then in effect.~~default under the Term Loan.

The credit agreement governing our Term Loan contains cross-default or cross-acceleration provisions that may cause all of the debt issued under that instrument to become immediately due and payable because of a default under an unrelated debt instrument.

Our failure to comply with the obligations contained in the credit agreement governing our Term Loan or other ~~current or~~ future instruments of indebtedness could result in an event of default under the applicable instrument, which could result in the related debt and the debt issued under other instruments (together with accrued and unpaid interest and other fees) becoming immediately due and payable. In such event, we would need to raise funds from alternative sources, which funds may not be available to us on favorable terms, on a timely basis, or at all. Alternatively, such a default could require us to sell our assets and otherwise curtail our operations in order to pay our creditors. These alternative measures could have a material adverse effect on our business, financial position, results of operations and/or cash flows, which could cause us to become bankrupt or insolvent or otherwise impair our ability to make payments in respect of our indebtedness.

If we default under the Term Loan, the lenders may require immediate repayment in full of amounts borrowed or foreclose on our assets.

The credit agreement governing our Term Loan contains events of default, including cross-default with other indebtedness, bankruptcy, and a change in control (as defined in the credit agreement). If we experience an event of default, the lenders may require repayment in full of all principal and interest outstanding under the Term Loan. If we fail to repay such amounts, the lenders may foreclose on the assets we have pledged under the Term Loan, which includes substantially all of the assets of our domestic subsidiaries, including our principal operating subsidiary, Iridium Satellite LLC.

Certain provisions in the credit agreement governing our Term Loan limit our financial and operating flexibility.

The credit agreement governing our Term Loan contains covenants that place restrictions on, among other things, our ability to:

•incur liens,

•engage in mergers or asset sales,

•pay dividends,

•repay subordinated indebtedness,

•incur indebtedness,

•make investments and loans, and

•engage in other specified transactions.

These restrictions are typically structured with dollar limits based on a percentage of our trailing twelve month earnings before interest, taxes, depreciation and amortization and vary depending on our leverage level (in each case as calculated under the credit agreement). Complying with these restrictions may make it more difficult for us to successfully execute our business plan and compete against companies who are not subject to such restrictions.

Our Board of Directors may reduce, suspend or terminate our planned dividends.

In December 2022, our Board of Directors initiated a quarterly dividend and declared a cash dividend on our common stock. Decisions regarding future dividends are within the discretion of the Board of Directors and may be influenced by a number of factors, including the price of our common stock, general business and economic conditions, our financial condition and operating results, the emergence of alternative investment or acquisition opportunities, changes in our business strategy and other factors. These or other factors could cause our Board of Directors to reduce, suspend or terminate our planned quarterly dividends, which could reduce the value of our common stock. For more information on our dividends, see “Management’s Discussion and Analysis of Financial Conditions and Results of Operations.”

Adverse changes in our credit ratings or withdrawal of the ratings assigned to our debt securities by rating agencies may negatively affect us.

Our ability to access capital markets is important to our ability to operate our business. Increased scrutiny of the satellite industry and the impact of regulation, as well as changes in our financial performance and unfavorable conditions in the capital markets could result in credit agencies reexamining our credit ratings. A downgrade in our credit ratings could restrict or discontinue our ability to access capital markets at attractive rates and increase our borrowing costs. Furthermore, any rating assigned could be lowered or withdrawn entirely by a rating agency if, in that rating agency’s judgment, future circumstances relating to the basis of the rating, such as adverse changes, so warrant. Any future lowering of our ratings likely would make it more difficult or more expensive for us to obtain additional debt financing.

~~If we default under the Term Loan, the lenders may require immediate repayment in full of amounts borrowed or foreclose on our assets.~~

lenders may foreclose on the assets we have pledged under the Term Loan, which includes substantially all of the assets of our domestic subsidiaries, including our principal operating subsidiary, Iridium Satellite.

~~Certain provisions in the credit agreement governing our Term Loan limit our financial and operating flexibility.~~

~~The credit agreement governing our Term Loan contains covenants that place restrictions on, among other things, our ability to:~~

•~~incur liens,~~

•~~engage in mergers or asset sales,~~

•~~pay dividends,~~

•~~repay subordinated indebtedness,~~

•~~incur indebtedness,~~

•~~make investments and loans, and~~

•~~engage in other transactions as specified in the credit agreement.~~

While the credit agreement provides for exceptions, complying with these restrictions may make it more difficult for us to successfully execute our business plan and compete against companies who are not subject to such restrictions.

~~The LIBOR calculation method may change, and LIBOR is expected to be phased out after 2021.~~

Our Term Loan bears interest at a rate based on the London Interbank Offered Rate, or LIBOR. On July 27, 2017, the U.K. Financial Conduct Authority, or the FCA, announced that it will no longer require banks to submit rates for the calculation of LIBOR after 2021. In the meantime, actions by the FCA, other regulators, or law enforcement agencies may result in changes to the method by which LIBOR is calculated. If changes to LIBOR result in an increase in rates, our interest expense under the Term Loan would increase. Further, if LIBOR is no longer available, our Term Loan provides a process to determine a substitute rate, and if such substitute rate is higher than LIBOR, our interest expense under the Term Loan would increase.

The market price of our common stock may be volatile.

The trading price of our common stock may be subject to substantial fluctuations. Factors affecting the trading price of our common stock may include:

•failure in the performance of our satellites;

•actual or anticipated variations in our operating results, including termination or expiration of one or more of our key contracts, or a change in sales levels under one or more of our key contracts;

•failure of Aireon to successfully carry out its business ~~plan;~~plan or obtain expected financing;

•failure to comply with the terms of the credit agreement governing our Term Loan;

•sales of a large number of shares of our common stock or the perception that such sales may occur;

•the dilutive effect of outstanding stock options and other equity awards;

•changes in financial estimates by industry analysts, or our failure to meet or exceed any such estimates, or changes in the recommendations of any industry analysts that elect to follow our common stock or the common stock of our competitors;

•impairment of intangible assets;

•actual or anticipated changes in economic, political or market conditions, such as recessions or international currency fluctuations;

•actual or anticipated changes in the regulatory environment affecting our industry;

•changes in the market valuations of our competitors;

•low trading volume; and

•announcements by our competitors regarding significant new products or services or significant acquisitions, strategic partnerships, divestitures, joint ventures or other strategic initiatives.

The trading price of our common stock might also decline in reaction to events that affect other companies in our industry even if these events do not directly affect us. If our stock, the market for other stocks in our industry, or the stock market in general

experiences a loss of investor confidence, the trading price of our common stock could decline for reasons unrelated to our business, financial condition or results of operations.

~~We may not pay dividends on our common stock in the foreseeable future.~~

We do not currently pay cash dividends on our common stock, and we may elect to retain all cash we generate to fund the growth of our business, fund acquisitions, pay down our existing debt, or for other purposes. Accordingly, we may not pay dividends on our common stock in the foreseeable future.

Risks related to legal and regulatory matters

Our business is subject to extensive government regulation, which mandates how we may operate our business and may increase our cost of providing services and slow our expansion into new markets.

Our ownership and operation of a satellite communications system and the sale of products that operate on that system are subject to significant regulation in the United States, including by the FCC, the U.S. Department of Commerce and others, and in foreign jurisdictions by similar local authorities. The rules and regulations of these U.S. and foreign authorities may change, and such authorities may adopt regulations that limit or restrict our operations as presently conducted or currently ~~contemplated.~~contemplated, including our de-orbit obligations. Such authorities may also make changes in the licenses of our competitors that affect our spectrum. Such changes may significantly affect our business. Further, because regulations in each country are different, we may not be aware if some of our distribution partners or persons with whom we or they do business do not hold the requisite licenses and approvals. Our failure to provide services in accordance with the terms of our licenses or our failure to operate our satellites or ground stations as required by our licenses and applicable laws and government regulations could result in the imposition of government sanctions on us, including the suspension or cancellation of our licenses. Our failure or delay in obtaining the approvals required to operate in other countries would limit or delay our ability to expand our operations into those countries. Our failure to obtain industry-standard or government-required certifications for our products could compromise our ability to generate revenue and conduct our business in other countries. Any imposition of sanctions, loss of license or failure to obtain the authorizations necessary to use our assigned radio frequency spectrum and to distribute our products in the United States or foreign jurisdictions could cause us to lose sales, hurt our reputation and impair our ability to pursue our business plan.

In addition, one of our subsidiaries, Iridium Carrier Services LLC, holds a common carrier radio license and is thus subject to regulation as a common carrier, including limitations and prior approval requirements with respect to direct or indirect foreign ownership. A change in the manner in which we provide service, or a failure to comply with any common carrier regulations that apply to us or to pay required fees, could result in sanctions including fines, loss of authorizations, or the denial of applications for new authorizations or the renewal of existing authorizations.

Repurposing of satellite spectrum by adjacent operators of L-band spectrum for terrestrial services could interfere with our services.

In February 2003, the ~~U.S. Federal Communications Commission, or~~ FCC adopted ~~Ancillary Terrestrial Component, or~~ ATC rules that permit satellite service providers to establish terrestrial wireless networks in previously satellite-only bands, subject to certain requirements intended to ensure that terrestrial services remain ancillary to primary satellite operations and do not interfere with existing operators. In 2011, the FCC granted Ligado Networks (then known as Lightsquared), or Ligado, a waiver to convert its L-band satellite spectrum to terrestrial use, including a 10 MHz band close to the spectrum that we use for all of our services. That waiver was subsequently suspended in 2012 due to concerns about potential interference to GPS operations. Ligado sought another waiver in 2015 to modify the ATC of its L-band mobile satellite service network with a terrestrial-only proposal designed to address GPS industry concerns. In April 2020, the FCC announced that it had approved Ligado’s waiver request. We, ~~oppose~~along with a variety of other private parties and the National Telecommunications and Information Administration on behalf of federal government users, filed petitions for reconsideration opposing this waiver out of concern for the interference that we believe Ligado’s proposed operations would ~~cause~~cause. These petitions remain pending. In October 2023, Ligado brought suit against the U.S. government in the Federal Court of Claims alleging that the Department of Defense, the Department of Commerce, and Congress unlawfully prevented Ligado from using its exclusively licensed services and seeking damages based on their inability to ~~our operations~~deploy ATC services in ~~adjacent L-band spectrum.~~the band.

Ligado’s implementation of these services would result in terrestrial use of L-band spectrum in the 1.6 GHz band, which we use to provide our services, and such implementation may affect the performance of our system for customers of our existing and future services. While the FCC’s decision to approve these services included conditions designed to protect other satellite services that use L-band spectrum from harmful interference, these conditions may prove insufficient, or the level of services provided may exceed those estimated by the FCC, in which case these or future terrestrial services permitted by the FCC could substantially interfere with our satellites and devices, which would adversely affect our services. If other countries permit similar terrestrial use of L-band spectrum in the 1.6 GHz band, the performance of our system may be subject to interference there as well.

If the FCC revokes, modifies or fails to renew our licenses, or fails to grant a new license or modification, our ability to operate will be harmed or eliminated.

We hold FCC licenses, specifically a license for our satellite constellation, licenses for our U.S. gateway and other ground facilities, and blanket earth station licenses for U.S. government customers and commercial subscribers, that are subject to revocation if we fail to satisfy specified conditions. The FCC licenses are also subject to modification by the FCC. Our satellite constellation license expires on February 23, 2032. Our U.S. gateway earth station and the U.S. government customer and commercial subscriber earth station licenses expire between ~~October 2021~~February 2036 and ~~2026.~~March 2037. There can be no assurance that the FCC will renew the FCC licenses we hold or grant new ones or modifications. If the FCC revokes, modifies or fails to renew the FCC licenses we hold, or fails to grant a new license or modification, or if we fail to satisfy any of the conditions of our respective FCC licenses, we may not be able to continue to provide mobile satellite communications services.

As we and our distributors expand our offerings to include more consumer-oriented devices, we are more likely to be subject to product liability claims, recalls or litigation, which could adversely affect our business and financial performance.

Through our distributors, we offer several ~~devices~~services and ~~services~~devices aimed at individual consumers, and we and our distributors continue to introduce additional services and devices for use with our services. For example, we are working to enable satellite messaging and emergency services directly in smartphones and other devices using our services, which may dramatically increase the number of devices that use our services. These services and devices ~~and services,~~aimed at individual consumers, such as location-based services, emergency services, satellite handsets, smartphones, and personal locator devices, ~~and location-based services, can~~may contain design and manufacturing defects. Defects may also occur in components and devices that we purchase from third ~~parties.~~parties or that our distributors offer. There can be no assurance we or our distributors will be able to detect and fix all defects in the services, hardware ~~software~~ and ~~services~~software that we or our distributors sell. These services and devices ~~and services may~~could be used in isolated and dangerous locations, including emergency response situations, and users who suffer property damage, personal injury or death while using such ~~devices~~services or ~~services~~devices may seek to assert claims or bring lawsuits against us. Further, it is possible that our distributors’ devices could become the subject of consumer protection investigations, enforcement actions or litigation, including class actions. We seek to limit our exposure to all of these claims by maintaining a consumer protection compliance program, and through appropriate notices, disclosures, indemnification provisions and disclaimers, but these steps may not be ~~effective.~~effective or available in all cases. We also maintain product liability insurance, but this insurance may not cover any particular claim or litigation, or the amount of insurance may be inadequate to cover the claims brought against us. Product liability insurance could become more expensive and difficult to maintain and might not be available on acceptable terms or at all. In addition, it is possible that our or our distributors’ devices could become the subject of a product recall as a result of a device defect. We do not maintain recall insurance, sonor do we have control over our distributors’ devices, and any recall could have a significant effect on our financial results. In addition to the direct expenses of and potential liability for product liability claims, investigations, recalls and litigation, a claim, investigation, recall or litigation might cause us adverse publicity, which could harm our reputation and compromise our ability to sell our services or devices in the future.

