Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.


(b)  On February 15, 2022, Steven B. Pfeiffer notified the Board of Directors of
Iridium Communications Inc. (the "Registrant") that he will be retiring as a
member of the Board of Directors of the Registrant and therefore will not stand
for re-election at the Registrant's 2022 Annual Meeting of Stockholders to be
held in May 2022 (the "Annual Meeting"). Mr. Pfeiffer's decision not to stand
for re-election was not due to any disagreement with the Registrant on any
matter relating to the Registrant's operations, policies or practices.
Mr. Pfeiffer's term as a director will end at the Annual Meeting.

(e) Awards under Performance Share Program



The Compensation Committee of the Board of Directors (the "Committee") of
Iridium Communications Inc. (the "Company") previously established an Amended
and Restated Performance Share Program (the "Program"), which provides for the
grant of restricted stock units ("Awards") under the terms of the Company's 2015
Equity Incentive Plan, as amended and restated (the "Plan"). The Committee
established the Program to (i) focus key employees on achieving specific
performance targets, (ii) reinforce a team-oriented approach, (iii) provide
significant award potential for achieving outstanding performance, and
(iv) enhance the ability of the Company to attract and retain highly talented
and competent individuals. The Program provides that the Committee may grant
Awards (referred to as "Maximum Awards") to designated key employees, with each
such Maximum Award representing a specified maximum number of shares of common
stock that may ultimately be earned by each such employee under the Award. The
Maximum Award is calculated by reference to the target award value (the "Target
Award"). The Program contemplates that the Committee may establish criteria for
determining the number of shares ultimately awarded (the "Actual Awards"),
including (a) one or more performance goals of the type enumerated in the Plan
("Performance Goals"), the satisfaction of which is a condition to some or all
of the Maximum Award being earned, (b) other performance goals that may or may
not be of the type specifically enumerated in the Plan which may form the basis
for a determination by the Committee to reduce the award to the participant
("Other Performance Goals"), and (c) the performance period over which
attainment of the Performance Goals and Other Performance Goals is determined
(the "Performance Period"). The Program also contemplates that the Committee may
establish a vesting period over which the respective key employee must remain
employed by the Company following the Performance Period in order to earn the
shares underlying his or her Actual Award.

On February 10, 2022, the Committee approved Awards under the Program to the
Company's principal executive officer, principal financial officer and other
named executive officers, designated a Performance Goal, an Other Performance
Goal and a Performance Period related to such Awards and specified a vesting
schedule for the Awards. These Awards, which will be granted on March 1, 2022,
specified a Target Award (and the related Maximum Award) for each of these
executives as set forth in the table below.  The Awards were approved with a
specified dollar value and will be converted to an equivalent number of shares
of common stock based on the closing price of the common stock on the grant
date, rounded down to the nearest whole share.

                                                                                        Target          Maximum
Officer                                             Title                              Award ($)       Award ($)
Matthew J. Desch           Chief Executive Officer                                    $ 2,500,000     $ 3,750,000
Thomas J. Fitzpatrick      Chief Financial Officer and Chief Administrative Officer   $ 1,250,000     $ 1,875,000
Suzanne E. McBride         Chief Operations Officer                                   $ 1,250,000     $ 1,875,000
Bryan J. Hartin            Executive Vice President, Sales and Marketing              $   625,000     $   937,500
Scott T. Scheimreif        Executive Vice President, Government Programs              $   625,000     $   937,500


The Actual Awards for each executive will be based on the level of achievement
of the Performance Goal, which is the growth of the Company's average service
revenue for 2022 and 2023, calculated in accordance with generally accepted
accounting principles ("GAAP"), over the service revenue that was reported by
the Company for 2021. The Actual Awards will be reduced to zero if the Company
fails to achieve the Other Performance Goal specified by the Committee, which is
the achievement of a specified average OEBITDA margin for 2022 and 2023.
"OEBITDA margin" is OEBITDA expressed as a percentage of revenue. "OEBITDA" is
as defined by the Company in its earnings releases for the applicable
measurement periods.

