[10-Q] ARRAY DIGITAL INFRASTRUCTURE, INC. Quarterly Earnings Report
Filing Impact
Filing Sentiment
Form Type
10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| (Mark One) | |||||
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the quarterly period ended March 31, 2026
OR
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the transition period from to
Commission file number 001-09712
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) | |||||||
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (866) 573-4544
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||||||||
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||||||||
| Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. | ☒ | No | ☐ | ||||||||||||||||||||
| Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). | ☒ | No | ☐ | ||||||||||||||||||||
| Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. | |||||||||||||||||||||||
| ☒ | Accelerated filer | ☐ | |||||||||||||||||||||
| Non-accelerated filer | ☐ | Smaller reporting company | |||||||||||||||||||||
| Emerging growth company | |||||||||||||||||||||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ | ||||||||||||||||||||||
| Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). | Yes | No | ☒ | ||||||||||||||||||||
The number of shares outstanding of each of the issuer's classes of common stock, as of March 31, 2026, is 53.4 million Common Shares, $1 par value, and 33.0 million Series A Common Shares, $1 par value.
| Array Digital Infrastructure, Inc. | |||||
| Quarterly Report on Form 10-Q | |||||
| For the Period Ended March 31, 2026 | |||||
| Index | Page No. | ||||
Management's Discussion and Analysis of Financial Condition and Results of Operations | 1 | ||||
Executive Overview | 1 | ||||
Terms Used by Array | 3 | ||||
Array Operations | 4 | ||||
Financial Overview | 5 | ||||
Liquidity and Capital Resources | 8 | ||||
Consolidated Cash Flow Analysis | 10 | ||||
Consolidated Balance Sheet Analysis | 11 | ||||
Supplemental Information Relating to Non-GAAP Financial Measures | 12 | ||||
Application of Critical Accounting Policies and Estimates | 14 | ||||
Private Securities Litigation Reform Act of 1995 Safe Harbor Cautionary Statement | 15 | ||||
Risk Factors | 17 | ||||
Quantitative and Qualitative Disclosures About Market Risk | 18 | ||||
Financial Statements (Unaudited) | 19 | ||||
Consolidated Statement of Operations | 19 | ||||
Consolidated Statement of Cash Flows | 20 | ||||
Consolidated Balance Sheet | 21 | ||||
Consolidated Statement of Changes in Equity | 23 | ||||
Notes to Consolidated Financial Statements | 25 | ||||
Controls and Procedures | 30 | ||||
Legal Proceedings | 31 | ||||
Unregistered Sales of Equity Securities and Use of Proceeds | 32 | ||||
Other Information | 33 | ||||
Exhibits | 34 | ||||
Form 10-Q Cross Reference Index | 35 | ||||
Signatures | 36 | ||||
Table of Contents
 | Array Digital Infrastructure, Inc. Management’s Discussion and Analysis of Financial Condition and Results of Operations | ||||
Executive Overview
The following discussion and analysis compares Array Digital Infrastructure, Inc.'s (Array) financial results for the three months ended March 31, 2026, to the three months ended March 31, 2025. It should be read in conjunction with Array’s interim consolidated financial statements and notes included herein, and with the description of Array’s business, its audited consolidated financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) included in Array’s Annual Report on Form 10-K (Form 10-K) for the year ended December 31, 2025. Certain numbers included herein are rounded to thousands or millions for ease of presentation; however, certain calculated amounts and percentages are determined using the unrounded numbers.
This report contains statements that are not based on historical facts, which may be identified by words such as “believes,” “anticipates,” “estimates,” “expects,” “plans,” “intends,” “projects,” “will” and similar expressions. These statements constitute and represent “forward looking statements” as this term is defined in the Private Securities Litigation Reform Act of 1995. Such forward looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be significantly different from any future results, events or developments expressed or implied by such forward looking statements. See the disclosure under the heading Private Securities Litigation Reform Act of 1995 Safe Harbor Cautionary Statement elsewhere in this report for additional information.
The accounting policies of Array conform to accounting principles generally accepted in the United States of America (GAAP). However, Array uses certain “non-GAAP financial measures” in the MD&A. A discussion of the reasons Array determines these metrics to be useful and reconciliations of these measures to their most directly comparable measures determined in accordance with GAAP are included in the disclosure under the heading Supplemental Information Relating to Non-GAAP Financial Measures within the MD&A of this report.
Overview
Array connects America through digital infrastructure by leasing tower space to tenants and providing ancillary services. Array also holds noncontrolling interests in primarily wireless operating companies and holds certain wireless spectrum licenses. As of March 31, 2026, Array is an 81.9%-owned subsidiary of Telephone and Data Systems, Inc. (TDS).
Towers
Array seeks to grow tower revenue primarily through increasing colocations on existing towers and amendments to existing colocations. Array seeks to provide unique tower locations, attractive terms and streamlined implementation to wireless network operators, internet service providers, government and public safety agencies, broadcast and media companies, and other businesses. As of March 31, 2026, Array owns 4,452 towers in 19 states.
Noncontrolling interest investments
Array holds noncontrolling interests in primarily wireless operating companies that generate material amounts of income and cash distributions. These entities primarily consist of wireless entities managed by Verizon and AT&T. The noncontrolling entities that are managed by Array consist primarily of tower operations.
Retained spectrum
Array holds wireless spectrum that is subject to sale agreements described below, and additional wireless spectrum not subject to pending sale agreements that Array seeks to opportunistically monetize. As of March 31, 2026, the book value of the remaining spectrum not subject to pending sale agreements was $1,584.7 million and includes primarily C-Band spectrum. Array incurred costs related to the management of the retained spectrum of $1.9 million as a standalone tower company during the three months ended March 31, 2026.
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Strategic Alternatives Review
On August 1, 2025, Array sold its wireless operations and select spectrum assets to T-Mobile US, Inc. (T-Mobile) under a Securities Purchase Agreement (Securities Purchase Agreement). Total consideration received was $4,293.8 million after adjustments which included a combination of $2,628.8 million in cash proceeds and $1,665.0 million in debt assumed by T-Mobile through the preliminary results of an exchange offer made to Array's debtholders, which subsequently closed on August 5, 2025. The final cash proceeds are subject to adjustment according to the terms and conditions of the Securities Purchase Agreement. As of March 31, 2026, Array recorded an estimated purchase price true-up due to T-Mobile of $20.2 million. At closing, a $16.7 million deferral of the purchase price was recorded related to certain spectrum licenses included in the transaction that did not transfer to T-Mobile and are subject to FCC approval. In addition, at closing, Array and T-Mobile entered into a Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements which provide T-Mobile with an exclusive license to use certain Array spectrum assets and leases at no cost for up to one year from closing for the sole purpose of providing continued, uninterrupted service to customers. Further, at closing, Array and T-Mobile entered into a Master License Agreement (MLA), pursuant to which, among other things, T-Mobile has agreed to license from Array space on towers owned by Array. The wireless operations and select spectrum assets sold to T-Mobile are presented as discontinued operations throughout this report. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information.
On January 13, 2026, Array closed on the sale of certain 3.45 GHz and 700 MHz wireless spectrum licenses to AT&T for total proceeds of $1,018.0 million and recorded a book gain on the transaction of $156.6 million ($117.5 million net of tax expense) during the first quarter of 2026.
In addition to the sale of Array's wireless operations and select spectrum assets to T-Mobile pursuant to the Securities Purchase Agreement and the sale of certain spectrum assets to AT&T pursuant to a License Purchase Agreement, Array also separately entered into the following material agreements to sell spectrum assets.
| Spectrum Licenses | Buyer | Purchase Price | Book Value as of March 31, 2026 | Signing Date | Estimated or Actual Close Date | ||||||||||||
| (Dollars in thousands) | |||||||||||||||||
AWS, Cellular and PCS1 | Verizon | $ | 1,000,000 | $ | 585,579 | October 17, 2024 | Q2/Q3 2026 | ||||||||||
700 MHz2 | T-Mobile | $ | 74,800 | $ | 53,147 | August 29, 2025 | May 5, 2026 | ||||||||||
700 MHz2 | T-Mobile | $ | 10,200 | $ | 11,119 | August 29, 2025 | 2026 | ||||||||||
600 MHz3 | T-Mobile | $ | 86,387 | $ | 86,387 | October 7, 2025 | May 2026 | ||||||||||
1 This license transaction remains subject to regulatory approval and other customary closing conditions.
2 This license transaction involves multiple closing dates. The first group of spectrum licenses received regulatory approval and closed on May 5, 2026. The additional spectrum licenses remain subject to regulatory approval and other customary closing conditions.
3 This license transaction received regulatory approval and is expected to close in May 2026, subject to customary closing conditions.
See Note 5 — Divestitures and Note 9 — Subsequent Events in the Notes to Consolidated Financial Statements for additional information related to the spectrum license transactions.
The strategic alternatives review process is ongoing as Array works toward closing the Verizon and T-Mobile spectrum transactions signed during 2024 and 2025, and seeks to opportunistically monetize its remaining spectrum assets that are not subject to executed agreements.