The collection, storage, transmission, use and disclosure of user data and personal information could give rise to liabilities or additional costs as a result of laws, governmental regulations, and evolving views of personal privacy rights and information security standards.

We transmit, process, and in some cases store in the normal course of our business, personal information. Many jurisdictions around the world have adopted laws and regulations regarding the collection, storage, transmission, use and disclosure of personal information. The legal standards for processing, storing and using this personal information continue to evolve, impose additional obligations and risk on our business, and have the potential to make some of our business processes more costly or less feasible. For example, ~~the California Consumer Privacy Act, or the CCPA, went into effect on January 1, 2020 and~~numerous U.S. states have adopted consumer privacy laws that gives ~~California~~ residents expanded rights to access and delete their personal information, opt out of certain personal information sharing and receive detailed information about how their personal information is used by requiring companies to provide new disclosures to ~~California~~ consumers ~~(as that term is broadly defined)~~ and provide such consumers new ways to opt out of certain sales of personal information. In Europe, the European Commission enacted the General Data Protection Regulation, or GDPR, which ~~became effective in May 2018. The GDPR superseded prior EU data protection legislation, imposes~~since 2018 has imposed more stringent EU data protection requirements and ~~provides~~provided for greater penalties for noncompliance.

In addition, the interpretation of privacy and data protection laws and regulations regarding the collection, storage, transmission, use and disclosure of such information in some jurisdictions remains unclear. These laws may be interpreted, applied and enforced in conflicting ways from state to state and country to country and in a manner that is not consistent with our current business practices. Complying with these varying privacy and data security legal requirements could cause us to incur additional costs and change our business practices. Further, our services are accessible in many foreign jurisdictions, and some of these jurisdictions may claim that we are required to comply with their laws, even where we have no operating entity, employees or infrastructure located in that jurisdiction. We could face direct expenses related to a variety of enforcement actions, government investigations, or litigation, and an interruption to our business and adverse publicity because of such

enforcement actions, government investigations, or litigation. Such enforcement actions, government investigations, or litigation could also cause us to incur significant expenses if we were required to modify our products, our services, our

infrastructure, or our existing security and privacy procedures in order to comply with new or expanded privacy and security regulations.

In addition, if end users allege that their personal information is not collected, stored, transmitted, used or disclosed by us or our business partners appropriately or in accordance with our policies or applicable laws, or that our failure to adequately secure their personal information compromised its security, we could have liability to them or to consumer protection agencies, including claims, investigations and litigation related to such allegations. Any failure on our part to protect end users’ personal information could result in a loss of user confidence, ~~hurt~~harm our reputation, result in the loss of users, and cause us to incur significant expenses.

We have been and may in the future become subject to claims that our devices or services violate the patent or intellectual property rights of others, which could be costly and disruptive to us.

We operate in an industry that is susceptible to significant intellectual property litigation. As a result, we or our devices or services from time to time have been and may ~~become~~in the future be subject to intellectual property infringement claims or litigation. The defense of intellectual property suits is both costly and time-consuming, even if ultimately successful, and may divert management’s attention from other business concerns. An adverse determination in litigation to which we may become a party could, among other things:

•subject us to significant liabilities to third parties, including treble damages;

•require disputed rights to be licensed from a third party for royalties that may be substantial;

•require us to cease using technology that is important to our business; or

•prohibit us from selling some or all of our devices or offering some or all of our services.

We may be unable to offer one or more services in important regions of the world due to regulatory requirements, which could limit our growth.

While our constellation is capable of providing service globally, our ability to sell one or more types of service in some regions may be limited by local regulations. Some countries have specific regulatory requirements such as local domestic ownership requirements or requirements for physical gateways within their jurisdiction to connect traffic coming to and from their territory. In some countries, we may not be able to find an acceptable local partner or reach an agreement to develop additional gateways, or the cost of developing and deploying such gateways may be prohibitive, which could impair our ability to expand our product and service offerings in such areas and undermine our value for potential users who require service in these areas. Also, other countries where we already provide service may impose similar requirements in the future, which could restrict our ability to continue to sell service in those countries. The inability to offer to sell our products and services in all major international markets could impair our international growth. In addition, the construction of such gateways in foreign countries may trigger and require us to comply with various U.S. regulatory requirements that could conflict with or contravene the laws or regulations of the local jurisdiction. Any of these developments could limit, delay or otherwise interfere with our ability to construct gateways or other infrastructure or network solutions around the world.

Security and emergency services regulations in the ~~U.S.~~United States and other countries may affect our ability to operate our system and to expand into new markets.

Our operations are subject to regulations of the U.S. Department of Commerce’s Bureau of Industry and Security relating to the export of satellites and related technical data as well as our subscriber equipment, the U.S. Treasury Department’s Office of Foreign Assets Control relating to transactions involving entities sanctioned by the United States, and the U.S. State Department’s Office of Defense Trade Controls relating to satellite launch. We are also required to provide U.S. and some foreign government law enforcement and security agencies with call interception services and related government assistance, in respect of which we face legal obligations and restrictions in various jurisdictions. Given our global operations and unique network architecture, these requirements and restrictions are not always easy to comply with or harmonize. In addition, some countries require providers of telecommunications services to connect specified emergency numbers to local emergency services. We have discussed and continue to discuss with authorities in various countries the procedures used to satisfy our obligations, and have had to, and may in the future need to, obtain amendments or waivers to licenses or obligations in various countries. Countries are not obligated to grant requested amendments or waivers, and there can be no assurance that relevant authorities will not suspend or revoke our licenses or take other legal actions to attempt to enforce the requirements of their respective jurisdictions.

These U.S. and foreign obligations and regulations may limit or delay our ability to offer products and services in a particular country. As new laws and regulations are issued, we may be required to modify our business plans or operations. In addition, changing and conflicting national and local regulatory requirements may cause us to be in compliance with local requirements in one country, while not being in compliance with the laws and regulations of another. If we fail to comply with regulations in

the United States or any other country, we could be subject to substantial fines or sanctions that could make it difficult or impossible for us to operate in the United States or such other country, or we may need to make substantial additional expenditures to bring our systems, products and services into compliance with the requirements.

We may be unable to obtain and maintain contractually required liability insurance, and the insurance we obtain may not cover all liabilities to which we may become subject.

Under our agreements with Motorola Solutions and the U.S. government, we are required to maintain an in-orbit liability insurance policy with a de-orbiting endorsement. The current policy, together with the de-orbiting endorsement, covers amounts that we and other specified parties may become liable to pay for bodily injury and property damages to third parties related to processing, maintaining, and de-orbiting our first-generation satellites. Our current policy has a one-year term, which expires on December 8, ~~2021,~~2024, and excludes coverage for all third-party damages relating to the 2009 collision of our satellite with a non-operational Russian satellite. The price, terms and availability of insurance have fluctuated significantly since we began offering commercial satellite services. The cost of obtaining insurance can vary as a result of either satellite failures or general conditions in the insurance industry. Higher premiums on insurance policies would increase our cost. In-orbit liability insurance policies on satellites may not continue to be available on commercially reasonable terms or at all. In addition to higher premiums, insurance policies may provide for higher deductibles, shorter coverage periods and additional policy exclusions. For example, our current de-orbit insurance covers only twelve months from attachment and therefore would not cover losses arising outside that timeframe. In addition, even if we continue to maintain an in-orbit liability insurance policy, the coverage may not protect us against all third-party losses, which could be material.

Our current in-orbit liability insurance policy contains, and we expect any future policies would likewise contain, specified exclusions and material change limitations customary in the industry. These exclusions may relate to, among other things, losses resulting from in-orbit collisions such as the one we experienced in 2009, acts of war, insurrection, terrorism or military action, government confiscation, strikes, riots, civil commotions, labor disturbances, sabotage, unauthorized use of the satellites, and nuclear or radioactive contamination, as well as claims directly or indirectly occasioned as a result of noise, pollution, electrical and electromagnetic interference, and interference with the use of property.

In addition to our in-orbit liability insurance policy, we are required to ~~purchase product liability~~maintain insurance to cover the potential liability of Motorola Solutions, as the successor to the manufacturer of our first-generation satellites. We may not in the future be able to renew this ~~product liability~~ coverage on reasonable terms and conditions, or at all. Our failure to maintain this insurance could increase our exposure to ~~third-party damages that may be caused by any of~~liability arising in relation to our first-generation satellites.

Wireless devices’ radio frequency emissions are the subject of regulation and litigation concerning their environmental effects, which includes alleged health and safety risks. As a result, we may be subject to new regulations, demand for our services may decrease, and we could face liability based on alleged health risks.

There has been adverse publicity concerning alleged health risks associated with radio frequency transmissions from portable hand-held telephones that have transmitting antennas. Lawsuits have been filed against participants in the wireless industry alleging a number of adverse health consequences, including cancer, as a result of wireless phone usage. Other claims allege consumer harm from failures to disclose information about radio frequency emissions or aspects of the regulatory regimes governing those emissions. Although we have not been party to any such lawsuits, we may be exposed to such litigation in the future. While we believe we comply with applicable standards for radio frequency emissions and power and do not believe that there is valid scientific evidence that use of our devices poses a health risk, courts or governmental agencies could determine otherwise. Any such finding could reduce our revenue and profitability and expose us and other communications service providers or device sellers to litigation, which, even if frivolous or unsuccessful, could be costly to defend.

If consumers’ health concerns over radio frequency emissions increase, they may be discouraged from using wireless handsets or other wireless consumer devices. Further, government authorities might increase regulation of wireless handsets and other wireless consumer devices as a result of these health concerns. Any actual or perceived risk from radio frequency emissions could reduce the number of our subscribers and demand for our products and services.

Our ability to use our net operating loss carryforwards to offset future taxable income may be subject to certain limitations.

Our ability to utilize U.S. net operating loss carryforwards and other tax attributes may be limited if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended, or the Code, which generally occurs if one or more stockholders or groups of stockholders who own at least 5% of our common stock increase their ownership in the

aggregate by more than 50% over their lowest ownership percentage within a rolling period that begins on the later of three years prior to the testing date and the date of the last ownership change. Similar rules may apply under state tax laws. If such an ~~“ownership change”~~ownership change were to occur, Section 382 of the Code would impose an annual limit on the amount of pre-ownership change net operating loss carryforwards and other tax attributes we could use to reduce our taxable income. It is possible that

such an ownership change could materially reduce our ability to use our net operating loss carryforwards or other tax attributes to offset taxable income, which could impact our profitability.

We could be subject to adverse determinations by taxing ~~authorities or changes to tax laws.~~authorities.

We are subject to regular review and audit by both domestic and foreign tax authorities. As a result, we have received, and may in the future receive, assessments in multiple jurisdictions on various tax-related assertions, including transfer pricing adjustments or permanent establishment. Any adverse outcome of such a review or audit could have a negative effect on our operating results and financial condition. In addition, the determination of our provision for income taxes and other tax liabilities requires significant judgment, including transactions and calculations where the ultimate tax determination is uncertain. Although we believe our estimates are reasonable, the ultimate tax outcome may differ from the amounts recorded in our consolidated financial statements and may materially affect our financial results in the period or periods for which such determination is made. ~~Furthermore,~~

Changes in tax laws could increase our worldwide tax rate and materially affect our financial position and results of operations.

Tax policies, laws or rates in various jurisdictions may be subject to significant change, which could materially and adversely affect our financial position and results of operations.

~~Changes in tax laws could increase our worldwide tax rate and materially affect our financial position and results of operations.~~

~~Many U.S. states and foreign countries have adopted or proposed changes to current tax laws.~~ Further, organizations such as the Organization for Economic Cooperation and Development have published action plans that, if adopted by countries where we do business, could increase our tax obligations in these countries. Due to our U.S. and international business activities, certain of these enacted and proposed changes to the taxation of our activities could increase our worldwide effective tax rate, which in turn could harm our financial position and results of operations.

If we fail to maintain proper and effective internal controls, our ability to produce accurate financial statements on a timely basis could be impaired.

We are subject to the reporting requirements of the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, and the rules and regulations of the SEC and The Nasdaq Global Select Market. The Sarbanes-Oxley Act requires, among other things, that we maintain effective disclosure controls and procedures and internal controls over financial reporting. We perform system and process evaluation and testing of our internal controls over financial reporting to allow management to report on the effectiveness of our internal controls over financial reporting in our Annual Reports on Form 10-K, as required by Section 404 of the Sarbanes-Oxley Act. If we are not able to comply with the requirements of Section 404 of the Sarbanes-Oxley Act in a timely manner, or if we are unable to maintain proper and effective internal controls, we may not be able to produce timely and accurate financial statements, and we may conclude that our internal controls over financial reporting are not effective. If that were to happen, the market price of our stock could decline, and we could be subject to sanctions or investigations by the Nasdaq Global Select Market, the SEC or other regulatory authorities.

Maintaining effective internal controls over financial reporting is necessary for us to produce reliable financial statements. If we fail to maintain such controls, it could result in a material misstatement of our financial statements that would not be prevented or detected on a timely basis, which could cause investors and other users to lose confidence in our financial statements.

Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

Risk management and strategy

We have implemented and maintain information security processes designed to identify, assess and manage material risks from cybersecurity threats to our information systems and critical data, including intellectual property and confidential information that is proprietary, strategic or competitive in nature. Our most important information system is our satellite network and related ground systems that carry our customers’ traffic on our network. We also maintain critical internal computer networks, as well as third-party hosted services, communications systems, hardware and software.

Our management, led by our chief information officer, in conjunction with our internal management security committee and third-party service providers, helps to identify, assess and manage our cybersecurity threats and risks by monitoring and evaluating our threat environment and risk profile. These teams use a number of methods to do this, including manual and automated tools, internal and external threat assessments, and internal and external vulnerability assessments. The third parties we engage in this effort generally consist of threat intelligence service providers; cybersecurity consultants and software providers; penetration testing firms; monitoring services; forensic investigators; and other professional services firms, including legal counsel.