The Actual Award will vest as to 50% of the underlying shares when the Committee
determines the Company's level of achievement of the Performance Goal and the
Other Performance Goal, which would occur in the first quarter of 2024, and as
to the remaining 50% on March 1, 2025, subject to continuous employment of the
participant through such dates. If a change in control of

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the Company occurs before the date the Committee determines the Company's level
of achievement of the Performance Goal and Other Performance Goal, each
participant will be credited with an Actual Award equal to the participant's
Target Award, and the Actual Award will remain subject to the same time-based
vesting schedule with the first vesting date being March 1, 2024. Actual Awards
and any shares issued thereunder are subject to recoupment from participants in
accordance with the Company's Policy for Recoupment of Incentive Compensation.

The description of the Program contained herein is a summary of its material
terms, does not purport to be complete and is qualified in its entirety by
reference to the Program and the Plan. The Program was filed as an exhibit to
the Company's Quarterly Report on Form 10-Q for the quarter ended March 31,
2019. The forms of Performance Share Award Grant Notice and Performance Share
Award Agreement for use in connection with grants under the Program in 2022 will
be filed as exhibits to the Company's Quarterly Report on Form 10-Q for the
quarter ending March 31, 2022.

Iridium 2022 Performance Bonus Plan



On February 10, 2022, the Committee approved the terms of the Company's 2022
Performance Bonus Plan (the "Iridium Bonus Plan"). Employees of the Company who
are employed during the 2022 calendar year, including the Company's principal
executive officer, principal financial officer and other named executive
officers are eligible to participate in the Iridium Bonus Plan, provided that a
participant must be employed through the date bonuses are paid in order to be
eligible to receive a bonus, except as provided in an applicable severance plan
or individual agreement. Pursuant to the Iridium Bonus Plan, each participant is
eligible to receive an incentive bonus (the "Bonus Award") calculated in part by
reference to a "Target Bonus Award" determined for such participant by the
Committee. The Target Bonus Award is calculated by multiplying the participant's
base salary earned during the 2022 calendar year by a Committee-approved Target
Bonus Percentage.

The Committee also established the Target Bonus Percentage (expressed as a
percentage of earned base salary) under the Iridium Bonus Plan for each of the
Company's principal executive officer, principal financial officer and other
named executive officers, as set forth in the table below.

                                                                                   Target Bonus
Officer                                          Title

Percentage


Matthew J. Desch        Chief Executive Officer                                               90 %

Thomas J. Fitzpatrick Chief Financial Officer and Chief Administrative Officer

              75 %
Suzanne E. McBride      Chief Operations Officer                                              75 %

Bryan J. Hartin Executive Vice President, Sales and Marketing 

                   60 %

Scott T. Scheimreif Executive Vice President, Government Programs 

                   60 %


The actual Bonus Award will be calculated by multiplying the Target Bonus Award
by a corporate performance factor determined by the Committee based on the
achievement of the following corporate performance goals: (i) OEBITDA (as
defined by the Company and announced in its earnings release for the 2022
calendar year); (ii) specified strategic goals; and (iii) specified measures of
user satisfaction. The resulting amount may then be reduced but not increased by
the Committee based on a personal performance factor ranging from 0% to 100%.
Any actual Bonus Award earned by any participant may not exceed 185% of the
participant's Target Bonus Award.

Bonus Awards up to the Target Bonus Award will be paid in a combination of
common stock of the Company in the form of restricted stock units granted under
the Plan and cash. Restricted stock units equal in value to 60% of each
executive's Target Bonus Award will be granted on March 1, 2022 and will vest,
if at all, in March 2023 upon the determination by the Committee as to the
achievement of the specified performance goals, the executive's personal
performance factor and the executive's continued service through the applicable
vesting date. The first 60% of the Target Bonus Award, if earned, will be paid
via the vesting of these restricted stock units, with any excess actual bonus
award to be paid in cash no later than March 15, 2023.

Any amounts paid under the Iridium Bonus Plan are subject to recoupment from
participants in accordance with the Company's Policy for Recoupment of Incentive
Compensation.

The description of the Iridium Bonus Plan contained herein is a summary of the
material terms of the Iridium Bonus Plan, does not purport to be complete, and
is qualified in its entirety by reference to the Iridium Bonus Plan, which will
be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarter ending March 31, 2022.

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