Recent Development
On May 7, 2026, TDS delivered to the Array Board of Directors a letter setting forth a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS (the “Array Proposal”). A special committee of independent and disinterested directors of the Array Board of Directors has been formed to evaluate this proposal. For additional information on the Array Proposal, see TDS’ Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission on May 8, 2026.
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Terms Used by Array
The following is a list of definitions of certain industry terms that are used throughout this document:
▪Adjusted EBITDA – non-GAAP metric referring to earnings before interest, taxes, depreciation and accretion, gains and losses and other specified items. See Supplemental Information Relating to Non-GAAP Financial Measures within this MD&A for additional information.
▪Adjusted OIBDA – non-GAAP measure referring to operating income before depreciation and accretion, gains and losses and other specified items. See Supplemental Information Relating to Non-GAAP Financial Measures within this MD&A for additional information.
▪Colocations – represents instances where a third-party leases space on a company-owned tower.
▪Tower Tenancy Rate – calculated as total number of colocations divided by total number of towers.
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Array Operations
OPERATIONS
| As of March 31, 2026 | |||||
| Owned towers | 4,452 | ||||
Number of colocations1 | 4,290 | ||||
Tower tenancy rate1 | 0.96 | ||||
1Includes T-Mobile MLA committed site minimum of 2,015. Excludes Interim Sites whereby T-Mobile is leasing up to 1,800 sites for a period of up to 30 months subject to the terms and conditions of the MLA. As of March 31, 2026, the Number of colocations and the Tower tenancy rate exclude DISH Wireless due to the low probability of collection on outstanding amounts. See Financial Overview within this MD&A for additional information.
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Financial Overview — Array
The following discussion and analysis compares financial results for the three months ended March 31, 2026, to the three months ended March 31, 2025.
| Three Months Ended March 31, | |||||||||||||||||
| 2026 | 2025 | 2026 vs. 2025 | |||||||||||||||
| (Dollars in thousands) | |||||||||||||||||
| Operating revenues | |||||||||||||||||
| Site rental | $ | 51,024 | $ | 26,595 | 92 | % | |||||||||||
| Services | 988 | 389 | N/M | ||||||||||||||
| Total operating revenues | 52,012 | 26,984 | 93 | % | |||||||||||||
| Operating expenses | |||||||||||||||||
| Cost of operations (excluding Depreciation and accretion reported below) | 21,609 | 16,290 | 33 | % | |||||||||||||
| Selling, general and administrative | 12,745 | 29,202 | (56) | % | |||||||||||||
| Depreciation and accretion | 12,604 | 11,993 | 5 | % | |||||||||||||
| (Gain) loss on asset disposals, net | 904 | 226 | N/M | ||||||||||||||
| (Gain) loss on license sales and exchanges, net | (156,635) | (1,100) | N/M | ||||||||||||||
| Total operating expenses | (108,773) | 56,611 | N/M | ||||||||||||||
| Operating income (loss) | 160,785 | (29,627) | N/M | ||||||||||||||
| Other income (expense) | |||||||||||||||||
| Equity in earnings of unconsolidated entities | 40,408 | 35,927 | 12 | % | |||||||||||||
| Interest and dividend income | 4,223 | 2,658 | 59 | % | |||||||||||||
| Interest expense | (7,180) | (3,667) | (96) | % | |||||||||||||
| Short-term imputed spectrum lease income | 34,200 | — | N/M | ||||||||||||||
| Other, net | (14) | — | N/M | ||||||||||||||
| Total other income | 71,637 | 34,918 | N/M | ||||||||||||||
| Income before income taxes | 232,422 | 5,291 | N/M | ||||||||||||||
| Income tax expense (benefit) | 52,398 | (192) | N/M | ||||||||||||||
| Net income from continuing operations | 180,024 | 5,483 | N/M | ||||||||||||||
| Less: Net income from continuing operations attributable to noncontrolling interests, net of tax | 193 | 799 | (76) | % | |||||||||||||
| Net income from continuing operations attributable to Array shareholders | 179,831 | 4,684 | N/M | ||||||||||||||
| Net income (loss) from discontinued operations | (2,036) | 14,202 | N/M | ||||||||||||||
| Less: Net income from discontinued operations attributable to noncontrolling interests, net of tax | — | 639 | N/M | ||||||||||||||
| Net income (loss) from discontinued operations attributable to Array shareholders | (2,036) | 13,563 | N/M | ||||||||||||||
| Net income | 177,988 | 19,685 | N/M | ||||||||||||||
| Less: Net income attributable to noncontrolling interests, net of tax | 193 | 1,438 | (87) | % | |||||||||||||
| Net income attributable to Array shareholders | $ | 177,795 | $ | 18,247 | N/M | ||||||||||||
Adjusted OIBDA from continuing operations (Non-GAAP)1 | $ | 17,845 | $ | (17,363) | N/M | ||||||||||||
Adjusted EBITDA from continuing operations (Non-GAAP)1 | $ | 62,462 | $ | 21,222 | N/M | ||||||||||||
Capital expenditures from continuing operations2 | $ | 8,645 | $ | 4,840 | 79 | % | |||||||||||
N/M - Percentage change not meaningful
1Refer to Supplemental Information Relating to Non-GAAP Financial Measures within this MD&A for a reconciliation of this measure.
2Refer to Liquidity and Capital Resources within this MD&A for additional information on Capital expenditures.
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Key components of changes in the statement of operations items were as follows:
Site rental revenues
Site rental revenues increased for the three months ended March 31, 2026, primarily as a result of the execution of the T-Mobile MLA, pursuant to which T-Mobile leases space on an additional minimum 2,015 Array-owned towers, which were not under existing leases for T-Mobile, for a minimum of 15 years and leases space on approximately 1,800 Array-owned towers on an interim basis. The duration of the interim lease is 30 months, and T-Mobile may cancel such interim leases at their option on a tower-by-tower basis at any time. Array expects revenue will decline in future periods as T-Mobile terminates these interim leases. Further, the MLA extended the license term for approximately 600 existing T-Mobile colocations on Array towers for a new 15-year term that commenced on August 1, 2025.
This was partially offset by a $4.4 million decrease in site rental revenues from DISH Wireless, including a $2.9 million write-off of contractual assets and liabilities. In September 2025, Array received a letter from DISH Wireless claiming that its obligations under its Master Lease Agreement with Array were excused due to actions taken by the FCC and subsequent agreements to sell spectrum assets. DISH Wireless has subsequently failed to make certain payments due to Array under their contractual commitment. Array believes that DISH Wireless' claim that its obligations under its Agreement with Array are excused is without merit. Beginning in the first quarter of 2026, Array cannot predict with certainty that outstanding amounts will be collected and revenue will only be recognized on a cash basis as payments are received. Site rental revenues from DISH Wireless were $6.5 million in 2025. DISH Wireless is contractually committed to levels of revenue commensurate with 2025, subject to escalators, through 2031, and a declining revenue commitment in 2032-2035.
Services revenues
Services revenues increased for the three months ended March 31, 2026 due primarily to an increase in application and related fees as a result of Array fully insourcing sales and leasing operations in March 2025.
Cost of operations
Cost of operations increased in the three months ended March 31, 2026 due primarily to the classification of property tax and property insurance following the sale of the wireless business, an increase in maintenance expenses and an increase in cell site ground rent due to incremental expense related to customer growth, new leases, lease amendments and escalations.
Selling, general and administrative
Selling, general and administrative expenses decreased for the three months ended March 31, 2026 due primarily to decreases in shared overhead costs, employee expenses and the classification of property tax and property insurance attributed to the sale of the wireless business. Selling, general and administrative expenses in 2026 include costs to support the winddown of the legacy wireless operations. These expenses are expected to persist at a declining rate into future periods.
(Gain) loss on license sales and exchanges, net
(Gain) loss on license sales and exchanges, net increased for the three months ended March 31, 2026 due to the closing of the sale of certain 3.45 GHz and 700 MHz wireless spectrum licenses to AT&T. See Note 5 — Divestitures in the Notes to Consolidated Financial Statements for additional information.
Equity in earnings of unconsolidated entities
Equity in earnings of unconsolidated entities represents Array’s share of net income from entities in which it has a noncontrolling interest and that are accounted for using the equity method or the net asset value practical expedient. See Note 6 — Investments in Unconsolidated Entities in the Notes to Consolidated Financial Statements for additional information.
Interest expense
Interest expense from continuing operations excludes interest costs in all periods associated with term loans repaid, and debt exchanged, in conjunction with the sale of Array's wireless operations to T-Mobile. As a result, the increase in interest expense is primarily attributable to the new term loan that Array entered into in August 2025 and a decrease in capitalized interest. See Market Risk for additional information regarding maturities of long-term debt and weighted average interest rates.
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Short-term imputed spectrum lease income
Short-term imputed spectrum lease income increased for the three months ended March 31, 2026 due to the execution of the Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements, which provide T-Mobile with an exclusive license to use certain Array spectrum assets and leases at no cost for up to one year from closing. The portion of the purchase price allocated to the use of this spectrum will be amortized over one year following the close. Effective April 1, 2026, the Short-Term Spectrum Manager Lease was terminated for certain spectrum assets. The termination of these leases will result in future imputed spectrum lease income of $11.7 million being recognized to (Gain) loss on sale of business and other exit costs, net within discontinued operations during the second quarter of 2026.