Depending on the environment and system, we implement and maintain several technical, physical, and organizational measures, processes, standards and policies designed to manage and mitigate material risks from cybersecurity threats to our systems and data. These include, for example, IT policies and procedures; a network security policy; an information and asset management policy; an information security policy; incident planning, detection and response plans, including backup systems; vulnerability management, including of third parties; risk assessments; establishment of network security controls, including physical security; annual employee training; systems monitoring; and penetration testing.

We integrate our assessment and management of material risks from cybersecurity threats into our overall risk management processes. For example, our management security committee generally meets on a monthly basis and evaluates material risks from cybersecurity threats against our overall business objectives. Our management generally provides reports and status updates to our board of directors on a quarterly basis, as the board monitors our overall enterprise risk.

In addition to our internal resources, we also use third-party service providers, including application providers and hosting companies, distributors, and supply chain resources. We have an IT vendor management program designed to identify and manage cybersecurity risks associated with our use of these providers. As part of this program, we typically conduct risk assessments for certain IT vendors on an annual basis, including, for example, using security assessment measures such as a security questionnaire, perform a review of the vendor’s own security program, audits, and vulnerability scans. Depending on the nature of the services provided, the sensitivity of the information systems and data at issue, and the identity of the provider, our vendor management process may involve different levels of assessment designed to help identify cybersecurity risks associated with a provider and may impose contractual obligations related to cybersecurity on the provider.

Despite these measures, we may not be successful in preventing, mitigating or recovering from a cybersecurity incident, which could have a material adverse effect on our operations or financial results or reputation. While we maintain cybersecurity insurance, it may not be adequate to cover the costs related to cybersecurity incidents we experience. For a description of the primary risks from cybersecurity threats that may materially affect our business and how they may do so, see Part I, Item 1A. Risk Factors in this Annual Report on Form 10-K, including “— Our networks and those of our third-party service providers may be vulnerable to cybersecurity risks.”

Governance

Our board of directors addresses cybersecurity risk management as part of its general oversight function. The board oversees our cybersecurity risk management processes, including oversight and mitigation of risks from cybersecurity threats.

Our cybersecurity risk assessment and management processes are implemented and maintained by members of our management team, led by our chief information officer, who has 15 years of experience in information technology roles and supported by our director of information security, who holds several certifications in the field of information security and technology. In addition to our chief information officer, our internal management security committee includes our chief executive officer, chief financial officer, chief operations officer and chief legal officer, as well as others within our organization in information technology roles.

Our chief information officer is responsible for hiring appropriate personnel and helping to integrate cybersecurity risk considerations into our overall risk management strategy and communicating key priorities to relevant personnel. Our chief information officer is also responsible for approving budgets, helping prepare for cybersecurity incidents, approving cybersecurity processes and reviewing security assessments and other security-related reports.

Our cybersecurity incident response and vulnerability management processes are designed to escalate certain cybersecurity incidents to members of management depending on the circumstances. Information regarding cyber incidents is reported at the monthly meeting of the management security committee or sooner if warranted. Members of this committee work with our incident response team to help mitigate and remediate cybersecurity incidents of which they are notified. Our incident response and vulnerability management processes include reporting by management to the board of directors for certain cybersecurity incidents.

The board generally receives quarterly reports from our chief operations officer, chief information officer or other members of management, as well as periodic presentations from outside advisors concerning our significant cybersecurity threats and risk and the processes we have implemented to address them. The board also has access to various reports, summaries or presentations related to cybersecurity threats, risk and mitigation.

Item 2. Properties

WeThe following table describes the facilities we own or ~~lease the facilities described in the following table:~~lease:

Location

Country

Approximate
Square Feet

Facilities

Owned/Leased

McLean, Virginia

USA

30,600

Corporate Headquarters

Leased

Chandler, Arizona

USA

197,000

Technical Support Center, Distribution Center, Warehouse and Satellite Teleport Network Facility

Leased

Leesburg, Virginia

USA

40,000

Satellite Network Operations Center

Owned

Tempe, Arizona

USA

31,000

System Gateway and Satellite Teleport Network Facility

Owned Building on Leased Land

~~Tempe,~~Chandler, Arizona

USA

~~25,000~~24,000

Operations ~~and Finance~~ Office Space

Leased

Fairbanks, Alaska

USA

4,000

Satellite Teleport Network Facility

Owned

Svalbard

Norway

1,800

Satellite Teleport Network Facility

Owned Building on Leased Land

Izhevsk, Udmurtia

Russia

8,785

System Gateway and Satellite Teleport Network Facility

Leased

Moscow

Russia

2,158

Sales and Administration Offices

Leased

Punta Arenas

Chile

3,200

Satellite Teleport Network Facility

Owned Building on Leased Land

Bishop’s Stortford

United Kingdom

2,400

Sales Offices

Leased

Item 3. Legal Proceedings

Neither we nor any of our subsidiaries are currently subject to any material legal proceeding, nor, to our knowledge, is any material legal proceeding threatened against us or any of our subsidiaries.

Item 4. Mine Safety Disclosures

Not applicable.

3941

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock is currently listed on the Nasdaq Global Select Market under the symbol “IRDM.” As of February ~~5, 2021~~9, 2024, there were ~~118~~135 holders of record of our common stock.

~~Dividend Policy~~Dividends

Stockholders are entitled to receive, when and if declared by the Company’s Board of Directors from time to time, dividends and other distributions in cash, stock or property from the Company’s assets or funds legally and contractually available for such purposes. In each of December 2022, May 2023, September 2023, and December 2023, the Company’s Board of Directors approved a dividend of $0.13 per share of common stock. The dividends, which were paid on March 30, 2023, June 30, 2023, September 29, 2023, and December 29, 2023, to stockholders of record as of March 15, 2023, June 15, 2023, September 15, 2023, and December 15, 2023, respectively, resulted in total payments of $64.8 million for the twelve months ended December 31, 2023. The liability related to dividends on common shares underlying unvested RSUs was $1.3 million as of December 31, 2023.

We ~~have not~~currently expect that comparable cash dividends will continue to be paid ~~any~~in the future, although future dividends will depend on our ~~common stock~~earnings, capital requirements, financial conditions and other factors considered relevant by the Board. On February 2, 2024, the Board of Directors approved a dividend of $0.13 per share, payable on March 29, 2024 to ~~date.~~holders of record as of March 15, 2024. The Board of Directors plans to increase the quarterly dividend to $0.14 per share starting with the second quarter 2024 dividend.

Stock Price Performance Graph

The graph below compares the cumulative total return of our common stock from December 31, ~~2015~~2018 through December 31, ~~2020~~2023, with the comparable cumulative return of three indices, the S&P 500 Index, the Dow Jones Industrial Average Index and the Nasdaq Telecommunications Index. The graph plots the growth in value of an initial investment of $100 in each of our common stock, the S&P 500 Index, the Dow Jones Industrial Average Index and the Nasdaq Telecommunications Index over the indicated time periods. The stock price performance shown on the graph is not necessarily indicative of future price performance. The following stock price performance graph shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, nor shall this information be incorporated by reference into any future filing under the Securities Act or the Exchange Act or any other document, except to the extent that we specifically incorporate it by reference into such filing or document.

4043

~~Item 6. Selected Financial Data~~

~~Iridium Communications Inc.~~Issuer Purchases of Equity Securities

The following ~~selected historical financial data as of and~~table presents our monthly share repurchases for the ~~years~~quarter ended December 31, ~~2020, 2019, 2018, 2017 and 2016 was derived from~~2023:


Period	(a) Total number of shares purchased		(b) Average price paid per share	(c) Total number of shares purchased as part of publicly announced plans or programs	(d) Maximum dollar value of shares that may yet be purchased under the plans or programs
October 1-31	255,843		$41.23	255,843	$375.1 million
November 1-30	844,963	(1)	$37.37	816,963	$344.6 million
December 1-31	261,264		$40.37	261,264	$334.0 million
Total	1,362,070		$38.67	1,334,070	—

(1) Includes 28,000 shares purchased on November 20, 2023 at an average price of $37.01 per share by Matthew J. Desch, our ~~audited financial statements. The selected financial data below should~~chief executive officer, who may be read in conjunction with our financial statements and related notes, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere in this Report. The selected financial data is historical data and is not necessarily indicative of our future results of operations.deemed an affiliated purchaser.

Year Ended December 31,
Statement of Operations Data 2020 2019 2018 2017 2016
(In thousands, except per share amounts)
Revenue:
Services $ 463,095 $ 447,158 $ 406,757 $ 349,735 $ 334,822
Subscriber equipment 86,119 82,856 97,848 77,119 74,211
Engineering and support services 34,225 30,430 18,403 21,192 24,607
Total revenue $ 583,439 $ 560,444 $ 523,008 $ 448,046 $ 433,640
Total operating expenses (1)
$ 547,956 $ 550,324 $ 481,355 $ 346,759 $ 257,269
Operating income (2)
$ 35,483 $ 10,120 $ 41,653 $ 115,476 $ 176,371
Net income (loss) (3)
$ (56,054) $ (161,999) $ (13,384) $ 233,856 $ 111,032
Comprehensive income (loss) $ (66,367) $ (160,069) $ (18,385) $ 235,506 $ 114,649
Weighted average shares outstanding - basic 133,491 125,167 108,975 97,934 95,967
Weighted average shares outstanding - diluted 133,491 125,167 108,975 128,130 124,875
Net income (loss) per share - basic $ (0.42) $ (1.33) $ (0.22) $ 2.23 $ 1.00
Net income (loss) per share - diluted $ (0.42) $ (1.33) $ (0.22) $ 1.82 $ 0.89

December 31,
Balance Sheet Data 2020 2019 2018 2017 2016
(In thousands)
Total current assets $ 347,821 $ 342,935 $ 390,384 $ 411,072 $ 516,770
Total assets (1)(3)
$ 3,360,949 $ 3,623,557 $ 4,014,271 $ 3,782,051 $ 3,499,625
Total long-term liabilities (3)
$ 1,828,438 $ 2,050,524 $ 2,149,975 $ 1,971,356 $ 2,072,673
Total stockholders' equity $ 1,419,439 $ 1,459,282 $ 1,601,577 $ 1,596,469 $ 1,343,758

~~(1)~~ ~~Includes accelerated depreciation~~To date, our board of ~~$36.8~~directors has authorized the repurchase of up to $1,000.0 million of our common stock through December 31, 2025. Except for the shares purchased by Mr. Desch, all shares listed above were purchased under these authorizations in the fourth quarter of 2017 associated with the write-off of amounts previously paid to International Space Company Kosmotras (“Kosmotras”) which decreased operating income and total assets by that amount.

~~(2)~~ ~~Includes the impact of $14.2 million related to the gain on the transaction with Boeing, effective January 3, 2017.~~

~~(3)~~ Includes the impact of $30.2 million and $111.7 million loss on extinguishment of debt in February 2020 and November 2019, respectively, and the impact of the Tax Cuts and Jobs Act of 2017, or the Tax Act, enacted in December 2017 on our deferred tax assets and liabilities.

Year Ended December 31,
Cash Flow Data 2020 2019 2018 2017 2016
(In thousands)
Cash provided by (used in):
Operating activities $ 249,767 $ 198,143 $ 263,709 $ 259,621 $ 225,199
Investing activities $ (46,470) $ (127,819) $ (378,912) $ (372,680) $ (242,360)
Financing activities $ (188,186) $ (313,280) $ 193,503 $ 16,866 $ 224,178
open market transactions.

Item 6. [Reserved].

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

A discussion regarding our financial condition and results of operations for the year ended December 31, 2022 compared to the year ended December 31, 2021 can be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on February 16, 2023.

Background

We were initially formed in 2007 as GHL Acquisition Corp., a special purpose acquisition company. In 2009, we acquired all the outstanding equity in Iridium Holdings LLC and changed our name to Iridium Communications Inc.

Overview of Our Business

We are engaged primarily in providing mobile voice and data communications services using a constellation of orbiting satellites. We are the only commercial provider of communications services offering true global coverage, connecting people, organizations and assets to and from anywhere, in real time. Our ~~unique~~low-earth orbit, L-band satellite network provides reliable, weather-resilient communications services to regions of the world where terrestrial wireless or wireline networks do not exist or are limited, including remote land areas, open ocean, airways, the polar regions and regions where the telecommunications infrastructure has been affected by political conflicts or natural disasters.

We provide voice and data communications services to businesses, the U.S. and foreign governments, non-governmental organizations and consumers via our ~~upgraded~~ satellite network, which has an architecture of 66 operational satellites with in-orbit ~~and ground~~ spares and related ground infrastructure. We utilize an interlinked mesh architecture to route traffic across the satellite constellation using radio frequency crosslinks between satellites. This unique architecture minimizes the need for ground facilities to support the constellation, which facilitates the global reach of our services and allows us to offer services in countries and regions where we have no physical presence. Our upgraded satellite constellation is compatible with all of our end-user equipment and supports more bandwidth and higher data speeds for our new products, including our recently introduced Iridium Certus~~broadband service.~~

We sell our products and services to commercial end users through a wholesale distribution network, encompassing approximately ~~125~~100 service providers, ~~285~~300 value-added resellers, or VARs, and 9085 value-added manufacturers, or VAMs, who either sell directly to the end user or indirectly through other service providers, VARs or dealers. These distributors often integrate our products and services with other complementary hardware and software and have developed a broad suite of applications for our products and services targeting specific lines of business.

At December 31, ~~2020~~2023, we had approximately ~~1,476,000~~2,279,000 billable subscribers worldwide, an increase of ~~176,000,~~280,000, or 14%, from approximately ~~1,300,000~~1,999,000 billable subscribers at December 31, ~~2019.~~2022. We have a diverse customer base, including end users in land-mobile, Internet of Things, or IoT, maritime, aviation and government.