Income tax expense (benefit)
Income tax expense on continuing operations increased for the three months ended March 31, 2026, due primarily to the increase in Income before income taxes.
Net income (loss) from discontinued operations attributable to Array shareholders
See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information related to the components of Net income (loss) from discontinued operations.
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Liquidity and Capital Resources
Sources of Liquidity
Array believes that existing cash and investment balances, expected and potential dispositions of spectrum assets, distributions from unconsolidated entities, expected cash flows from operating activities and funds available under its financing agreements will provide sufficient liquidity for Array to meet its funding needs. Array requires funding for, among other uses, day-to-day operations, capital expenditures, debt service requirements and potential acquisitions of land, land easements or additional towers.
Cash and Cash Equivalents
The majority of Array's Cash and cash equivalents are held in money market funds that purchase only debt issued by the U.S. Treasury or U.S. government agencies and bank deposit accounts. Array's Cash and cash equivalents were $253.6 million and $113.4 million at March 31, 2026 and December 31, 2025, respectively. Refer to the Consolidated Cash Flow Analysis for additional information related to changes in Cash and cash equivalents.
In January 2026, Array closed on the sale of certain 3.45 GHz and 700 MHz wireless spectrum licenses to AT&T for total proceeds of $1,018.0 million and expects a cash income tax liability on the transaction of approximately $130.0 million, most of which will be paid during the second quarter of 2026, pursuant to the Tax Allocation Agreement which provides that Array remits income tax payments to TDS consistent with when such payments would be paid if Array and its subsidiaries were a separate taxpayer.
Financing
Revolving Credit Agreement
Array has an unsecured revolving credit agreement with a maximum borrowing capacity of $100.0 million. Amounts under the agreement may be borrowed, repaid and reborrowed from time to time until maturity in December 2030. As of March 31, 2026, there were no outstanding borrowings under the agreement, except for letters of credit, and Array's unused borrowing capacity was $99.9 million.
Term Loan Agreement
As of March 31, 2026, Array has outstanding borrowings of $325.0 million under a term loan agreement with CoBank, ACB. The maturity date of the term loan is June 2030. Borrowings bear interest at a rate of Secured Overnight Financing Rate (SOFR) plus 2.50%.
Debt Covenants
The revolving credit agreement and term loan agreement with CoBank require Array to comply with certain affirmative and negative covenants, which include certain financial covenants that may restrict the borrowing capacity available. Array is required to maintain a Consolidated Leverage Ratio, as defined in the agreements, as of the end of any fiscal quarter at a level not to exceed 3.50 to 1.00. Array is also required to maintain the Consolidated Interest Coverage Ratio at a level not lower than 3.00 to 1.00 as of the end of any fiscal quarter. Array believes that it was in compliance as of March 31, 2026 with all such financial covenants.
Capital Expenditures
Capital expenditures for continuing operations (i.e., additions to property, plant and equipment), which include the effects of accruals and capitalized interest, for the three months ended March 31, 2026 and 2025, were $8.6 million and $4.8 million, respectively. Capital expenditures were used principally for tower maintenance, purchases of land interests, tower builds and one-time costs of migrating the tower light monitoring function to Array's long-term solution.
Array's capital expenditures for 2026 are expected to be between $25.0 million and $35.0 million. These capital expenditures are expected to be used for purchases of land interests which are opportunistic in nature, tower maintenance, tower builds and one-time costs of migrating the tower light monitoring function to Array's long-term solution.
Divestitures
See Note 5 — Divestitures in the Notes to Consolidated Financial Statements for additional information related to divestitures.
Other Obligations
Array will require capital for future spending on existing contractual obligations, which primarily include long-term debt obligations and ground lease commitments; and tax payments related to announced wireless spectrum license transactions.
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Dividends
Array has not paid any regular cash dividends in past periods. In conjunction with the close of the transaction of the sale of spectrum licenses to AT&T on January 13, 2026, on this same date, the Array Board of Directors declared a special dividend per Common and Series A outstanding share of $10.25 for shareholders of record on January 23, 2026, which was paid on February 2, 2026 for a total amount of $885.5 million. Array expects its pending sale of spectrum licenses to Verizon, which is subject to regulatory approval and customary closing conditions, to deliver substantial proceeds and expects its Board of Directors to declare a special dividend upon closure of the transaction. While no decisions have been made, the Array Board of Directors may declare regular cash dividends in the future.
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Consolidated Cash Flow Analysis
The following discussion summarizes Array's cash flow activities for the three months ended March 31, 2026 and 2025. Cash flows may fluctuate from quarter to quarter and year to year due to timing and other factors. This discussion is intended to highlight the significant changes and is not intended to fully reconcile the changes.
2026 Commentary
Array’s Cash and cash equivalents increased $140.2 million. Net cash provided by operating activities related to continuing operations was $24.5 million due to net income of $180.0 million adjusted for non-cash items of $245.9 million, distributions received from unconsolidated entities of $18.4 million and changes in working capital items which increased net cash by $72.0 million. The working capital changes were primarily driven by the timing of tax payments on the sale of spectrum licenses to AT&T, partially offset by deferred revenue related to spectrum leases. Cash flows used in operating activities related to discontinued operations were $0.7 million.
Cash flows provided by investing activities related to continuing operations were $1,004.2 million, due primarily to cash received from the sale of wireless spectrum licenses to AT&T of $1,018.0 million, partially offset by payments for property, plant and equipment of $13.8 million. There were no cash flows provided by investing activities related to discontinued operations.
Cash flows used for financing activities related to continuing operations were $887.8 million, due primarily to dividends paid to Array shareholders of $885.5 million. There were no cash flows used for financing activities related to discontinued operations.
2025 Commentary
Array’s Cash, cash equivalents and restricted cash increased $41.4 million. Net cash used in operating activities related to continuing operations was $71.2 million due to net income of $5.5 million adjusted for non-cash items of $22.7 million, distributions received from unconsolidated entities of $11.3 million and changes in working capital items which decreased net cash by $65.2 million. The working capital changes were primarily driven by the payment of associate bonuses and an increase in receivable balances. Cash flows provided by operating activities related to discontinued operations were $230.5 million.
Cash flows used for investing activities related to continuing operations were $9.6 million, due primarily to payments for property, plant and equipment of $7.5 million. Cash flows used for investing activities related to discontinued operations were $64.3 million.
Cash flows used for financing activities related to continuing operations were $35.2 million, due primarily to the repurchase of Common Shares of $21.4 million, tax withholdings, net of cash receipts, for stock-based compensation awards of $6.6 million and repayments on long-term debt agreements of $5.0 million. Cash flows used for financing activities related to discontinued operations were $8.8 million.
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Consolidated Balance Sheet Analysis
The following discussion addresses certain captions in the consolidated balance sheet and changes therein. This discussion is intended to highlight the significant changes and is not intended to fully reconcile the changes. Notable balance sheet changes during 2026 were as follows:
Non-current assets held for sale
Non-current assets held for sale decreased $860.0 million due primarily to the close of the sale of wireless spectrum licenses to AT&T in January 2026. See Note 5 — Divestitures in the Notes to Consolidated Financial Statements for additional information.
Customer deposits and deferred revenues
Customer deposits and deferred revenues decreased $40.7 million due primarily to the recognition of the deferral of a portion of the T-Mobile purchase price related to T-Mobile's use of certain spectrum assets at no cost for up to one year from closing. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information.
Accrued taxes
Accrued taxes increased $114.8 million due primarily to the taxable gain on the sale of certain wireless spectrum licenses to AT&T in January 2026.
Deferred income tax liability, net
Deferred income tax liability, net decreased $66.5 million due to reversals of temporary differences related to prior amortization of wireless spectrum licenses, triggered by the sale of wireless spectrum licenses to AT&T in January 2026.
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Supplemental Information Relating to Non-GAAP Financial Measures
Array sometimes uses information derived from consolidated financial information but not presented in its financial statements prepared in accordance with GAAP to evaluate the performance of its business. Specifically, Array has referred to the following measures in this report:
▪EBITDA
▪Adjusted EBITDA
▪Adjusted OIBDA
These measures are considered “non-GAAP financial measures” under U.S. Securities and Exchange Commission Rules. Following are explanations of each of these measures.
EBITDA, Adjusted EBITDA and Adjusted OIBDA
EBITDA, Adjusted EBITDA and Adjusted OIBDA are defined as Net income from continuing operations adjusted for the items set forth in the reconciliation below. EBITDA, Adjusted EBITDA and Adjusted OIBDA are not measures of financial performance under GAAP and should not be considered as alternatives to Net income from continuing operations or Cash flows from operating activities - continuing operations, as indicators of cash flows or as measures of liquidity. Array does not intend to imply that any such items set forth in the reconciliation below are non-recurring, infrequent or unusual; such items may occur in the future.
Management uses Adjusted EBITDA and Adjusted OIBDA as measurements of profitability, and therefore reconciliations to applicable GAAP income measures are deemed appropriate. Management believes Adjusted EBITDA and Adjusted OIBDA are useful measures of Array’s operating results before significant recurring non-cash charges, nonrecurring expenses, gains and losses, and other items as presented below as it provides additional relevant and useful information to investors and other users of Array’s financial data in evaluating the effectiveness of its operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Adjusted EBITDA shows adjusted earnings before interest, taxes, depreciation and accretion, gains and losses, expenses related to the strategic alternatives review and short-term imputed spectrum lease income, while Adjusted OIBDA reduces this measure further to exclude Equity in earnings of unconsolidated entities and Interest and dividend income in order to more effectively show the performance of operating activities excluding investment activities. The following tables reconcile EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measures, Net income from continuing operations and/or Operating income (loss).
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| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
(Dollars in thousands) | |||||||||||
| Net income from continuing operations (GAAP) | $ | 180,024 | $ | 5,483 | |||||||
| Add back: | |||||||||||
| Income tax expense (benefit) | 52,398 | (192) | |||||||||
| Interest expense | 7,180 | 3,667 | |||||||||
| Depreciation and accretion | 12,604 | 11,993 | |||||||||
| EBITDA (Non-GAAP) | 252,206 | 20,951 | |||||||||
| Add back or deduct: | |||||||||||
| Expenses related to strategic alternatives review | 187 | 1,145 | |||||||||
| (Gain) loss on asset disposals, net | 904 | 226 | |||||||||
| (Gain) loss on license sales and exchanges, net | (156,635) | (1,100) | |||||||||
| Short-term imputed spectrum lease income | (34,200) | — | |||||||||
| Adjusted EBITDA (Non-GAAP) | 62,462 | 21,222 | |||||||||
| Deduct: | |||||||||||
| Equity in earnings of unconsolidated entities | 40,408 | 35,927 | |||||||||
| Interest and dividend income | 4,223 | 2,658 | |||||||||
| Other, net | (14) | — | |||||||||
| Adjusted OIBDA (Non-GAAP) | 17,845 | (17,363) | |||||||||
| Deduct: | |||||||||||
| Depreciation and accretion | 12,604 | 11,993 | |||||||||
| Expenses related to strategic alternatives review | 187 | 1,145 | |||||||||
| (Gain) loss on asset disposals, net | 904 | 226 | |||||||||
| (Gain) loss on license sales and exchanges, net | (156,635) | (1,100) | |||||||||
| Operating income (loss) (GAAP) | $ | 160,785 | $ | (29,627) | |||||||
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Application of Critical Accounting Policies and Estimates
Array prepares its consolidated financial statements in accordance with GAAP. Array’s significant accounting policies are discussed in detail in Note 1 — Summary of Significant Accounting Policies and Recent Accounting Pronouncements and Note 10 — Leases in the Notes to Consolidated Financial Statements included in Array's Form 10-K for the year ended December 31, 2025. Array’s application of critical accounting policies and estimates is discussed in detail in Management’s Discussion and Analysis of Financial Condition and Results of Operations, included in Array’s Form 10-K for the year ended December 31, 2025.
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Private Securities Litigation Reform Act of 1995
Safe Harbor Cautionary Statement
This Form 10-Q, including exhibits, contains statements that are not based on historical facts and represent forward-looking statements, as this term is defined in the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, that address activities, events or developments that Array intends, expects, projects, believes, estimates, plans or anticipates will or may occur in the future are forward-looking statements. The words “believes,” “anticipates,” “estimates,” “expects,” “plans,” “intends,” “projects” and similar expressions are intended to identify these forward-looking statements, but are not the exclusive means of identifying them. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be significantly different from any future results, events or developments expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, but are not limited to, those set forth below, as more fully described under “Risk Factors” in Array's Form 10-K for the year ended December 31, 2025. Each of the following risks could have a material adverse effect on Array’s business, financial condition or results of operations. However, such factors are not necessarily all of the important factors that could cause actual results, performance or achievements to differ materially from those expressed in, or implied by, the forward-looking statements contained in this document. Other unknown or unpredictable factors also could have material adverse effects on future results, performance or achievements. Array undertakes no obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise. You should carefully consider the following factors and other information contained in, or incorporated by reference into, this Form 10-Q to understand the material risks relating to Array’s business, financial condition or results of operations.
Announced Transactions and Strategic Alternatives Review Risk Factors
▪Closing of the T-Mobile transaction occurred on August 1, 2025, and has required substantial changes to the manner in which Array’s remaining business is conducted, which could have a material adverse effect on Array's financial condition and results of operations.
▪Array entered into License Purchase Agreements with Verizon and T-Mobile to sell certain wireless spectrum licenses. There is no guarantee that such transactions contemplated by the License Purchase Agreements will be consummated. Costs and uncertainties related to these transactions could have adverse effects on Array's financial condition or results of operations.
▪On May 7, 2026, TDS delivered to the Array Board of Directors a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS. There can be no guarantee whether any transaction will be accepted, rejected, consummated or abandoned. Further, the proposal (whether accepted, rejected, consummated or abandoned) could result in adverse effects on Array’s business, financial condition or results of operations.
Operational Risk Factors
▪An inability to monetize the remaining spectrum assets as well as the ongoing costs to retain the spectrum could adversely affect Array’s operations.
▪Increasing competition in the tower industry could adversely affect Array’s revenues, negatively impact future growth and increase its costs to compete.
▪There are economic and business risks associated with fixed rate annual escalators on colocation revenue contracts.
▪A substantial portion of Array revenues are derived from a small number of tenants concentrated in the wireless industry and the loss or financial difficulties of such tenants may adversely affect Array’s business, financial condition, results of operations and future growth. Array is particularly reliant on its relationship with T-Mobile. DISH Wireless has failed to make certain payments due to Array under their contractual commitment. Lower demand for wireless services, negative trends in the wireless industry or changes in customer business models may decrease the revenues Array receives from its tenants, which could adversely affect Array’s business, financial condition, results of operations and future growth.
▪Inability to protect Array’s real estate rights, with respect to land leases, could have an adverse effect on Array’s business, financial condition or results of operations.
▪Advances or changes in technology could reduce the need for tower-based services.
▪Array’s business, financial condition or results of operations may be adversely impacted by extreme weather events, climate-related events, natural disasters (including wildfires) and other unforeseen events.
▪An inability to attract people of outstanding talent throughout all levels of the organization, to develop their potential through education and assignments, and to retain them by keeping them engaged, challenged and properly rewarded could have an adverse effect on Array's business, financial condition or results of operations.
▪Costs, integration problems or other factors associated with acquisitions or divestitures of assets could have an adverse effect on Array’s business, financial condition or results of operations.
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Financial Risk Factors
▪Uncertainty in Array’s or TDS' future cash flow and liquidity, its level of indebtedness or the inability to access capital, deterioration in the capital markets, changes in interest rates, changes in Array’s or TDS' credit ratings or other factors could limit or restrict the availability of financing on terms and prices acceptable to Array.
▪Array has significant investments in wireless operating entities that it does not control. Losses in the value of or cash flows from such investments could have an adverse effect on Array’s financial condition, cash flows or results of operations.
Regulatory, Legal and Governance Risk Factors
▪Failure by Array to timely or fully comply with any existing applicable legislative and/or regulatory requirements or changes thereto could adversely affect Array’s business, financial condition or results of operations.
▪Settlements, judgments, restraints on its current or future manner of doing business and/or costs resulting from pending and future legal and policy proceedings could have an adverse effect on Array’s business, financial condition or results of operations.
▪There could be potential conflicts of interests between TDS and Array.
▪Certain matters, such as control by TDS and provisions in the Array Restated Certificate of Incorporation, may serve to discourage or make more difficult a change in control of Array or have other consequences.
General Risk Factors
▪Array has experienced, and in the future expects to experience, cyber-attacks or other breaches of information technology security of varying degrees on a regular basis, which could have an adverse effect on Array's business, financial condition or results of operations.
▪Disruption in credit or other financial markets, a deterioration of U.S. or global economic conditions or other events could, among other things, impede Array’s access to or increase the cost of financing its operating and investment activities and/or result in reduced revenues and lower operating income and cash flows, which would have an adverse effect on Array’s business, financial condition or results of operations.
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Risk Factors
In addition to the information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in Array's Form 10-K for the year ended December 31, 2025, which could materially affect Array’s business, financial condition or future results. The risks described in this Form 10-Q and the Form 10-K for the year ended December 31, 2025, may not be the only risks that could affect Array. Additional unidentified or unrecognized risks and uncertainties could materially adversely affect Array’s business, financial condition and/or operating results. The following additional risk factor should be read in conjunction with the risk factors previously disclosed in Array's Annual Report on Form 10-K for the year ended December 31, 2025.
Announced Transactions and Strategic Alternatives Review Risk Factors
On May 7, 2026, TDS delivered to the Array Board of Directors a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS. There can be no guarantee whether any transaction will be accepted, rejected, consummated or abandoned. Further, the proposal (whether accepted, rejected, consummated or abandoned) could result in adverse effects on Array’s business, financial condition or results of operations.