We recognize revenue primarily from ~~both~~ the provision of services and the sale of equipment. Service revenue represented ~~79% and 80%~~74% of total revenue for each of the years ended December 31, ~~2020~~2023 and ~~2019, respectively.~~2022. Voice and data, ~~and~~ IoT data and broadband service revenues have historically generated higher margins than subscriber equipment revenue, and we expect this trend to continue. We also recognize revenue from our hosted payloads, principally from Aireon, including fees for hosting the payloads and fees for transmitting data from the payloads over our network, as well as revenue from other services, such as satellite time and location services.

Launch Services Agreements ~~for Upgrade of Satellite Constellation~~

~~In 2019,~~During 2022, we ~~completed the full replacement of our first-generation satellites~~entered into agreements with ~~our upgraded constellation at a cost of approximately $3 billion.~~

~~In June 2010, we executed a primarily fixed price full scale development contract, or FSD, with~~Space Exploration Technology Corp. and Thales Alenia Space France for ~~the design~~launch and ~~manufacture~~related services, to launch up to five of ~~satellites for the upgraded constellation.~~our ground spare satellites. The ~~total~~contract price under these agreements was approximately $40.0 million in the ~~FSD was $2.3 billion. Final payments under this contract were made~~aggregate. In May 2023, we launched five of our remaining ground spare satellites, bringing our total number of in-orbit spares to 14. Following completion of successful on-orbit testing of the five launched satellites, we had no plans to use, develop or launch the remaining ground spare and wrote off the full amount remaining in construction-in-progress for that satellite by recording accelerated depreciation expense of $37.5 million during the second quarter of ~~2019. These costs were capitalized as construction in progress within property and equipment, net in the accompanying condensed consolidated balance sheets.~~2023.

To complete the upgraded constellation, we launched a total of 75 satellites into low earth orbit using eight Falcon 9 rockets under two contracts with Space Exploration Technologies Corp., or SpaceX, with a total price of $510.8 million. Final payments to SpaceX for these launches were made during the second quarter of 2019. These costs were capitalized as construction in progress within property and equipment, net in the accompanying consolidated balance sheets. We shared one launch with GFZ German Research Centre for Geosciences for which we received $29.8 million from them.

Term Loan

On ~~November 4, 2019,~~September 20, 2023, pursuant to ~~a new loan~~an amended and restated credit agreement, or the Credit Agreement, we ~~entered into a $1,450.0 million~~refinanced our previously existing term loan orresulting in total borrowing of $1,500.0 million, which as amended and restated we refer to as the Term ~~Loan, and~~Loan. We also have an accompanying $100.0 million revolving loan, or the Revolving Facility. The Term Loan now bears interest at an annual rate equal to the Secured Overnight Financing Rate, or SOFR, plus 2.50%, with a 0.75% SOFR floor. We ~~used~~typically select a one-month interest period, with the ~~proceeds~~result that interest is calculated using one-month SOFR. Interest is paid monthly on the last business day of the month. The maturity date of the Term Loan ~~along~~is in September 2030. Principal payments, payable quarterly beginning with ~~our debt service reserve account, or DSRA, and cash on hand to repay in full all~~the quarter ending March 31, 2024, equal $15.0 million per annum, which is one percent of the ~~indebtedness outstanding under~~full principal amount of the ~~credit facility with a syndicate of bank lenders guaranteed by Bpifrance Assurance Export S.A.S., or the BPIAE Facility, as well as related expenses. The~~ Term Loan, ~~was issued at a price equal to 99.5% of its face value and initially bore~~with the remaining principal due upon maturity.

The Revolving Facility bears interest at an annual rate of ~~LIBOR~~SOFR plus ~~3.75%, with a 1.0% LIBOR floor, and has a seven-year maturity.~~

On February 7, 2020, we closed on an additional $200.0 million under the Term Loan. On February 13, 2020, we used these proceeds, together with cash on hand, to prepay and retire all of the indebtedness outstanding under our senior unsecured notes, or the Notes, including premiums for early prepayment. The additional amount is fungible with the original $1,450.0 million, having the same maturity date, interest rate and other terms, but was issued at a 1.0% premium to face value. To prepay the Notes, we paid a call price equal to the present value at the redemption date of (i) 105.125% of the $360.0 million principal amount of the Notes plus (ii) all interest due through the first call date in April 2020, representing a total call premium of $23.5 million, plus all accrued and unpaid interest to the redemption date.

In January 2021, we repriced the Term Loan in order to reduce the annual interest rate to LIBOR plus 2.75%, with a 1.0% LIBOR floor, with no other material changes to the terms. The Revolving Facility bears interest at LIBOR plus 3.75%2.50% (but without a ~~LIBOR~~SOFR floor) if and as drawn, with no original issue discount, a commitment fee of 0.5% per year on the undrawn amount, which will be reduced to 0.375% if we have a consolidated first lien net leverage ratio, as defined in the Credit Agreement, of less than 3.5 to 1, and a ~~five-year maturity.~~maturity date in September 2028. See Note 7 to the consolidated financial statements included in this annual report for further discussion of our Term ~~Loan.~~Loan and Revolving Facility.

In the fourth quarter of 2022, we elected to prepay $100.0 million of principal on the previously existing term loan. As of December 31, 2023, we reported an aggregate balance of $1,500.0 million in borrowings under the Term Loan, before $17.5 million of net deferred financing costs, for a net principal balance of $1,482.5 million outstanding in our consolidated balance sheet. We have not drawn on our Revolving Facility.

Our Term Loan contains no financial maintenance covenants. With respect to the Revolving Facility, we are required to maintain a consolidated first lien net leverage ratio of no greater than 6.25 to 1 if more than 35% of the Revolving Facility has been drawn. The Credit Agreement contains other customary representations and warranties, affirmative and negative covenants, and events of default. We were in compliance with all covenants under the Credit Agreement as of December 31, 2023.

The Credit Agreement ~~as amended to date,~~ restricts our ability to incur liens, engage in mergers or asset sales, pay dividends, repay subordinated indebtedness, incur indebtedness, make investments and loans, and engage in other transactions as specified in the Credit ~~Agreement, and also contains a mechanism to sweep a portion of our excess cash flow (as defined in the Credit Agreement).~~Agreement. The Credit Agreement provides for specified exceptions, including baskets measured as a percentage of trailing twelve months of earnings before interest, taxes, depreciation and amortization, or EBITDA, and unlimited exceptions in the case of incurring indebtedness and liens and making investments, dividend payments, and payments of subordinated indebtedness, ~~as well as a phase-out of the excess cash flow sweep,~~ based on achievement and maintenance of specified leverage ratios. The Credit Agreement permits repayment, prepayment, and repricing transactions, subject, in the case of the Term Loan, to a 1% penalty in the event the ~~facility~~Term Loan is prepaid or repriced within the first six months ~~after~~from the ~~repricing action noted above.~~

refinancing date. The Credit Agreement also contains ~~no financial maintenance covenants~~a mandatory prepayment sweep mechanism with respect to ~~the Term Loan. With respect to the Revolving Facility, the Credit Agreement requires the maintenance~~a portion of ~~a consolidated first lien net leverage ratio~~our excess cash flow (as defined in the Credit Agreement) in the

event our net leverage ratio rises above 3.5 to 1. As of ~~no greater than 6.25~~December 31, 2023, our leverage ratio was below the specified level, and we were not required to 1 if more than 35% of the Revolving Facility has been drawn. The Credit Agreement also contains other customary representations and warranties, affirmative and negative covenants, and events of default.make a mandatory prepayment with respect to 2023 cash flows.

Derivative Financial Instruments

~~On November 27, 2019, we executed~~We previously entered into a long-term interest rate swap, or the Swap, ~~effective through November 2021~~ to mitigate variability in forecasted interest payments on a portion of our borrowings under ~~our~~the Term Loan. ~~We receive~~The Swap expired in November 2021. Under the Swap, on the last business day of each month, we received variable interest payments based on one-month LIBOR from the counterparty. We paid a fixed rate of 1.565% per annum on the Swap.

In July 2021, we entered into an interest rate cap agreement, or the Cap, that began in December 2021. The Cap manages our exposure to interest rate movements on a portion of the Term Loan through November 2026. The Cap, which was not affected by the refinancing of the Term Loan in September 2023, is designed to mirror the terms of the Term Loan and to offset the cash flows being hedged. We designated the Cap as a cash flow hedge of the variability of the SOFR-based interest payments on the Term Loan. The effective portion of the Cap’s change in fair value is recorded in accumulated other comprehensive income (loss) and reclassified into earnings during the period in which the hedged transaction affects earnings.

In December 2022, we modified the Cap to replace the previous LIBOR base rate with SOFR and received a credit risk adjustment from the counterparty of 0.064%. The modified Cap now provides us the right to receive payment from the counterparty if one-month SOFR exceeds 1.436% (1.5% less 0.064%). Prior to the amendment, we received payment under the terms of the Cap if one-month LIBOR exceeded 1.5%. We began paying a fixed monthly premium based on an annual rate of 0.31% for the Cap in December 2021. The Cap carried a notional amount of $1.0 billion as of December 31, 2023 and 2022.

We also entered into an interest rate swaption agreement, or the Swaption, ~~that, if executed on November 22, 2021, would extend our Swap through November 2026. We pay~~for which we paid a fixed annual rate of 0.50% ~~for~~. We sold the Swaption ~~and a~~in May 2021 for $0.7 million but continued to pay the fixed rate ~~of 1.565% on~~through the ~~Swap. Both the Swap and~~expiration of the Swaption ~~derivative instruments carry a notional amount of $1,000.0 million. We designated both~~in November 2021.

At inception, the Swap and Swaption ~~as qualifying hedging instruments and accounted for these derivatives~~were designated as cash flow ~~hedges. Gains and losses resulting from fair~~hedges for hedge accounting. The unrealized changes in market value ~~adjustments to the Swap and Swaption are~~were recorded ~~within~~in accumulated other comprehensive ~~loss within our consolidated~~income (loss), and any remaining balance ~~sheets and~~was reclassified into earnings during the period in which the hedged transaction affected earnings. Due to ~~interest expense on~~ the ~~dates~~changes made to the Term Loan as a result of the July 2021 repricing, at that time, we elected to de-designate the Swap as a cash flow hedge. Accordingly, as the related interest payments ~~become due. Cash flows related to~~were still probable, the ~~interest rate swaps are included in cash flows from operating activities on~~accumulated balance within other comprehensive income (loss) as of the ~~consolidated statements of cash flows.~~ de-designation date was amortized into earnings through the November 2021 expiration date.

See Note 8 to our consolidated financial statements included in this report for further discussion of our derivative financial instruments.

~~Senior Unsecured Notes~~

On March 21, 2018, we issued $360.0 million in aggregate principal under the Notes, before $9.0 million of deferred financing costs, for a net principal balance of $351.0 million in borrowings from the Notes. The Notes bore interest at 10.25% per annum and were due to mature on April 15, 2023. Interest was payable semi-annually on April 15 and October 15, beginning on October 15, 2018, and principal would have been repaid in full upon maturity. As noted above, the notes were redeemed on February 13, 2020.

Total Interest on Debt and Loss on Extinguishment

Total interest incurred includes amortization of deferred financing fees and capitalized interest. Due to the refinancing of the Term Loan in 2023, we incurred third-party financing costs of $15.9 million, of which $14.7 million was expensed. Due to the prepayments on the Term Loan in the fourth quarter of 2022, we incurred a $1.2 million loss on extinguishment of debt for the write-off of the related unamortized debt issuance costs for the portion of the Term Loan that was prepaid. To reprice the Term Loan in 2021, we incurred third-party financing costs of $4.9 million. These costs were expensed and are included within interest expense on the consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2023, 2022 and 2021. The repricings of the Term Loan in 2021 resulted in a $0.9 million loss on extinguishment of debt, as we wrote off the unamortized debt issuance costs related to the lenders who were fully repaid in an exchange of principal.

Total interest incurred during the years ended December 31, ~~2020, 2019~~2023, 2022 and ~~2018~~2021 was ~~$98.6~~$102.3 million, ~~$140.1~~$72.1 million and ~~$142.7~~$72.8 million, respectively. Interest incurred includes amortization of deferred financing fees of ~~$3.8~~$4.0 million, ~~$21.6~~$4.8 million and ~~$26.5~~$4.3 million for the years ended December 31, ~~2020, 2019~~2023, 2022 and ~~2018,~~2021, respectively. Interest capitalized during the ~~year ended December 31, 2020 and 2019 was $3.2 million and $15.1 million, respectively. Interest accrued for the~~ years ended December 31, ~~2020~~2023, 2022 and ~~2019~~2021 was ~~$0.2~~$5.1 million, $2.6 million and ~~$7.8~~$2.1 million, respectively. As ~~part~~ of December 31, 2023 and 2022, accrued interest on the ~~repayment of the BPIAE Facility in November 2019, noted above, we incurred a loss of approximately $111.7~~Term Loan was $1.0 million ~~for the early extinguishment which was recorded within other income (expense) on our consolidated statements of operations~~ and ~~comprehensive loss. Similarly, in February 2020, we incurred a loss of approximately $30.2~~$0.3 million, ~~for the early extinguishment of the Notes, also recorded within other income (expense) on our consolidated statements of operations and comprehensive loss.~~respectively.

Material Trends and Uncertainties

Our industry and customer base ~~has~~have historically grown as a result of:

•demand for remote and reliable mobile communications services;

•a growing number of new products and services and related applications;

•a broad wholesale distribution network with access to diverse and geographically dispersed niche markets;

•increased demand for communications services by disaster and relief agencies and emergency first responders;

•improved data transmission speeds for mobile satellite service offerings;

•regulatory mandates requiring the use of mobile satellite services;

•a general reduction in prices of mobile satellite services and subscriber equipment; and

•geographic market expansion through the ability to offer our services in additional countries.