On May 7, 2026, TDS delivered to the Array Board of Directors a letter setting forth a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS. For additional information, see TDS’ Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission on May 8, 2026. There is no guarantee that any definitive agreement will be entered into or that any transaction will be accepted, rejected, consummated or abandoned, and the terms of any such transaction may differ materially from those originally proposed by TDS. The uncertainty regarding the proposal (whether accepted, rejected, consummated or abandoned) could result in: a diversion of management's attention from Array’s existing business; a failure to achieve financial and operating objectives; adverse effects on Array's financial condition or results of operations; a failure to retain key personnel, customers, business partners or contracts; and volatility in Array's stock price. In addition, the proposal (whether accepted, rejected, consummated or abandoned) may result in the incurrence of significant expenses.
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Quantitative and Qualitative Disclosures About Market Risk
Market Risk
As of March 31, 2026, approximately 55% of Array's long-term debt was in fixed-rate senior notes and approximately 45% in variable-rate debt. Fluctuations in market interest rates can lead to volatility in the fair value of fixed-rate notes and interest expense on variable-rate debt.
The following table presents the scheduled principal payments on long-term debt obligations and the related weighted average interest rates by maturity dates at March 31, 2026.
| Principal Payments Due by Period | |||||||||||
Long-Term Debt Obligations1 | Weighted-Avg. Interest Rates on Long-Term Debt Obligations2 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Remainder of 2026 | $ | 4,063 | 6.2 | % | |||||||
| 2027 | 8,125 | 6.2 | % | ||||||||
| 2028 | 8,125 | 6.2 | % | ||||||||
| 2029 | 12,188 | 6.2 | % | ||||||||
| 2030 | 292,500 | 6.2 | % | ||||||||
| Thereafter | 363,928 | 5.9 | % | ||||||||
| Total | $ | 688,929 | 6.0 | % | |||||||
1The total long-term debt obligation differs from Long-term debt in the Consolidated Balance Sheet due to unamortized debt issuance costs on all non-revolving debt instruments and unamortized discounts related to the 6.7% Senior Notes.
2Represents the weighted average stated interest rates at March 31, 2026, for debt maturing in the respective periods.
See Note 3 — Fair Value Measurements in the Notes to Consolidated Financial Statements for additional information related to the fair value of Array’s Long-term debt as of March 31, 2026.
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Financial Statements
| Array Digital Infrastructure, Inc. | |||||||||||
| Consolidated Statement of Operations | |||||||||||
| (Unaudited) | |||||||||||
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| (Dollars and shares in thousands, except per share amounts) | |||||||||||
| Operating revenues | |||||||||||
| Site rental | $ | $ | |||||||||
| Services | |||||||||||
| Total operating revenues | |||||||||||
| Operating expenses | |||||||||||
| Cost of operations (excluding Depreciation and accretion reported below) | |||||||||||
| Selling, general and administrative | |||||||||||
| Depreciation and accretion | |||||||||||
| (Gain) loss on asset disposals, net | |||||||||||
| (Gain) loss on license sales and exchanges, net | ( | ( | |||||||||
| Total operating expenses | ( | ||||||||||
| Operating income (loss) | ( | ||||||||||
| Other income (expense) | |||||||||||
| Equity in earnings of unconsolidated entities | |||||||||||
| Interest and dividend income | |||||||||||
| Interest expense | ( | ( | |||||||||
| Short-term imputed spectrum lease income | |||||||||||
| Other, net | ( | ||||||||||
| Total other income | |||||||||||
| Income before income taxes | |||||||||||
| Income tax expense (benefit) | ( | ||||||||||
| Net income from continuing operations | |||||||||||
| Less: Net income from continuing operations attributable to noncontrolling interests, net of tax | |||||||||||
| Net income from continuing operations attributable to Array shareholders | |||||||||||
| Net income (loss) from discontinued operations | ( | ||||||||||
| Less: Net income from discontinued operations attributable to noncontrolling interests, net of tax | |||||||||||
| Net income (loss) from discontinued operations attributable to Array shareholders | ( | ||||||||||
| Net income | |||||||||||
| Less: Net income attributable to noncontrolling interests, net of tax | |||||||||||
| Net income attributable to Array shareholders | $ | $ | |||||||||
| Basic weighted average shares outstanding | |||||||||||
| Basic earnings per share from continuing operations attributable to Array shareholders | $ | $ | |||||||||
| Basic earnings (loss) per share from discontinued operations attributable to Array shareholders | $ | ( | $ | ||||||||
| Basic earnings per share attributable to Array shareholders | $ | $ | |||||||||
| Diluted weighted average shares outstanding | |||||||||||
| Diluted earnings per share from continuing operations attributable to Array shareholders | $ | $ | |||||||||
| Diluted earnings (loss) per share from discontinued operations attributable to Array shareholders | $ | ( | $ | ||||||||
| Diluted earnings per share attributable to Array shareholders | $ | $ | |||||||||
The accompanying notes are an integral part of these consolidated financial statements.
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Array Digital Infrastructure, Inc.
Consolidated Statement of Cash Flows
(Unaudited)
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Cash flows from operating activities | |||||||||||
| Net income | $ | $ | |||||||||
| Net income (loss) from discontinued operations | ( | ||||||||||
| Net income from continuing operations | |||||||||||
| Add (deduct) adjustments to reconcile net income to net cash flows from operating activities | |||||||||||
| Depreciation and accretion | |||||||||||
| Bad debts expense | ( | ||||||||||
| Stock-based compensation expense | |||||||||||
| Deferred income taxes, net | ( | ||||||||||
| Equity in earnings of unconsolidated entities | ( | ( | |||||||||
| Distributions from unconsolidated entities | |||||||||||
| (Gain) loss on asset disposals, net | |||||||||||
| (Gain) loss on license sales and exchanges, net | ( | ( | |||||||||
| Other operating activities | ( | ||||||||||
| Changes in assets and liabilities from operations | |||||||||||
| Accounts receivable | ( | ||||||||||
| Accounts payable | ( | ||||||||||
| Customer deposits and deferred revenues | ( | ( | |||||||||
| Accrued taxes | |||||||||||
| Accrued interest | |||||||||||
| Other assets and liabilities | ( | ( | |||||||||
| Net cash provided by (used in) operating activities - continuing operations | ( | ||||||||||
| Net cash provided by (used in) operating activities - discontinued operations | ( | ||||||||||
| Net cash provided by operating activities | |||||||||||
| Cash flows from investing activities | |||||||||||
| Cash paid for additions to property, plant and equipment | ( | ( | |||||||||
| Cash paid for licenses | ( | ||||||||||
| Cash received from divestitures | |||||||||||
| Net cash provided by (used in) investing activities - continuing operations | ( | ||||||||||
| Net cash used in investing activities - discontinued operations | ( | ||||||||||
| Net cash provided by (used in) investing activities | ( | ||||||||||
| Cash flows from financing activities | |||||||||||
| Repayment of long-term debt | ( | ||||||||||
| Tax withholdings, net of cash receipts, for stock-based compensation awards | ( | ( | |||||||||
| Repurchase of Common Shares | ( | ||||||||||
| Dividends paid to Array shareholders | ( | ||||||||||
| Distributions to noncontrolling interests | ( | ( | |||||||||
| Other financing activities | ( | ||||||||||
| Net cash used in financing activities - continuing operations | ( | ( | |||||||||
| Net cash used in financing activities - discontinued operations | ( | ||||||||||
| Net cash used in financing activities | ( | ( | |||||||||
| Net increase in cash, cash equivalents and restricted cash | |||||||||||
| Cash, cash equivalents and restricted cash | |||||||||||
| Beginning of period | |||||||||||
| End of period | $ | $ | |||||||||
The accompanying notes are an integral part of these consolidated financial statements.
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Array Digital Infrastructure, Inc.
Consolidated Balance Sheet — Assets
(Unaudited)
| March 31, 2026 | December 31, 2025 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Current assets | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Accounts receivable | |||||||||||
| Affiliated | |||||||||||
Other, less allowances of $ | |||||||||||
| Prepaid expenses | |||||||||||
| Other current assets | |||||||||||
| Total current assets | |||||||||||
| Non-current assets held for sale | |||||||||||
| Licenses | |||||||||||
| Investments in unconsolidated entities | |||||||||||
Property, plant and equipment, net of accumulated depreciation of $ | |||||||||||
| Operating lease right-of-use assets | |||||||||||
| Other assets and deferred charges | |||||||||||
Total assets1 | $ | $ | |||||||||
The accompanying notes are an integral part of these consolidated financial statements.
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Array Digital Infrastructure, Inc.
Consolidated Balance Sheet — Liabilities and Equity
(Unaudited)
| March 31, 2026 | December 31, 2025 | ||||||||||
| (Dollars and shares in thousands, except per share amounts) | |||||||||||
| Current liabilities | |||||||||||
| Current portion of long-term debt | $ | $ | |||||||||
| Accounts payable | |||||||||||
| Affiliated | |||||||||||
| Trade | |||||||||||
| Customer deposits and deferred revenues | |||||||||||
| Accrued taxes | |||||||||||
| Accrued compensation | |||||||||||
| Short-term operating lease liabilities | |||||||||||
| Current liabilities of discontinued operations | |||||||||||
| Other current liabilities | |||||||||||
| Total current liabilities | |||||||||||
| Deferred liabilities and credits | |||||||||||
| Deferred income tax liability, net | |||||||||||
| Long-term operating lease liabilities | |||||||||||
| Other deferred liabilities and credits | |||||||||||
| Long-term debt, net | |||||||||||
| Commitments and contingencies | |||||||||||
| Equity | |||||||||||
| Array shareholders’ equity | |||||||||||
| Series A Common and Common Shares | |||||||||||
Authorized | |||||||||||
Issued | |||||||||||
Outstanding | |||||||||||
Par Value ($ | |||||||||||
| Additional paid-in capital | |||||||||||
Treasury shares, at cost, | ( | ( | |||||||||
| Retained earnings | |||||||||||
| Total Array shareholders' equity | |||||||||||
| Noncontrolling interests | |||||||||||
| Total equity | |||||||||||
Total liabilities and equity1 | $ | $ | |||||||||
The accompanying notes are an integral part of these consolidated financial statements.