Nonetheless, we face a number of challenges and uncertainties in operating our business, including:

•our ability to maintain the health, capacity, control and level of service of our satellites;

•our ability to develop and launch new and innovative products and services;

•changes in general economic, business and industry conditions, including the effects of currency exchange rates;

•our reliance on a single primary commercial gateway and a primary satellite network operations center;

•competition from other mobile satellite service providers and, to a lesser extent, from the expansion of terrestrial-based cellular phone systems and related pricing pressures;

•market acceptance of our products;

•regulatory requirements in existing and new geographic markets;

•challenges associated with global operations, including as a result of conflicts in or affecting markets in which we operate;

•rapid and significant technological changes in the telecommunications industry;

•our ability to generate sufficient internal cash flows to repay our debt;

•reliance on our wholesale distribution network to market and sell our products, services and applications effectively;

•reliance on a global supply chain, including single-source suppliers for the manufacture of most of our subscriber equipment and for some of the components required in the manufacture of our end-user subscriber equipment and our ability to purchase component parts that are periodically subject to shortages resulting from surges in demand, natural disasters or other ~~events;~~events, including a global pandemic, such as COVID-19; and

•reliance on a few significant customers, particularly agencies of the U.S. government, for a substantial portion of our revenue, as a result of which the loss or decline in business with any of these customers may negatively impact our revenue and collectability of related accounts receivable.

Critical Accounting Policies and Estimates

The discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP. The preparation of these financial statements requires the use of estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing

basis, we evaluate our estimates, including those related to revenue recognition, income taxes, useful lives of property and equipment, loss contingencies, and other estimates. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions.

The accounting policies we believe to be most critical to understanding our financial results and condition and that require complex and subjective management judgments are discussed below. Our accounting policies are more fully described in Note 2 ~~in Item 8 “Financial Statements and Supplementary Data”~~to the consolidated financial statements included in this report. ~~Please see the notes to our consolidated financial statements for a full discussion of these significant accounting policies.~~

~~Revenue Recognition~~

We sell services and equipment through contracts with our customers. We evaluate whether a contract exists as it relates to collectibility of the contract. Once a contract is deemed to exist, we evaluate the transaction price including both fixed and variable consideration. The variable consideration contained within our contracts with customers may include discounts, credits and other similar items. When a contract includes variable consideration, we evaluate the estimate of the variable consideration to determine whether the estimate needs to be constrained. Therefore, we include constrained consideration in the transaction price only to the extent that it is probable that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration or collectibility is subsequently resolved. Variable consideration estimates are updated at the end of each quarter and collectibility assessments are evaluated with new customers, or on an ongoing basis if initially deemed not probable, and updated as facts and circumstances change.

We sell prepaid services in the form of e-vouchers and prepaid cards. A liability is established equal to the cash paid upon purchase for the e-voucher or prepaid card. We recognize revenue from (i) the prepaid services upon the use of the e-voucher or prepaid card by the customer and (ii) the estimated pattern of use. While the terms of prepaid e-vouchers can be extended by the purchase of additional e-vouchers, prepaid e-vouchers may not be extended beyond three or four years, dependent on the initial term when purchased.

Revenue associated with some of our fixed-price engineering services arrangements is recognized over time using costs incurred to date relative to total estimated costs at completion to measure progress toward satisfying our performance obligation. We recognize revenue on cost-plus-fixed-fee arrangements to the extent of estimated costs incurred plus the applicable fees earned. If actual results are not consistent with our estimates or assumptions, we may be exposed to changes to earned and unearned revenue that could be material to our results of operations.

Income Taxes

We account for income taxes using the asset and liability approach. This approach requires that we recognize deferred tax assets

and liabilities based on differences between the financial statement bases and tax bases of our assets and liabilities. Deferred tax

assets and liabilities are recorded based upon enacted tax rates for the period in which the deferred tax items are expected to

reverse. Changes in tax laws or tax rates in various jurisdictions are reflected in the period of change. Significant judgment is

required in the calculation of our tax provision and the resulting tax liabilities as well as our ability to realize our deferred tax

assets. Our estimates of future taxable income and any changes to such estimates can significantly impact our tax provision in a

given period. Significant judgment is required in determining our ability to realize our deferred tax assets related to federal,

state and foreign tax attributes within their carryforward periods including estimating the amount and timing of the future

reversal of deferred tax items in our projections of future taxable income. A valuation allowance is established to reduce

deferred tax assets to the amounts we expect to realize in the future. We also recognize tax benefits related to uncertain tax

positions only when we estimate that it is “more likely than not” that the position will be sustainable based on its technical

merits. If actual results are not consistent with our estimates and assumptions, this may result in material changes to our income

tax provision.

The Tax Cuts and Jobs Act of 2017, enacted in December of 2017, or the Tax Act, introduced significant changes to U.S. income tax law that have a meaningful impact on our provision for income taxes. Due to the complexity involved in applying the provisions of the Tax Act, we made reasonable estimates of the effects and recorded these estimates in our financial statements. Accounting for the income tax effects of the Tax Act requires significant judgments and estimates in the interpretation and calculations of the various provisions. During 2019 and 2020, the U.S. Treasury Department, as well as the Internal Revenue Service, or IRS, and other standard-setting bodies issued guidance related to certain provisions in the Tax Act. These same standard-setting bodies may issue additional guidance on how the provisions of the Tax Act will be applied or otherwise administered that is different from our interpretation. As we collect and prepare necessary data, interpret the Tax Act

and analyze any additional guidance issued by the IRS or other standard-setting bodies, we may need to make adjustments to prior estimates, which could materially impact our financial statements in the period in which the adjustments are made.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated or amortized over their estimated useful lives. We apply judgment in determining the useful lives based on factors such as engineering data, our long-term strategy for using the assets, the ~~manufacturer's~~manufacturer’s estimated design life for the assets, laws and regulations that could impact the useful lives of the assets and other economic factors. In evaluating the useful lives of our satellites, we assess the current estimated operational life of the satellites, including the potential impact of environmental factors on the satellites, ongoing operational enhancements and software upgrades. Additionally, we review engineering data relating to the operation and performance of our satellite network.

We depreciate our satellites over the shorter of their potential operational life or the period of their expected use. The appropriateness of the useful lives is evaluated on a quarterly basis or as events occur that require additional assessment. The upgraded satellites that have been placed into service are depreciated using the straight-line method over their respective estimated useful lives. If the estimated useful lives of our upgraded satellites change, it could have a material impact on the timing of the recognition of depreciation ~~expense.~~expense and hosted payload revenue.

~~During~~In the ~~construction period for~~fourth quarter of 2023, we updated our ~~upgraded satellite constellation, assets under construction primarily consisted of costs incurred associated with the design, development and launch~~estimate of the ~~upgraded satellites, upgrades~~satellites’ remaining useful lives based on the health of the constellation, resulting in an extension from 12.5 years to 17.5 years. If our actual operational results are not consistent with our estimates and assumptions, however, we may experience further changes in depreciation and amortization expense that could be material to our ~~current infrastructure and ground systems and internal software development costs. We capitalized a portion~~results of operations. See Note 2 to the ~~interest~~consolidated financial statements included in this report for further detail on the ~~BPIAE Facility during the construction period~~impact of the upgraded satellite constellation. Capitalized interest was added to the cost of the upgraded satellites. Once these assets were placed in service, they are depreciated using the straight-line method over their respective estimated useful lives. During each year end, we evaluate the useful lives of all assets under construction.this change.

4648

Comparison of Our Results of Operations for the ~~Year~~Years Ended December 31, ~~2020~~2023 and ~~the Year Ended December 31, 2019~~2022


		Year Ended December 31,
					% of Total Revenue							% of Total Revenue				Change
	Year Ended December 31,																																			Year Ended December 31,
				% of Total Revenue																																			% of Total Revenue																% of Total Revenue							Change
($ In thousands)	($ In thousands)	2020				% of Total Revenue				2019			% of Total Revenue				Dollars			Percent			($ In thousands)		2023									2022											Dollars						Percent
Revenue:	Revenue:																			Revenue:
Service revenue	Service revenue
Commercial
Commercial
Commercial	Commercial	$	362,208		62			%		$	350,026		63		%		$	12,182		3		%	$	478,454		61			61		%				$	428,721		59				59		%				$	49,733			12					12		%
Government	Government	100,887			17		%		97,132				17		%		3,755			4		%	Government		106,000			13			13		%				106,000			15				15		%				—				0					0		%
Total service revenue	Total service revenue	463,095			79		%		447,158			80		%		15,937			4		%	Total service revenue		584,454			74			74		%				534,721			74				74		%				49,733				9					9		%
Subscriber equipment	Subscriber equipment	86,119			15		%		82,856			15		%		3,263			4		%	Subscriber equipment		105,136			13			13		%				134,714			19				19		%				(29,578)				(22)					(22)		%
Engineering and support services	Engineering and support services	34,225			6		%		30,430			5		%		3,795			12		%	Engineering and support services		101,133			13			13		%				51,599			7				7		%				49,534				96					96		%
Total revenue	Total revenue	583,439			100		%		560,444			100		%		22,995			4		%	Total revenue		790,723			100			100		%				721,034			100				100		%				69,689				10					10		%
Operating expenses:	Operating expenses:																					Operating expenses:
Cost of services (exclusive of depreciation	Cost of services (exclusive of depreciation																					Cost of services (exclusive of depreciation
and amortization)	and amortization)	91,097			16		%		94,958			17		%		(3,861)			(4)		%	and amortization)		158,710			20			20		%				115,137			16				16		%				43,573				38					38		%
Cost of subscriber equipment	Cost of subscriber equipment	51,596			9		%		50,186			9		%		1,410			3		%	Cost of subscriber equipment		66,410			8			8		%				86,012			12				12		%				(19,602)				(23)					(23)		%
Research and development	Research and development	12,037			2		%		14,310			2		%		(2,273)			(16)		%	Research and development		20,269			3			3		%				16,218			2				2		%				4,051				25					25		%
Selling, general and administrative	Selling, general and administrative	90,052			15		%		93,165			17		%		(3,113)			(3)		%	Selling, general and administrative		143,706			18			18		%				123,504			17				17		%				20,202				16					16		%
Depreciation and amortization	Depreciation and amortization	303,174			52		%		297,705			53		%		5,469			2		%	Depreciation and amortization		320,000			41			41		%				303,484			43				43		%				16,516				5					5		%
Total operating expenses	Total operating expenses	547,956			94		%		550,324			98		%		(2,368)			0		%	Total operating expenses		709,095			90			90		%				644,355			90				90		%				64,740				10					10		%

Operating income	Operating income	35,483			6		%		10,120			2		%		25,363			251		%	Operating income		81,628			10			10		%				76,679			10				10		%				4,949				6					6		%
Other income (expense):
Other expense:																						Other expense:
Interest expense, net	Interest expense, net	(94,271)			(16)		%		(115,396)			(21)		%		21,125			(18)		%	Interest expense, net		(90,387)			(11)			(11)		%				(65,089)			(9)				(9)		%				(25,298)				39					39		%
Loss on extinguishment of debt	Loss on extinguishment of debt	(30,209)			(5)		%		(111,710)			(20)		%		81,501			(73)		%	Loss on extinguishment of debt		—			0			0		%				(1,187)			0				0		%				1,187				(100)					(100)		%
Other income (expense), net		33			0		%		(1,133)			0		%		1,166			(103)		%
Other income, net																						Other income, net		4,012					1		%				107						0		%				3,905									3,650	%
Total other expense	Total other expense	(124,447)			(21)		%		(228,239)			(41)		%		103,792			(45)		%	Total other expense		(86,375)			(10)			(10)		%				(66,169)			(9)				(9)		%				(20,206)				31					31		%
Loss before income taxes		(88,964)			(15)		%		(218,119)			(39)		%		129,155			(59)		%
Income tax benefit		32,910			5		%		56,120			10		%		(23,210)			(41)		%
Net loss		$	(56,054)		(10)		%		$	(161,999)		(29)		%		$	105,945		(65)		%
Income (loss) before income taxes and equity in net earnings of affiliates																						Income (loss) before income taxes and equity in net earnings of affiliates		(4,747)					0		%				10,510						1		%				(15,257)									(145)	%
Income tax benefit (expense)																						Income tax benefit (expense)		26,251					3		%				(292)						0		%				26,543									(9,090)	%
Loss on equity method investments																						Loss on equity method investments		(6,089)					(1)		%				(1,496)						0		%				(4,593)									307	%
Net income																						Net income		$	15,415				2		%				$	8,722					1		%				$	6,693								77	%

~~Commercial Service Revenue~~

Year Ended December 31,
2020 2019 Change
Revenue
Billable
Subscribers (1)
ARPU (2)
Revenue
Billable
Subscribers (1)
ARPU (2)
Revenue Billable
Subscribers ARPU
(Revenue in millions and subscribers in thousands)
Commercial services:
Voice and data $ 168.6 350 $ 40 $ 173.1 352 $ 41 $ (4.5) (2) $ (1)
IoT data 97.0 962 $ 9.16 96.4 802 $ 11.10 0.6 160 $ (1.94)
Broadband (3)
36.0 11.7 $ 266 30.5 10.8 $ 248 5.5 0.9 $ 18
Hosted payload and other data 60.6 N/A 50.0 N/A 10.6 N/A
Total commercial services $ 362.2 1,324 $ 350.0 1,165 $ 12.2 159

~~(1)Billable subscriber numbers are shown as of the end of the respective period.~~

~~(2)~~Average monthly revenue per unit, or ARPU, is calculated by dividing revenue in the respective period by the average of the number of billable subscribers at the beginning of the period and the number of billable subscribers at the end of the

~~period and then dividing the result by the number of months in the period. Billable subscriber and ARPU data is not applicable for hosted payload and other data service revenue items.~~

~~(3)~~Commercial broadband consists of Iridium OpenPort and Iridium Certus broadband services, which were previously reported in commercial voice and data revenue. Prior year periods have been conformed to this presentation.

For the year ended December 31, 2020, total commercial revenue increased $12.2 million, or 3%, due to increased hosted payload and other data services revenue and increased commercial broadband revenue. Hosted payload and other data service revenue increased $10.6 million, or 21%, primarily due to increased Aireon data service fees related to a contractual step-up and increased Aireon power fees. Commercial broadband revenue increased $5.5 million, or 18%, from the prior year period, principally due to sales of Iridium Certusbroadband services, which were commercially introduced in January 2019. Commercial IoT data revenue also increased slightly, up $0.6 million, or 1%, over the prior year period. This primarily reflects a 20% increase in commercial IoT data billable subscribers, primarily from continued strength in consumer personal communications devices, offset in part by a decrease in ARPU, driven by the decrease in usage revenue related to COVID-19, particularly with aviation customers, and an increase in the proportion of consumer personal communications device users comprising IoT subscribers, as users of these devices typically utilize lower ARPU plans. The increases in revenue were partially offset by a $4.5 million, or 3%, decline in commercial voice and data revenue from the prior year resulting from a decrease in subscribers and decreased usage following mobility restrictions associated with the COVID-19 pandemic.

~~Government Service Revenue~~

Year Ended December 31,
2020 2019 Change
Revenue
Billable
Subscribers (1)
Revenue
Billable
Subscribers (1)
Revenue Billable
Subscribers
(Revenue in millions and subscribers in thousands)
Government service revenue $ 100.9 152 $ 97.1 135 $ 3.8 17

~~(1)Billable subscriber numbers shown are at the end of the respective period.~~

We provide airtime and airtime support to U.S. government and other authorized customers pursuant to our Enhanced Mobile Satellite Services contract, or the EMSS Contract. Under the terms of this agreement, authorized customers utilize specified Iridium airtime services provided through the U.S. government’s dedicated gateway. The fee is not based on subscribers or usage, allowing an unlimited number of users access to the services. For the year ended December 31, 2020, government service revenue increased $3.8 million from the prior year period as a result of the higher pricing in the new EMSS Contract.

~~Subscriber Equipment Revenue~~

Subscriber equipment revenue increased $3.3 million, or 4%, to $86.1 million for the year ended December 31, 2020 compared to the prior year, primarily due to an increase in the volume and higher average selling price of L-band transceivers and an increase in volume of IoT device sales, partially offset by a decrease in the volume of handset sales.

~~Engineering and Support Service Revenue~~

Year Ended December 31,
2020 2019 Change
(In millions)
Commercial $ 4.5 $ 2.8 $ 1.7
Government 29.7 27.6 2.1
Total $ 34.2 $ 30.4 $ 3.8

Engineering and support service revenue increased by $3.8 million, or 12%, for the year ended December 31, 2020 compared to the prior year primarily as a result of an increase in the volume of contracted work to enable services for the U.S. government and an increase in the volume of work for commercial customers, primarily related to the Aireon hosted payload operations center.

~~Operating Expenses~~

~~Cost of Services (exclusive of depreciation and amortization)~~

Cost of services (exclusive of depreciation and amortization) includes the cost of network engineering and operations staff, including contractors, software maintenance, product support services, and cost of services for government and commercial engineering and support service revenue.

Cost of services (exclusive of depreciation and amortization) decreased by $3.9 million, or 4%, for the year ended December 31, 2020 compared to the prior year, primarily as a result of a decrease in in-orbit insurance costs, which were amortized over a one-year period from the in-service date, as we completed the placement of upgraded satellites in-orbit in February 2019. This decrease was offset in part by higher costs to support the new EMSS Contract and an increase in the volume of contracted engineering and support services, as noted above.

~~Cost of Subscriber Equipment~~

~~Cost of subscriber equipment includes the direct costs of equipment sold, which consist of manufacturing costs, allocation of overhead, and warranty costs.~~

Cost of subscriber equipment increased $1.4 million, or 3%, for the year ended December 31, 2020 compared to the prior year period primarily due to the increase in the volume of L-band transceivers and IoT device sales, as described above.

~~Research and Development~~

Research and development expenses decreased by $2.3 million, or 16%, for the year ended December 31, 2020 compared to the prior year period primarily due to decreased spend on devices for our upgraded network.

~~Selling, General and Administrative~~

Selling, general and administrative expenses that are not directly attributable to the sale of services or products include sales and marketing costs as well as employee-related expenses (such as salaries, wages, and benefits), legal, finance, information technology, facilities, billing and customer care expenses.

Selling, general and administrative expenses decreased by $3.1 million, or 3%, for the year ended December 31, 2020 compared to the prior year, primarily due to a decrease in management incentive compensation and decreased spend on travel and marketing related events as a result of COVID-19. These decreases were offset by an increase in wages and equity compensation associated with an increase in headcount.

~~Depreciation and Amortization~~

Depreciation and amortization expense increased by $5.5 million, or 2%, for the year ended December 31, 2020 compared to the prior year, primarily due to the increased number of upgraded satellites in service during the current period as we completed the replacement of our first-generation satellites in February 2019. As the upgraded satellites are the largest proportion of our asset base, we anticipate depreciation and amortization to remain relatively consistent over the next several years.

~~Other Income (Expense)~~

~~Interest Expense, net~~

Interest expense, net, for the year ended December 31, 2020 was $94.3 million, compared to $115.4 million for the prior year period. The decrease was primarily related to the impact of the refinancing of our debt including a decrease in the weighted average effective interest rate and lower average outstanding borrowings under our total debt obligations. The decrease was offset in part by less interest being capitalized as the average balance of satellites in construction decreased in 2020 as upgraded satellites were completed in the prior year and less interest income.

~~Loss on Extinguishment of Debt~~

Loss on extinguishment of debt was $30.2 million for the year ended December 31, 2020, compared to $111.7 million for the prior year period. During November 2019, we issued our Term Loan, and used the proceeds of the Term Loan, along with our DSRA and cash on hand to repay in full all of the indebtedness outstanding under the BPIAE Facility, including premiums for early prepayment. During February 2020, we closed on an additional $200.0 million under our Term Loan and used these proceeds, together with cash on hand, to prepay all of the indebtedness outstanding under the Notes, including premiums for early prepayment. In each case, we wrote off the remaining unamortized debt issuance costs, resulting in the loss on extinguishment of debt.

~~Income Tax Benefit~~

~~For the year ended December 31, 2020, our income tax benefit was $32.9 million, compared to an income tax benefit of~~$56.1 million for the prior year. Our effective tax rate was approximately 37.0% for the year ended December 31, 2020 compared to 25.7% for the prior year. The decrease in income tax benefit was primarily related to a decrease in loss before income taxes compared to the prior year. If our current estimates change in future periods, the impact on the deferred tax assets and liabilities may change correspondingly. See ~~Note 12~~ ~~to our consolidated financial statements for more detail on the individual items impacting our effective tax rate for the years.~~

~~Net Loss~~

Net loss was $56.1 million for the year ended December 31, 2020, compared to net loss of $162.0 million during the prior year. This decrease in net loss was primarily the result of the $81.5 million decrease in loss on extinguishment of debt, the $23.0 million increase in total revenues, and the $21.1 million decrease in interest expense, net, as described above, partially offset by the $23.2 million decrease in income tax benefit, as described above.

~~Comparison of Our Results of Operations for the Year Ended December 31, 2019 and the Year Ended December 31, 2018~~

Year Ended December 31,
% of Total
Revenue % of Total
Revenue Change
($ In thousands) 2019 2018 Dollars Percent
Revenue:
Service revenue
Commercial $ 350,026 63 % $ 318,757 61 % $ 31,269 10 %
Government 97,132 17 % 88,000 17 % 9,132 10 %
Total service revenue 447,158 80 % 406,757 78 % 40,401 10 %
Subscriber equipment 82,856 15 % 97,848 19 % (14,992) (15) %
Engineering and support services 30,430 5 % 18,403 3 % 12,027 65 %
Total revenue 560,444 100 % 523,008 100 % 37,436 7 %
Operating expenses:
Cost of services (exclusive of depreciation
and amortization) 94,958 17 % 86,016 16 % 8,942 10 %
Cost of subscriber equipment 50,186 9 % 56,857 11 % (6,671) (12) %
Research and development 14,310 2 % 22,429 4 % (8,119) (36) %
Selling, general and administrative 93,165 17 % 97,846 19 % (4,681) (5) %
Depreciation and amortization 297,705 53 % 218,207 42 % 79,498 36 %
Total operating expenses 550,324 98 % 481,355 92 % 68,969 14 %
Operating income 10,120 2 % 41,653 8 % (31,533) (76) %
Other income (expense):
Interest expense, net (115,396) (21) % (55,149) (11) % (60,247) 109 %
Loss on extinguishment of debt (111,710) (20) % (7,292) (1) % (104,418) 1,432 %
Other income (expense), net (1,133) 0 % 139 0 % (1,272) (915) %
Total other expense (228,239) (41) % (62,302) (12) % (165,937) 266 %
Loss before income taxes (218,119) (39) % (20,649) (4) % (197,470) 956 %
Income tax benefit 56,120 10 % 7,265 1 % 48,855 672 %
Net loss $ (161,999) (29) % $ (13,384) (3) % $ (148,615) 1,110 %

Commercial Service Revenue


		Year Ended December 31,
		2019					2018					Change
		Revenue		Billable Subscribers (1)	ARPU (2)		Revenue		Billable Subscribers (1)	ARPU (2)		Revenue		Billable Subscribers	ARPU
	Year Ended December 31,
		2023
		2023
		2023																				2022							Change
	Revenue																		Revenue		Billable Subscribers (1)		ARPU (2)			Revenue		Billable Subscribers (1)		ARPU (2)				Revenue		Billable Subscribers	ARPU
	(Revenue in millions and subscribers in thousands)																														(Revenue in millions and subscribers in thousands)
		(Revenue in millions and subscribers in thousands)
Commercial services:	Commercial services:
Commercial services:
Commercial services:
Voice and data
Voice and data
Voice and data	Voice and data	$	203.6	363	$	47	$	193.2	361	$	45	$	10.4	2	$	2
IoT data	IoT data	96.4		802	$	11.10	85.1		647	$	12.26	11.3		155	$	(1.16)
Broadband (3)
Hosted payload and other data	Hosted payload and other data	50.0		N/A			40.4		N/A			9.6		N/A
Total Commercial		$	350.0	1,165			$	318.7	1,008			$	31.3	157
Total commercial services
Total commercial services
Total commercial services																	$	478.4		2,134				$	428.7		1,860					$	49.7		274


DE			26-1344998
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)


Large Accelerated Filer	☒	Accelerated Filer	☐
Non-Accelerated Filer	☐	Smaller Reporting Company	☐
		Emerging Growth Company	☐


PART I

Item 1.	Business	2

Item 1A.	Risk Factors	24

Item 1B.	Unresolved Staff Comments	38

Item 1C.	C ybersecurity	38

Item 2.	Properties	3941

Item 3.	Legal Proceedings	3941

Item 4.	Mine Safety Disclosures	3941

PART II

Item 5.	Market for ~~Registrant's~~Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	4042

Item 6.	~~Selected Financial Data~~[Reserved]	4144

Item 7.	~~Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations	4244

Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	5854

Item 8.	Financial Statements and Supplementary Data	5955

Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	9188

Item 9A.	Controls and Procedures	9188

Item 9B.	Other Information	9491

Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	91

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	9592

Item 11.	Executive Compensation	9592

Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	9592

Item 13.	Certain Relationships and Related Party Transactions, and Director Independence	9592

Item 14.	Principal Accountant Fees and Services	9592

PART IV

Item 15.	Exhibits, Financial Statement Schedules	9693

Item 16.	Form 10-K Summary	~~100~~96

	SIGNATURES	~~101~~97


		Year Ended December 31,
Statement of Cash Flows
Statement of Cash Flows
Statement of Cash Flows									2023	2022	Change
		(in thousands)										(in thousands)
			Year Ended December 31,
Statement of Cash Flows			2020		2019		Change
			(in thousands)

Net cash provided by operating activities
Net cash provided by operating activities
Net cash provided by operating activities	Net cash provided by operating activities		$	249,767	$	198,143	$	51,624
Net cash used in investing activities	Net cash used in investing activities		$	(46,470)	$	(127,819)	$	81,349
Net cash used in financing activities	Net cash used in financing activities		$	(188,186)	$	(313,280)	$	125,094


			Page
Iridium Communications Inc.:
Report of KPMG LLP, Independent Registered Public Accounting Firm (PCAOB ID: 185)			56
Report of Ernst & Young LLP, Independent Registered Public Accounting Firm (PCAOB ID: 42)			6058
Consolidated Balance Sheets			6259
Consolidated Statements of Operations and Comprehensive ~~Loss~~Income (Loss)			6360
Consolidated Statements of Changes in Stockholders’ Equity			6461
Consolidated Statements of Cash Flows			6562
Notes to Consolidated Financial Statements			6663


	Year Ended December 31,
Statement of Operations Data	2020		2019		2018		2017		2016
	(In thousands, except per share amounts)
Revenue:
Services	$	463,095	$	447,158	$	406,757	$	349,735	$	334,822
Subscriber equipment	86,119		82,856		97,848		77,119		74,211
Engineering and support services	34,225		30,430		18,403		21,192		24,607
Total revenue	$	583,439	$	560,444	$	523,008	$	448,046	$	433,640
Total operating expenses (1)	$	547,956	$	550,324	$	481,355	$	346,759	$	257,269
Operating income (2)	$	35,483	$	10,120	$	41,653	$	115,476	$	176,371
Net income (loss) (3)	$	(56,054)	$	(161,999)	$	(13,384)	$	233,856	$	111,032
Comprehensive income (loss)	$	(66,367)	$	(160,069)	$	(18,385)	$	235,506	$	114,649
Weighted average shares outstanding - basic	133,491		125,167		108,975		97,934		95,967
Weighted average shares outstanding - diluted	133,491		125,167		108,975		128,130		124,875
Net income (loss) per share - basic	$	(0.42)	$	(1.33)	$	(0.22)	$	2.23	$	1.00
Net income (loss) per share - diluted	$	(0.42)	$	(1.33)	$	(0.22)	$	1.82	$	0.89