1 The consolidated total assets as of March 31, 2026 and December 31, 2025, include assets held by current consolidated variable interest entities (VIEs) of $42.9 million and $45.0 million, respectively, which are not available to be used to settle the obligations of Array. The consolidated total liabilities as of March 31, 2026 and December 31, 2025, include certain liabilities of current consolidated VIEs of $10.8 million and $11.1 million, respectively, for which the creditors of the VIEs have no recourse to the general credit of Array. See Note 7 — Variable Interest Entities for additional information.
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Array Digital Infrastructure, Inc.
Consolidated Statement of Changes in Equity
(Unaudited)
| Array Shareholders | |||||||||||||||||||||||||||||||||||||||||
Series A Common and Common shares | Additional paid-in capital | Treasury shares | Retained earnings | Total Array shareholders' equity | Noncontrolling interests | Total equity | |||||||||||||||||||||||||||||||||||
| (Dollars in thousands, except per share amounts) | |||||||||||||||||||||||||||||||||||||||||
| December 31, 2025 | $ | $ | $ | ( | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||
| Net income attributable to Array shareholders | — | — | — | — | |||||||||||||||||||||||||||||||||||||
Net income attributable to noncontrolling interests classified as equity | — | — | — | — | |||||||||||||||||||||||||||||||||||||
Array Common and Series A Common share dividends ($ | — | — | — | ( | ( | — | ( | ||||||||||||||||||||||||||||||||||
| Incentive and compensation plans | — | ( | ( | — | ( | ||||||||||||||||||||||||||||||||||||
| Distributions to noncontrolling interests | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||
| March 31, 2026 | $ | $ | $ | ( | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these consolidated financial statements.
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Array Digital Infrastructure, Inc.
Consolidated Statement of Changes in Equity
(Unaudited)
| Array Shareholders | |||||||||||||||||||||||||||||||||||||||||
Series A Common and Common shares | Additional paid-in capital | Treasury shares | Retained earnings | Total Array shareholders' equity | Noncontrolling interests | Total equity | |||||||||||||||||||||||||||||||||||
| (Dollars in thousands) | |||||||||||||||||||||||||||||||||||||||||
| December 31, 2024 | $ | ( | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||
| Net income attributable to Array shareholders | — | — | — | — | |||||||||||||||||||||||||||||||||||||
Net income attributable to noncontrolling interests classified as equity | — | — | — | — | |||||||||||||||||||||||||||||||||||||
| Repurchase of Common Shares | — | — | ( | — | ( | — | ( | ||||||||||||||||||||||||||||||||||
| Incentive and compensation plans | — | ( | — | ||||||||||||||||||||||||||||||||||||||
| Distributions to noncontrolling interests | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||
| March 31, 2025 | $ | $ | $ | ( | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these consolidated financial statements.
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Array Digital Infrastructure, Inc.
Notes to Consolidated Financial Statements
Note 1 Basis of Presentation
As of March 31, 2026, Array Digital Infrastructure, Inc. (Array), a Delaware corporation, is an 81.9 %-owned subsidiary of Telephone and Data Systems, Inc. (TDS). The Notes to Consolidated Financial Statements are presented for continuing operations, except for Note 2 — Discontinued Operations.
The accounting policies of Array conform to accounting principles generally accepted in the United States of America (GAAP) as set forth in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). Unless otherwise specified, references to accounting provisions and GAAP in these notes refer to the requirements of the FASB ASC. The consolidated financial statements include the accounts of Array, subsidiaries in which it has a controlling financial interest, general partnerships in which Array has a majority partnership interest and certain entities in which Array has a variable interest that requires consolidation into the Array financial statements under GAAP. Intercompany accounts and transactions have been eliminated.
Certain numbers included herein are rounded to thousands or millions for ease of presentation; however, certain calculated amounts and percentages are determined using the unrounded numbers. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in Array’s Annual Report on Form 10-K (Form 10-K) for the year ended December 31, 2025.
Leases
Operating lease income was $51.0 million and $26.6 million for the three months ended March 31, 2026 and 2025, respectively.
Dividend
On January 13, 2026, the Array Board of Directors declared a special dividend per Common and Series A outstanding share of $10.25 885.5 million.
Note 2 Discontinued Operations
On August 1, 2025, Array sold its wireless operations and select spectrum assets to T-Mobile US, Inc. (T-Mobile) pursuant to a Securities Purchase Agreement (Securities Purchase Agreement). Array met the criteria to classify the wireless operations and select spectrum assets sold to T-Mobile as discontinued operations following the receipt of regulatory approval and subsequent closing of the transaction, all of which occurred during the three months ended September 30, 2025.
Total consideration received was $4,293.8 million after adjustments which included a combination of $2,628.8 million in cash proceeds and $1,665.0 million in debt assumed by T-Mobile through the preliminary results of an exchange offer made to Array's debtholders, which subsequently closed on August 5, 2025. The final cash proceeds are subject to adjustment according to the terms and conditions of the Securities Purchase Agreement. As of March 31, 2026, Array recorded an estimated purchase price true-up due to T-Mobile of $20.2 million, which is classified as Current liabilities of discontinued operations in the Consolidated Balance Sheet. Certain licenses included in the T-Mobile transaction did not transfer to T-Mobile at the time of close and are subject to FCC approval. At closing, a $16.7 million deferral of the purchase price was recorded related to these spectrum licenses, which is classified as Other deferred liabilities and credits in the Consolidated Balance Sheet. Array also may incur significant decommissioning costs for certain equipment and recorded a liability of $65.8 million as of March 31, 2026, which is classified as Other deferred liabilities and credits in the Consolidated Balance Sheet. During the three months ended March 31, 2026, Array recognized a loss on the transaction of $0.4 million.
On August 1, 2025, a Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements became effective, which provide T-Mobile with an exclusive license to use certain Array spectrum assets and leases at no cost for up to one year from closing for the sole purpose of providing continued, uninterrupted service to customers. The portion of the purchase price allocated to the use of this spectrum was $149.3 million based on an estimate for fair market value and will be recognized to Short-term imputed spectrum lease income in the continuing operations Consolidated Statement of Operations over the one year term. As of March 31, 2026, the remaining balance of the deferred purchase price is $43.6 million and is classified as Customer deposits and deferred revenues in the Consolidated Balance Sheet. See Note 9 — Subsequent Events for additional information.
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Net income (loss) from discontinued operations in the Consolidated Statement of Operations consists of the following:
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Operating revenues | |||||||||||
| Service | $ | $ | |||||||||
| Equipment sales | |||||||||||
| Total operating revenues | |||||||||||
| Operating expenses | |||||||||||
| System operations (excluding Depreciation, amortization and accretion reported below) | |||||||||||
| Cost of equipment sold | |||||||||||
| Selling, general and administrative | |||||||||||
| Depreciation, amortization and accretion | |||||||||||
| (Gain) loss on asset disposals, net | |||||||||||
| (Gain) loss on sale of business and other exit costs, net | |||||||||||
| Total operating expenses | |||||||||||
| Operating income (loss) | ( | ||||||||||
| Other income (expense) | |||||||||||
| Interest expense | ( | ( | |||||||||
| Other, net | ( | ||||||||||
| Total other expense | ( | ( | |||||||||
| Income (loss) before income taxes | ( | ||||||||||
| Income tax expense (benefit) | ( | ||||||||||
| Net income (loss) from discontinued operations | $ | ( | $ | ||||||||
Note 3 Fair Value Measurements
As of March 31, 2026 and December 31, 2025, Array did not have any material financial or nonfinancial assets or liabilities that were required to be recorded at fair value in its Consolidated Balance Sheet in accordance with GAAP.
The provisions of GAAP establish a fair value hierarchy that contains three levels for inputs used in fair value measurements. Level 1 inputs include quoted market prices for identical assets or liabilities in active markets. Level 2 inputs include quoted market prices for similar assets and liabilities in active markets or quoted market prices for identical assets and liabilities in inactive markets. Level 3 inputs are unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. A financial instrument’s level within the fair value hierarchy is not representative of its expected performance or its overall risk profile and, therefore, Level 3 assets are not necessarily higher risk than Level 2 assets or Level 1 assets.
Array has applied the provisions of fair value accounting for purposes of computing the fair value of financial instruments for disclosure purposes as displayed below.