	December 31,
Balance Sheet Data	2020		2019		2018		2017		2016
	(In thousands)

Total current assets	$	347,821	$	342,935	$	390,384	$	411,072	$	516,770
Total assets (1)(3)	$	3,360,949	$	3,623,557	$	4,014,271	$	3,782,051	$	3,499,625
Total long-term liabilities (3)	$	1,828,438	$	2,050,524	$	2,149,975	$	1,971,356	$	2,072,673
Total stockholders' equity	$	1,419,439	$	1,459,282	$	1,601,577	$	1,596,469	$	1,343,758


	Year Ended December 31,
Cash Flow Data	2020		2019		2018		2017		2016
	(In thousands)
Cash provided by (used in):
Operating activities	$	249,767	$	198,143	$	263,709	$	259,621	$	225,199
Investing activities	$	(46,470)	$	(127,819)	$	(378,912)	$	(372,680)	$	(242,360)
Financing activities	$	(188,186)	$	(313,280)	$	193,503	$	16,866	$	224,178


						~~Useful life of upgraded satellites~~

~~Description of the Matter~~						At December 31, 2020, the Company had $2.5 billion in Property and Equipment related to its upgraded satellites. As discussed in Note 2 to the consolidated financial statements, the Company’s upgraded satellites are depreciated on a straight-line basis over their estimated useful life, which is currently estimated to be 12.5 years. The Company’s useful life estimate is based on judgments made by management using the manufacturer’s estimated design life for the assets, engineering data relating to the operation and performance of its satellite network, and the Company’s long-term strategy for use of the assets. Auditing the Company's estimate of the useful life of the upgraded satellites involved a high degree of subjectivity due to the application of management’s judgment when evaluating the available information to determine the estimated useful life. The resulting estimated useful life has a significant effect on the timing of recognition of depreciation expense given the magnitude of the carrying amount of the upgraded satellites.

~~How We Addressed the Matter in Our Audit~~						We tested the design and operating effectiveness of controls over the Company's processes to determine the estimated useful life of its upgraded satellites, including controls over management's evaluation of the available information to determine the estimated useful life. To test the Company's estimated useful life of the upgraded satellites, our audit procedures included, among others, evaluating the application of available information to determine the estimated useful life of the upgraded satellites. For example, we compared management’s useful life estimate to the manufacturer’s estimated design life, publicly available information on the estimated useful life of similar assets, satellite operation and performance, and the life of its first-generation satellite constellation. Additionally, we evaluated the effect of changes, if any, in the Company’s long-term strategy for use of the assets on the useful life estimate.


		December 31, 2020		December 31, 2019			December 31, 2023	December 31, 2022
Assets	Assets					Assets
Current assets:	Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	237,178	$	223,561
Marketable securities		7,548		0
Cash and cash equivalents
Cash and cash equivalents
Accounts receivable, net	Accounts receivable, net	61,151		68,697
Inventory	Inventory	32,480		39,938
Prepaid expenses and other current assets	Prepaid expenses and other current assets	9,464		10,739
Total current assets	Total current assets	347,821		342,935
Property and equipment, net	Property and equipment, net	2,917,076		3,180,799
Equity method investments
Other assets	Other assets	50,548		52,846
Intangible assets, net	Intangible assets, net	45,504		46,977
Total assets	Total assets	$	3,360,949	$	3,623,557
Liabilities and stockholders' equity
Liabilities and stockholders’ equity						Liabilities and stockholders’ equity
Current liabilities:	Current liabilities:					Current liabilities:
Short-term secured debt	Short-term secured debt	$	16,766	$	10,875
Accounts payable	Accounts payable	14,390		6,713
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	49,258		49,293
Interest payable		246		7,790
Deferred revenue	Deferred revenue	32,412		39,080
Total current liabilities	Total current liabilities	113,072		113,751
Long-term secured debt, net	Long-term secured debt, net	1,596,893		1,412,501
Long-term senior unsecured notes, net		0		352,994
Deferred income tax liabilities, net	Deferred income tax liabilities, net	155,084		188,653
Deferred revenue, net of current portion	Deferred revenue, net of current portion	51,258		67,092
Other long-term liabilities	Other long-term liabilities	25,203		29,284
Total liabilities	Total liabilities	1,941,510		2,164,275
Commitments and contingencies	Commitments and contingencies	0		0		Commitments and contingencies
Stockholders' equity:
Series A preferred stock, $0.0001 par value, 1,000 shares authorized and issued, zero outstanding		0		0
Series B preferred stock, $0.0001 par value, 500 shares authorized and issued, zero outstanding		0		0
Common stock, $0.001 par value, 300,000 shares authorized, 134,056 and 131,632
shares issued and outstanding at December 31, 2020 and 2019, respectively		134		132
Stockholders’ equity:						Stockholders’ equity:
Common stock, $0.001 par value, 300,000 shares authorized, 122,776 and 125,902 shares issued and outstanding at December 31, 2023 and 2022, respectively
Additional paid-in capital	Additional paid-in capital	1,160,570		1,134,048
Retained earnings		275,915		331,969
Accumulated other comprehensive loss, net of tax		(17,180)		(6,867)
Total stockholders' equity		1,419,439		1,459,282
Total liabilities and stockholders' equity		$	3,360,949	$	3,623,557
Accumulated deficit
Accumulated other comprehensive income, net of tax
Total stockholders’ equity
Total liabilities and stockholders’ equity


	Series A Convertible			Series B Convertible						Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders' Equity
	Preferred Stock			Preferred Stock			Common Stock
	Shares	Amount		Shares	Amount		Shares	Amount












Balance at December 31, 2017	1,000	—		500	—		98,203	98		1,081,373		(3,796)		518,794		1,596,469
Stock-based compensation	—	—		—	—		—	—		16,727		—		—		16,727
Stock options exercised and awards vested	—	—		—	—		3,443	4		12,441		—		—		12,445
Stock withheld to cover employee taxes	—	—		—	—		(148)	(1)		(1,980)		—		—		(1,981)
Net loss	—	—		—	—		—	—		—		—		(13,384)		(13,384)
Dividends on Series A preferred stock	—	—		—	—		—	—		—		—		(7,000)		(7,000)
Dividends on Series B preferred stock	—	—		—	—		—	—		—		—		(8,427)		(8,427)
Cumulative translation adjustments, net of tax	—	—		—	—		—	—		—		(5,017)		—		(5,017)
Changes from adoption of ASC 606, net of tax	—	—		—	—		—	—		—		—		11,729		11,729
Unrealized gain on marketable securities, net of tax	—	—		—	—		—	—		—		16		—		16
Preferred stock converted to common	(1,000)	—		(3)	—		10,702	11		(11)		—		—		—
Balance at December 31, 2018	0	—		497	—		112,200	112		1,108,550		(8,797)		501,712		1,601,577
Stock-based compensation	—	—		—	—		—	—		16,641		—		—		16,641
Stock issued in connection with employee stock plan	—	—		—	—		3,003	3		13,468		—		—		13,471
Stock withheld to cover employee taxes	—	—		—	—		(199)	0		(4,594)		—		—		(4,594)
Net loss	—	—		—	—		—	—		—		—		(161,999)		(161,999)
Dividends on Series B Preferred Stock	—	—		—	—		—	—		—		—		(7,744)		(7,744)
Cumulative translation adjustments, net of tax	—	—		—	—		—	—		—		2,051		—		2,051
Unrealized loss on cash flow hedges, net of tax	—	—		—	—		—	—		—		(121)		—		(121)
Preferred stock converted to common	—	—		(497)	—		16,628	17		(17)		—		—		—

Balance at December 31, 2019	0	—		0	—		131,632	132		1,134,048		(6,867)		331,969		1,459,282
Stock-based compensation	—	—		—	—		—	—		18,322		—				18,322
Stock issued in connection with employee stock plan	—	—		—	—		2,588	2		12,713		—				12,715
Stock withheld to cover employee taxes	—	—		—	—		(164)	0		(4,513)		—				(4,513)
Net loss	—	—		—	—		—	—		—		—		(56,054)		(56,054)
Cumulative translation adjustments, net of tax	—	—		—	—		—	—		—		(3,272)		—		(3,272)
Unrealized loss on marketable securities, net of tax	—	—		—	—		—	—		—		(5)		—		(5)
Unrealized loss on cash flow hedges, net of tax	—	—		—	—		—	—		—		(7,036)		—		(7,036)
Balance at December 31, 2020	0	$	—	0	$	—	134,056	$	134	$	1,160,570	$	(17,180)	$	275,915	$	1,419,439


				Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings (Accumulated Deficit)		Total Stockholders’ Equity
	Common Stock
	Shares	Amount
Balance at December 31, 2020	134,056	$	134	$	1,160,570	$	(17,180)	$	275,915	$	1,419,439
Stock-based compensation	—	—		29,616		—		—		29,616
Stock options exercised and awards vested	1,769	1		7,442		—		—		7,443
Stock withheld to cover employee taxes	(144)	—		(5,918)		—		—		(5,918)
Repurchases and retirements of common stock	(4,339)	(4)		(37,652)		—		(125,786)		(163,442)
Net loss	—	—		—		—		(9,319)		(9,319)
Cumulative translation adjustments	—	—		—		(280)		—		(280)
Unrealized gain on cash flow hedges, net of tax	—	—		—		10,408		—		10,408
Balance at December 31, 2021	131,342	131		1,154,058		(7,052)		140,810		1,287,947
Stock-based compensation	—	—		48,367		—		—		48,367
Stock options exercised and awards vested	1,484	2		3,870		—		—		3,872
Stock withheld to cover employee taxes	(130)	—		(5,293)		—		—		(5,293)
Repurchases and retirements of common stock	(6,794)	(7)		(59,776)		—		(197,276)		(257,059)
Net income	—	—		—		—		8,722		8,722
Dividends declared	—	—		(16,616)		—		—		(16,616)
Cumulative translation adjustments	—	—		—		(53)		—		(53)
Unrealized gain on cash flow hedges, net of tax	—	—		—		58,668		—		58,668
Balance at December 31, 2022	125,902	126		1,124,610		51,563		(47,744)		1,128,555
Stock-based compensation	—	—		64,139		—		—		64,139
Stock options exercised and awards vested	1,788	2		3,956		—		—		3,958
Stock withheld to cover employee taxes	(162)	—		(9,680)		—		—		(9,680)
Repurchases and retirements of common stock	(4,752)	(5)		(43,946)		—		(203,068)		(247,019)
Net income	—	—		—		—		15,415		15,415
Dividends declared	—	—		(49,613)		—		—		(49,613)
Cumulative translation adjustments	—	—		—		(58)		—		(58)
Unrealized loss on cash flow hedges, net of tax	—	—		—		(17,598)		—		(17,598)
Balance at December 31, 2023	122,776	$	123	$	1,089,466	$	33,907	$	(235,397)	$	888,099



~~Satellites~~						~~12.5 years~~
~~Ground system~~						~~5-7 years~~
~~Equipment~~						~~3-5 years~~
~~Internally developed software and purchased software~~						~~3-7 years~~
~~Building~~						~~39 years~~
~~Building improvements~~						~~5-39 years~~
~~Leasehold improvements~~						~~shorter of useful life or remaining lease term~~


~~Intellectual property~~						~~20 years~~
~~Assembled workforce~~						~~7 years~~
~~Patents~~						~~14 - 20 years~~


		December 31,													December 31,			Recurring Fair Value Measurement
		2023
			December 31,				Recurring Fair Value Measurement
			2020		2019
			(In thousands)						(In thousands)
Cash and cash equivalents:	Cash and cash equivalents:							Cash and cash equivalents:
Cash	Cash		$	27,168	$	13,943		Cash		$	32,526	$	$	16,247
Money market funds	Money market funds		208,005		209,618		Level 2	Money market funds		39,344		152,523		152,523		Level 2	Level 2
Fixed income debt securities			2,005		0		Level 2

Total cash and cash equivalents	Total cash and cash equivalents		$	237,178	$	223,561
Total cash and cash equivalents
Total cash and cash equivalents										$	71,870		$	168,770


	December 31,
	2023		2022
	(In thousands)
Finished goods	$	48,698	$	17,964
Raw materials	43,599		23,014
Inventory valuation reserve	(1,162)		(1,202)
Total	$	91,135	$	39,776


	December 31, 2020
	Amortized Cost		Fair Value
	(In thousands)
Mature within one year	$	5,530	$	5,525
Mature after one year and within three years	2,024		2,023
Total	$	7,554	$	7,548


			December 31, 2020							December 31, 2023
			Useful Life	Gross Carrying Value		Accumulated Amortization		Net Carrying Value
		Useful Life									Useful Life	Gross Carrying Value	Accumulated Amortization	Net Carrying Value
			(In thousands)							(In thousands)
Indefinite life intangible assets:	Indefinite life intangible assets:
Trade names
Trade names
Trade names	Trade names		Indefinite	$	21,195	$	—	$	21,195
Spectrum and licenses	Spectrum and licenses		Indefinite	14,030		—		14,030
Total	Total			35,225		—		35,225
Definite life intangible assets:	Definite life intangible assets:
Intellectual property	Intellectual property		20 years	16,439		(8,927)		7,512
Intellectual property
Intellectual property
Assembled workforce	Assembled workforce		7 years	5,678		(3,244)		2,434
Patents	Patents		14 - 20 years	396		(63)		333
Total	Total			22,513		(12,234)		10,279
Total intangible assets	Total intangible assets			$	57,738	$	(12,234)	$	45,504


Year ending December 31,	Year ending December 31,	Amount		Year ending December 31,	Amount
		(In thousands)			(In thousands)
2021		$	1,548
2022		1,548
2023		1,548
2024	2024	737
2025	2025	737
2026
2027
2028
Thereafter	Thereafter	4,161
Total estimated future amortization expense	Total estimated future amortization expense	$	10,279


	Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
	(In thousands, except years and per share data)
Options outstanding at December 31, 2017	6,856	$	7.94
Granted	364	15.56
Cancelled or expired	(1)	8.59
Exercised	(1,477)	8.42			$	16,614
Forfeited	(39)	9.97
Options outstanding at December 31, 2018	5,703	$	8.29	4.38	$	57,956
Granted	139	21.12
Cancelled or expired	(1)	11.80
Exercised	(1,670)	8.11			$	29,584
Forfeited	(18)	11.74
Options outstanding at December 31, 2019	4,153	$	8.78	4.03	$	65,887
Cancelled or expired	(5)	20.17
Exercised	(1,581)	8.14			$	33,836
Forfeited	(13)	18.17
Options outstanding at December 31, 2020	2,554	$	9.10	3.94	$	77,182
Options exercisable at December 31, 2020	2,330	$	8.31	3.59	$	72,266
Options exercisable and expected to vest at December 31, 2020	2,550	$	9.09	3.93	$	77,107


	RSUs	Weighted- Average Grant Date Fair Value Per RSU
	(In thousands)
Outstanding at December 31, 2020	2,664	$	18.96
Granted	913	$	41.55
Forfeited	(115)	$	29.49
Released	(912)	$	21.12
Outstanding at December 31, 2021	2,550	$	25.80
Granted	1,562	$	40.21
Forfeited	(152)	$	32.80
Released	(990)	$	30.05
Outstanding at December 31, 2022	2,970	$	31.60
Granted	1,184	$	57.85
Forfeited	(76)	$	46.02
Released	(1,283)	$	36.02
Outstanding at December 31, 2023	2,795	$	40.24
Vested and unreleased at December 31, 2023 (1)	713


	Quarter Ended
	March 31, 2020		June 30, 2020		September 30, 2020		December 31, 2020
	(In thousands, except per share data)

Revenue	$	145,287	$	140,173	$	151,472	$	146,507
Operating income	$	11,822	$	5,828	$	12,733	$	5,100
Net loss	$	(31,702)	$	(12,422)	$	(4,005)	$	(7,925)
Net loss per common share - basic and diluted	$	(0.24)	$	(0.09)	$	(0.03)	$	(0.06)


	Quarter Ended
	March 31, 2019		June 30, 2019		September 30, 2019		December 31, 2019
	(In thousands, except per share data)

Revenue	$	133,685	$	143,100	$	144,785	$	138,874
Operating income (loss)	$	(1,633)	$	3,741	$	8,011	$	1
Net loss	$	(18,024)	$	(18,106)	$	(18,012)	$	(107,857)
Net loss per common share - basic and diluted	$	(0.18)	$	(0.16)	$	(0.14)	$	(0.82)


Exhibit No.						Document
3.1						Amended and Restated Certificate of Incorporation dated September 29, 2009, incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on September 29, 2009.
3.2						Certificate of Amendment to Amended and Restated Certificate of Incorporation dated May 12, 2015, incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.
3.3						Amended and Restated Bylaws, incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.
4.1						Specimen Common Stock Certificate, incorporated by reference to Exhibit 4.2 of the Registrant’s Registration Statement on Form S-1 (Registration No. 333-147722) filed with the SEC on February 4, 2008.
4.2						Description of the ~~Registrant's~~Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, incorporated by reference to Exhibit 4.2 to the ~~Registrant's~~Registrant’s Annual Report on Form 10-K filed with the SEC on February 25, 2020.
10.1#						~~Credit~~Amendment and Restatement Agreement, dated ~~November 4, 2019~~September 20, 2023, among Iridium Holdings LLC, Iridium Communications Inc., Iridium Satellite LLC, Various Lenders, and Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on ~~November 4, 2019.~~September 20, 2023.
10.2						Amendment No. 1 to Credit Agreement dated November 4, 2019 among Iridium Holdings LLC, Iridium Communications Inc., Iridium Satellite LLC, Various Lenders, and Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent, dated as of February 7, 2020, incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on February 10, 2020.
~~10.3~~						Security Agreement dated November 4, 2019 among Iridium Carrier Holdings LLC, Iridium Carrier Services LLC, Iridium Constellation LLC, Iridium Government Services LLC, Iridium Holdings LLC, Iridium Satellite LLC, and Deutsche Bank AG New York Branch, as Collateral Agent, incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 4, 2019.
~~10.4~~10.3						Guaranty Agreement dated November 4, 2019 among Iridium Holdings LLC, Iridium Satellite LLC, Iridium Carrier Holdings LLC, Iridium Carrier Services LLC, Iridium Constellation LLC, Iridium Government Services LLC, and Deutsche Bank AG New York Branch, as Administrative Agent, incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 4, 2019.


~~10.6~~Exhibit No.						Document
10.5						Amendment No. 1 to Amended and Restated Transition Services, Products and Asset Agreement, between Iridium Satellite LLC, Iridium Holdings LLC and Motorola, Inc., dated as of December 30, 2010, incorporated by reference to Exhibit 10.10 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
~~10.7†~~10.6†						System Intellectual Property Rights Amendment and Agreement, between Iridium Satellite LLC and Motorola, Inc., dated as of September 30, 2010, incorporated by reference to Exhibit ~~10.11 to~~10.9 of the ~~Registrant’s~~Registrant's Annual Report on Form 10-K filed with the SEC on ~~March 7, 2011.~~February 17, 2022.
~~10.8~~10.7						Supplemental Subscriber Equipment Technology Amendment and Agreement, between Iridium Satellite LLC and Motorola, Inc., dated as of September 30, 2010, incorporated by reference to Exhibit 10.12 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
~~10.9~~10.8†						Intellectual Property Rights Agreement, dated December 11, 2000, among Motorola Inc. and Iridium Satellite LLC, incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K filed with the SEC on September 29, 2009.
~~10.10~~						Subscriber Equipment Technology Agreement (Design), dated as of September 30, 2002, by and among Motorola Inc. and SE Licensing LLC, incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K filed with the SEC on September 29, 2009.
~~10.11~~						Subscriber Equipment Technology Agreement (Manufacturing), dated as of September 30, 2002, by and among Motorola Inc. and SE Licensing LLC, incorporated by reference to Exhibit 10.5 of the Registrant’s Current Report on Form 8-K filed with the SEC on September 29, 2009.
~~10.12††~~						Contract for Enhanced Satellite Services between Iridium Government Services LLC and Air Force Space Command, effective September 15, 2019, incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on October 29, 2019.
~~10.13~~10.9						Form of Registration Rights Agreement, incorporated by reference to Annex D of the Registrant’s Proxy Statement filed with the SEC on August 28, 2009.
~~10.14~~10.10						Amendment No. 1 to Registration Rights Agreement, dated as of March 29, 2011, by and among Iridium Communications Inc. and the parties listed on the signature pages thereto, incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the SEC on March 30, 2011.
10.1510.11						Amended and Restated Employment Agreement, dated as of March 30, 2011, by and between the Registrant and Matthew J. Desch, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on April 5, 2011.
10.1610.12						Employment Agreement, dated as of March 31, 2010, by and between the Registrant and Thomas J. Fitzpatrick, incorporated by reference to Exhibit 10.1 of the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on May 10, 2010.
10.1710.13						Amendment to Employment Agreement by and between the Registrant and Thomas J. Fitzpatrick, dated as of December 31, 2010, incorporated by reference to Exhibit 10.34 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
10.1810.14						Executive Employment Agreement between the Registrant and Suzanne E. McBride, dated as of February 11, 2019, incorporated by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April 23, 2019.
10.1910.15						Employment Agreement between the Registrant and Bryan J. Hartin, dated as of December 10, 2012, incorporated by reference to Exhibit 10.69 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 4, 2014.
10.2010.16						Employment Agreement between the Registrant and Scott T. Scheimreif, dated as of December 11, 2012, incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April 28, 2020.
10.21*10.17						~~2009 Iridium Communications Inc. Stock Incentive Plan, incorporated by reference to Annex E of the Registrant’s Proxy Statement filed with the SEC on August 28, 2009.~~
~~10.22~~						Form of Indemnity Agreement between the Registrant and each of its directors and officers, incorporated by reference to Exhibit 10.5 to the Registrant’s Form S-1/A filed with the SEC on February 4, 2008.
10.2310.18						Form of Stock Option Award Agreement for use in connection with the 2009 Iridium Communications Inc. Stock Incentive Plan, incorporated by reference to Exhibit 10.42 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
10.24*						Form of Restricted Stock Unit Agreement for use in connection with the 2009 Iridium Communications Inc. Stock Incentive Plan, incorporated by reference to Exhibit 10.48 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 6, 2012.


~~Exhibit No.~~						~~Document~~
10.25*						Amended and Restated Performance Share Program established under the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan, incorporated by reference to Exhibit ~~10.3~~10.1 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April ~~23, 2019.~~19 , 20 22 .
10.2610.19						Form of Performance Share Award Grant Notice and Performance Share Award Agreement for use in connection with the Performance Share Program established under the Iridium Communications Inc. 2015 Equity Incentive Plan, incorporated by reference to Exhibit ~~10.2~~10.1 to the Registrant’s ~~Current~~Quarterly Report on Form ~~8-K~~10-Q filed with the SEC on ~~March 3, 2016.~~April 20, 2023.
10.2710.20						Form of Stock Option Agreement for Non-Employee Directors for use in connection with the 2009 Iridium Communications Inc. Stock Incentive Plan, incorporated by reference to Exhibit 10.46 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
10.28*						Form of Restricted Stock Award Agreement for Non-Employee Directors for use in connection with the 2009 Iridium Communications Inc. Stock Incentive Plan, incorporated by reference to Exhibit 10.47 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
10.29*						Form of Restricted Stock Unit Agreement for Non-Employee Directors for use in connection with the 2009 Iridium Communications Inc. Stock Incentive Plan, incorporated by reference to Exhibit 10.48 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 7, 2011.
10.30*						Iridium Communications Inc. 2012 Equity Incentive Plan, incorporated by reference to Appendix A to the Registrant’s Proxy Statement filed with the SEC on April 10, 2012.
10.3110.21						Forms of Stock Option Grant Notice and Stock Option Agreement for use in connection with the Iridium Communications Inc. 2012 Equity Incentive Plan, incorporated by reference to Exhibit 99.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 23, 2012.
10.3210.22						Forms of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement for use in connection with the Iridium Communications Inc. 2012 Equity Incentive Plan, incorporated by reference to Exhibit 99.3 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 23, 2012.
10.3310.23						Non-Employee Director Compensation Plan dated December ~~16, 2020~~13 , ~~incorporated by reference to Exhibit 10.~~202 333 ~~of the Registrant’s Annual Report on Form 10-K filed with the SEC on February 11, 2021.~~.
10.3410.24						Iridium Communications Inc. ~~2020~~202 3 Performance Bonus Plan, incorporated herein by reference to Exhibit ~~10.3~~10.3 of the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on April ~~28, 2020.~~20 , 202 3 .
10.3510.25						Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan, incorporated herein by reference to Exhibit ~~10.1~~10.1 to the ~~Registrant's registration statement~~R egistrant's Current Report on ~~Form S-8~~F orm 8-K, filed wi th the SEC on May ~~23, 2019.~~5, 2023 .


10.36*Exhibit No.						Document
10.26*						Forms of Option Grant Notice and Option Agreement for use in connection with the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan, incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.
10.3710.27						Forms of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement for use in connection with the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive ~~Plan, incorporated by reference to Exhibit 10.37 of the Registrant’s Annual Report on Form 10-K filed with the SEC on February 11, 2021.~~Plan.
10.3810.28						Forms of Non-Employee Director Option Grant Notice and Non-Employee Director Option Agreement for use in connection with the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan, incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.
10.3910.29						Forms of Non-Employee Director Restricted Stock Unit Award Grant Notice and Non-Employee Director Restricted Stock Unit Award Agreement for use in connection with the Iridium Communications Inc. 2015 Equity Incentive Plan, incorporated by reference to Exhibit 10.5 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.
10.4010.30						UK Sub-Plan of the Iridium Communications Inc. 2015 Equity Incentive Plan,,incorporated by reference to Exhibit 10.40 of the Registrant’s Annual Report on Form 10-K filed with the SEC on February 11, ~~2021~~.2021.
10.4110.31						Forms of UK Option Grant Notice and UK Option Agreement for use in connection with the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan, incorporated by reference to Exhibit 10.7 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.
10.4210.32						Forms of UK Restricted Stock Unit Award Grant Notice and UK Restricted Stock Unit Award Agreement for use in connection with the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan,, incorporated by reference to Exhibit 10.42 of the ~~Registrant’s~~Registrant's Annual Report on Form 10-K filed with the SEC on February 11, ~~2021~~.2021.
10.4310.33						Forms of UK Non-Employee Director Option Grant Notice and UK Non-Employee Director Option Agreement for use in connection with the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan, incorporated by reference to Exhibit 10.9 of the Registrant’s Current Report on Form 8-K filed with the SEC on May 15, 2015.


	IRIDIUM COMMUNICATIONS INC.

Date: ~~March 31, 2021~~February 15, 2024	By:	/s/ Thomas J. Fitzpatrick
		Thomas J. Fitzpatrick
		Chief Financial Officer