Level within the Fair Value Hierarchy | March 31, 2026 | December 31, 2025 | |||||||||||||||||||||||||||
Book Value | Fair Value | Book Value | Fair Value | ||||||||||||||||||||||||||
| (Dollars in thousands) | |||||||||||||||||||||||||||||
| Long-term debt | 2 | $ | $ | $ | $ | ||||||||||||||||||||||||
Long-term debt excludes the current portion of Long-term debt and debt financing costs. The fair value of Long-term debt was estimated using various methods, including quoted market prices and discounted cash flow analyses.
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Note 4 Earnings Per Share
Basic earnings (loss) per share attributable to Array shareholders is computed by dividing Net income (loss) attributable to Array shareholders by the weighted average number of Common Shares outstanding during the period. Diluted earnings (loss) per share attributable to Array shareholders is computed by dividing Net income (loss) attributable to Array shareholders by the weighted average number of Common Shares outstanding during the period adjusted to include the effects of potentially dilutive securities. Potentially dilutive securities primarily include incremental shares issuable upon the exercise of outstanding stock options and the vesting of performance and restricted stock units, as calculated using the treasury stock method.
The amounts used in computing basic and diluted earnings (loss) per share attributable to Array shareholders were as follows:
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| (Dollars and shares in thousands, except per share amounts) | |||||||||||
| Net income from continuing operations attributable to Array shareholders | $ | $ | |||||||||
| Net income (loss) from discontinued operations attributable to Array shareholders | ( | ||||||||||
| Net income attributable to Array shareholders | $ | $ | |||||||||
| Weighted average number of shares used in basic earnings (loss) per share | |||||||||||
| Effects of dilutive securities | |||||||||||
| Weighted average number of shares used in diluted earnings (loss) per share | |||||||||||
| Basic earnings per share from continuing operations attributable to Array shareholders | $ | $ | |||||||||
| Basic earnings (loss) per share from discontinued operations attributable to Array shareholders | ( | ||||||||||
| Basic earnings per share attributable to Array shareholders | $ | $ | |||||||||
| Diluted earnings per share from continuing operations attributable to Array shareholders | $ | $ | |||||||||
| Diluted earnings (loss) per share from discontinued operations attributable to Array shareholders | ( | ||||||||||
| Diluted earnings per share attributable to Array shareholders | $ | $ | |||||||||
Certain Common Shares issuable upon the exercise of stock options or vesting of performance and restricted stock units were not included in weighted average diluted shares outstanding for the calculation of Diluted earnings (loss) per share attributable to Array shareholders because their effects were antidilutive. The number of such Common Shares excluded was less than 0.1 million and 0.1 million for the three months ended March 31, 2026 and 2025, respectively.
Note 5 Divestitures
In addition to the divestiture of Array's wireless operations, as disclosed in Note 2 — Discontinued Operations, other divestiture transactions are disclosed below.
On January 13, 2026, Array closed on the sale of certain 3.45 GHz and 700 MHz wireless spectrum licenses to New Cingular Wireless PCS, LLC (AT&T), a subsidiary of AT&T Inc., for $1,018.0 million and recorded a book gain of $156.6 million ($117.5 million net of tax expense) during the first quarter of 2026.
On October 17, 2024, Array entered into a License Purchase Agreement (Verizon License Purchase Agreement) with Verizon Communications Inc. (Verizon) to sell certain AWS, Cellular and PCS wireless spectrum licenses and agreed to grant Verizon certain rights to lease such licenses prior to the transaction close for total proceeds of $1,000.0 million. As of March 31, 2026, the book value of the wireless spectrum licenses to be sold was $585.6 million and is classified as held for sale in the Consolidated Balance Sheet. The transaction is expected to close in the second or third quarter of 2026, subject to regulatory approval and other customary closing conditions.
On August 29, 2025, Array entered into a License Purchase Agreement (T-Mobile License Purchase Agreement) with T-Mobile to sell certain 700 MHz wireless spectrum licenses and agreed to grant T-Mobile certain rights to lease such licenses prior to the transaction close for total proceeds of $85.0 million. As of March 31, 2026, the book value of the wireless spectrum licenses to be sold was $64.3 million, of which $53.1 million has received regulatory approval and is classified as held for sale in the Consolidated Balance Sheet. See Note 9 — Subsequent Events for additional information.
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As part of the T-Mobile transaction to sell the wireless operations, Array entered into a Put/Call Agreement with T-Mobile whereby T-Mobile has the right to call certain spectrum assets and Array has the right to put certain spectrum assets to T-Mobile for an aggregate agreed upon price of $106.0 million. The call option notice period started on May 24, 2024, and the put exercise period started on August 1, 2025. Both periods end on July 31, 2026. There was no cash exchanged at the inception of the Put/Call Agreement. All license transfers pursuant to any put/call are subject to Federal Communications Commission (FCC) approval. Array accounted for this instrument as a net written call option and wrote off the entire fair value in 2025. In September 2025, T-Mobile exercised $86.4 million of the call option. As of March 31, 2026, the book value of the spectrum licenses subject to the call notice was $86.4 million and is classified as held for sale in the Consolidated Balance Sheet. The transaction is expected to close in May 2026, subject to customary closing conditions.
Note 6 Investments in Unconsolidated Entities
Investments in unconsolidated entities consist of amounts invested in entities in which Array holds a noncontrolling interest. Array’s Investments in unconsolidated entities are accounted for using the equity method, measurement alternative method or net asset value practical expedient method as shown in the table below. The carrying value of measurement alternative method investments represents cost minus any impairments plus or minus any observable price changes.
| March 31, 2026 | December 31, 2025 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Equity method investments | $ | $ | |||||||||
| Measurement alternative method investments | |||||||||||
| Investments recorded using the net asset value practical expedient | |||||||||||
| Total investments in unconsolidated entities | $ | $ | |||||||||
The following table, which is based on unaudited information provided in part by third parties, summarizes the combined results of operations of Array’s equity method investments.
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Revenues | $ | $ | |||||||||
| Operating expenses | |||||||||||
| Operating income | |||||||||||
| Other income (expense), net | ( | ( | |||||||||
| Net income | $ | $ | |||||||||
Note 7 Variable Interest Entities
Consolidated VIEs
Array consolidates VIEs in which it has a controlling financial interest as defined by GAAP and is therefore deemed the primary beneficiary. Array reviews the criteria for a controlling financial interest at the time it enters into agreements and subsequently when events warranting reconsideration occur. These VIEs have risks similar to those described in the “Risk Factors” in Array's Form 10-K for the year ended December 31, 2025 .
Array consolidates VIEs that are limited partnerships that lease tower space to tenants. A limited partnership is a variable interest entity unless the limited partners hold substantive participating rights or kick-out rights over the general partner. For certain limited partnerships, Array is the general partner and manages the operations. In these partnerships, the limited partners do not have substantive kick-out or participating rights and, further, such limited partners do not have the authority to remove the general partner. Therefore, these limited partnerships also are recognized as VIEs and are consolidated into the Array financial statements under the variable interest model.
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The following table presents the classification and balances of the consolidated VIEs’ assets and liabilities in Array’s Consolidated Balance Sheet.
| March 31, 2026 | December 31, 2025 | ||||||||||
| (Dollars in thousands) | |||||||||||
| Assets | |||||||||||
| Accounts receivable | $ | $ | |||||||||
| Other current assets | |||||||||||
| Non-current assets held for sale | |||||||||||
| Property, plant and equipment, net | |||||||||||
| Operating lease right-of-use assets | |||||||||||
| Other assets and deferred charges | |||||||||||
| Total assets | $ | $ | |||||||||
| Liabilities | |||||||||||
| Current liabilities | $ | $ | |||||||||
| Long-term operating lease liabilities | |||||||||||
| Other deferred liabilities and credits | |||||||||||
| Total liabilities | $ | $ | |||||||||
Other Related Matters
Array made contributions, loans or advances to its VIEs totaling $3.0 million and $4.5 million during the three months ended March 31, 2026 and 2025, respectively.
Note 8 Business Segment Information
Array is a single reportable segment. Array generates its revenues primarily by leasing tower space on Array-owned towers to customers. Array's chief operating decision maker is the TDS President and Chief Executive Officer.
Although the chief operating decision maker regularly uses Adjusted earnings before interest, taxes, depreciation and accretion (Adjusted EBITDA) for purposes of assessing performance and making capital allocation decisions, Array has concluded that Net income attributable to Array shareholders, as reported on the Consolidated Statement of Operations, is also used and is the measure of profit or loss required to be disclosed under the provisions of ASC 280 for a single operating segment. The measure of segment assets is reported in the Consolidated Balance Sheet as "Total assets".
Note 9 Subsequent Events
Effective April 1, 2026, the Short-Term Spectrum Manager Lease Agreement with T-Mobile was terminated for certain spectrum assets. The termination of these leases will result in future imputed spectrum lease income of $11.7 million being recognized to (Gain) loss on sale of business and other exit costs, net within discontinued operations during the second quarter of 2026.
On May 5, 2026, Array closed on the sale of certain 700 MHz wireless spectrum licenses under the T-Mobile License Purchase Agreement for total proceeds of $74.8 million and expects to record a book gain on the transaction of approximately $3.0 million ($2.3 million net of tax expense) during the second quarter of 2026. This closing includes the first group of wireless spectrum licenses included in the T-Mobile License Purchase Agreement. The additional wireless spectrum licenses remain subject to regulatory approval and other customary closing conditions. At the first closing, $18.6 million of the purchase price was deferred based on the fair market value of all wireless spectrum licenses included in the T-Mobile License Purchase Agreement.
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Array Digital Infrastructure, Inc.
Additional Required Information
Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Array maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) that are designed to ensure that information required to be disclosed in its reports filed or submitted under the Exchange Act is processed, recorded, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to Array’s management, including its principal executive officer and principal financial officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
As required by SEC Rules 13a-15(b), Array carried out an evaluation, under the supervision and with the participation of management, including its principal executive officer and principal financial officer, of the effectiveness of the design and operation of Array’s disclosure controls and procedures as of the end of the period covered by this Quarterly Report. Based on this evaluation, Array’s principal executive officer and principal financial officer concluded that Array’s disclosure controls and procedures were effective as of March 31, 2026, at the reasonable assurance level.
Changes in Internal Control Over Financial Reporting
There have been no changes in internal controls over financial reporting that have occurred during the three months ended March 31, 2026, that have materially affected, or are reasonably likely to materially affect, Array’s internal control over financial reporting.
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Legal Proceedings
In April 2018, the United States Department of Justice (DOJ) notified Array and its parent, TDS, that it was conducting inquiries of Array and TDS under the federal False Claims Act relating to Array’s participation in wireless spectrum license auctions 58, 66, 73 and 97 conducted by the FCC. Array is or was a limited partner in several limited partnerships which qualified for the 25% bid credit in each auction. The investigation arose from civil actions under the Federal False Claims Act brought by private parties in the U.S. District Court for the Western District of Oklahoma. In 2019, following the DOJ’s investigation, the DOJ informed Advantage Spectrum, L.P. (Advantage) and King Street Wireless, L.P. (King Street) that it would not intervene in the above-referenced actions. Subsequently, the private party plaintiffs decided to continue the actions on their own. In July 2020, these actions were transferred to the U.S. District Court for the District of Columbia upon the request of Advantage and King Street and over the objection of the Relators. In March 2023, the District Court for the District of Columbia granted Advantage’s and King Street’s motion to dismiss the actions with prejudice. The private party plaintiffs appealed the district court’s decision to grant the motions to dismiss. In April 2025, the U.S. Court of Appeals for the D.C. Circuit affirmed the district court’s dismissal as to the case involving King Street. Plaintiffs filed a petition for certiorari with the U.S. Supreme Court on September 5, 2025. On January 12, 2026, the Supreme Court denied the petition. The King Street case is now concluded. In the Advantage case, on September 26, 2025, the D.C. Circuit reversed the district court’s decision dismissing the case and remanded that case to the district court for further proceedings. The district court set a briefing schedule for defendants' motions to dismiss and stayed all other proceedings. On January 22, 2026, the defendants filed a motion to dismiss in the Advantage case. The motion to dismiss is now fully briefed. Array believes that the Relators' claims are without merit and that Advantage’s and King Street’s participation in FCC auctions complied with applicable law and FCC Rules.
On January 31, 2025, a stockholder derivative lawsuit was filed in the Circuit Court of Cook County, Illinois, Chancery Division against certain TDS and Array directors and officers, and nominal defendant TDS. The derivative lawsuit takes issue with certain public statements made between May 6, 2022 and November 3, 2022 regarding, among other things, Array's business strategies to address subscriber demand, alleging that the fact that the statements were made was a breach of fiduciary duty on the part of the officer and director defendants, and bringing claims for indemnification and contribution against the officer and director defendants and Array. In addition to indemnification and contribution, the plaintiff seeks money damages and the implementation of certain governance proposals. On July 21, 2025, a motion to intervene in the lawsuit was filed by the stockholder plaintiff who had previously filed a stockholder derivative lawsuit in the United States District Court for the Northern District of Illinois and subsequently dismissed that federal court lawsuit. The defendants filed a motion to dismiss the Circuit Court lawsuit on July 23, 2025. On September 29, 2025, the proposed intervenor withdrew her motion to intervene. A hearing on the motion to dismiss was held on October 6, 2025. A status conference on the motion to dismiss is set for June 12, 2026. Array is unable at this time to determine whether the outcome of these actions would have a material impact on its results of operations, financial condition, or cash flows. Array intends to contest plaintiffs' claims vigorously on the merits.
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Unregistered Sales of Equity Securities and Use of Proceeds
In November 2009, Array announced by Form 8-K that the Board of Directors of Array authorized the repurchase of up to 1,300,000 additional Common Shares on an annual basis beginning in 2009 and continuing each year thereafter, on a cumulative basis. In December 2016, the Array Board amended this authorization to provide that, beginning on January 1, 2017, the increase in the authorized repurchase amount with respect to a particular year will be any amount from zero to 1,300,000 Common Shares, as determined by the Pricing Committee of the Board of Directors, and that if the Pricing Committee did not specify an additional amount for any year, such additional amount would be zero for such year. The Pricing Committee has not specified any increase in the authorization since that time. The Pricing Committee also was authorized to decrease the cumulative amount of the authorization at any time, but has not taken any action to do so at this time. The authorization provides that share repurchases will be made pursuant to open market purchases, block purchases in compliance with Rule 10b-18 of the Exchange Act or Rule 10b5-1 of the Exchange Act, or pursuant to accelerated share repurchase arrangements, prepaid share repurchases, private purchases, or otherwise, depending on market prices and other conditions. This authorization does not have an expiration date.
The maximum number of shares that may yet be purchased was 658,107 as of March 31, 2026. Array did not determine to terminate the foregoing Common Share repurchase program, as amended. There were no purchases made by or on behalf of Array, or any purchases made by any "affiliated purchaser" (as defined by the SEC) of Array, of Array Common Shares during the quarter covered by this Form 10-Q.
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Other Information
Rule 10b5-1 Trading Arrangements
During the three months ended March 31, 2026, none of Array’s directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) has adopted terminated
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Exhibits
Exhibit Number | Description of Documents | ||||
| Exhibit 2.1 | Letter Agreement, dated February 4, 2026, related to the Securities Purchase Agreement, dated as of May 24, 2024, among TDS, Array, USCC Wireless Holdings, LLC and T-Mobile US, Inc. | ||||
| Exhibit 10.1 | Amendment to the Array 2022 Long-Term Incentive Plan. | ||||
| Exhibit 10.2 | Form of Array 2022 Long-Term Incentive Plan 2026 Performance Award Agreement. | ||||
| Exhibit 10.3 | Form of Array 2022 Long-Term Incentive Plan 2026 Restricted Stock Unit Award Agreement. | ||||
| Exhibit 10.4 | Array 2026 Annual Incentive Plan effective January 1, 2026, is hereby incorporated by reference to Exhibit 10.1 to Array's Current Report on Form 8-K dated March 24, 2026. | ||||
Exhibit 31.1 | Principal executive officer certification pursuant to Rule 13a-14 of the Securities Exchange Act of 1934. | ||||
Exhibit 31.2 | Principal financial officer certification pursuant to Rule 13a-14 of the Securities Exchange Act of 1934. | ||||
Exhibit 32.1 | Principal executive officer certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | ||||
Exhibit 32.2 | Principal financial officer certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. | ||||
| Exhibit 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||||
Exhibit 101.SCH | Inline XBRL Taxonomy Extension Schema Document | ||||
Exhibit 101.PRE | Inline XBRL Taxonomy Presentation Linkbase Document | ||||
Exhibit 101.CAL | Inline XBRL Taxonomy Calculation Linkbase Document | ||||
Exhibit 101.LAB | Inline XBRL Taxonomy Label Linkbase Document | ||||
| Exhibit 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||||
| Exhibit 104 | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the inline document. | ||||
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Form 10-Q Cross Reference Index | |||||||||||
Item Number | Page No. | ||||||||||
| Part I. | Financial Information | ||||||||||
Item 1. | Financial Statements (Unaudited) | 19 - 23 | |||||||||
Notes to Consolidated Financial Statements | 25 - 29 | ||||||||||
Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 1 - 15 | |||||||||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 18 | |||||||||
Item 4. | Controls and Procedures | 30 | |||||||||
| Part II. | Other Information | ||||||||||
Item 1. | Legal Proceedings | 31 | |||||||||
Item 1A. | Risk Factors | 17 | |||||||||
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 32 | |||||||||
Item 5. | Other Information | 33 | |||||||||
Item 6. | Exhibits | 34 | |||||||||
Signatures | 36 | ||||||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ARRAY DIGITAL INFRASTRUCTURE, INC. | ||||||||||||||
(Registrant) | ||||||||||||||
| Date: | May 8, 2026 | /s/ Anthony J. M. Carlson | ||||||||||||
| Anthony J. M. Carlson President and Chief Executive Officer (principal executive officer) | ||||||||||||||
| Date: | May 8, 2026 | /s/ Vicki L. Villacrez | ||||||||||||
| Vicki L. Villacrez Executive Vice President, Chief Financial Officer and Treasurer (principal financial officer) | ||||||||||||||
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