Form 8-K

8-K — ARRAY DIGITAL INFRASTRUCTURE, INC.

Accession: 0000821130-26-000045

Filed: 2026-08-07

Period: 2026-08-07

CIK: 0000821130

SIC: 4812 (RADIO TELEPHONE COMMUNICATIONS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ad-20260807.htm (Primary)

EX-99.1 (arrayq220268kex991.htm)

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8-K

8-K (Primary)

Filename: ad-20260807.htm · Sequence: 1

ad-20260807

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 7, 2026

ARRAY DIGITAL INFRASTRUCTURE, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-09712 62-1147325

(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

500 West Madison Street, Suite 810, Chicago, Illinois 60661

(Address of principal executive offices and zip code)

Registrant's telephone number, including area code: (866) 573-4544

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered

Common Shares, $1 par value USM New York Stock Exchange

6.25% Senior Notes due 2069 UZD New York Stock Exchange

5.50% Senior Notes due 2070 UZE New York Stock Exchange

5.50% Senior Notes due 2070 UZF New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐

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.

Item 2.02. Results of Operations and Financial Condition

On August 7, 2026, Array Digital Infrastructure, Inc. issued a news release announcing its results of operations for the period ended June 30, 2026. A copy of the news release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in this Item 2.02 of Form 8-K is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor will any such information or exhibits be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) The following exhibits are being filed herewith:

Exhibit Number Description of Exhibits

99.1

Earnings Press Release dated August 7, 2026

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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 hereunto duly authorized.

ARRAY DIGITAL INFRASTRUCTURE, INC.

Date: August 7, 2026 By: /s/ Vicki L. Villacrez

Vicki L. Villacrez

Executive Vice President, Chief Financial Officer and Treasurer

(principal financial officer)

EX-99.1

Filename: arrayq220268kex991.htm · Sequence: 2

Document

Exhibit 99.1

NEWS RELEASE

As previously announced, Array will hold a teleconference on August 7, 2026, at 9:00 a.m. CT. Listen to the call live via the Events & Presentations page of investors.arrayinc.com.

Array reports second quarter 2026 results

Array updates 2026 guidance

CHICAGO (August 7, 2026) — Array Digital Infrastructure, Inc. (NYSE:AD) reported second quarter operating results.

“Array continues to make nice progress executing across our 2026 priorities,” said Anthony Carlson, President and CEO. “The organization remains laser-focused on optimizing our tower operations - as evidenced by our sequential tower tenancy growth. And we continue to monetize our remaining spectrum assets as well as support T-Mobile’s integration.”

Highlights*

•Optimizing tower operations

◦Site rental revenues grew 95% year over year

◦Delivered consecutive quarter over quarter tower tenancy growth

•Continuing to close pending sales of wireless spectrum

◦Closed on sale of certain 700 MHz wireless spectrum licenses for total proceeds of $74.8 million on May 5, 2026

◦Closed on sale of certain 600 MHz wireless spectrum licenses for total proceeds of $86.4 million on May 12, 2026

◦Closed on sale of certain cellular and other spectrum licenses for total proceeds of $1 billion on June 1, 2026

◦Issued special dividend of $11 per common share on June 25, 2026

•Updated 2026 Guidance

◦Narrowed Revenue range to $205 million - $215 million on higher interim site revenue

◦Increased Adjusted EBITDA range to $220 million - $235 million

◦Capital expenditures range remains unchanged at $25 million - $35 million

* Comparisons are 2Q’25 to 2Q’26 unless otherwise noted.

Array reported total operating revenues from continuing operations of $54.1 million for the second quarter of 2026, versus $28.5 million for the same period one year ago. Net income attributable to Array shareholders and diluted earnings per share from continuing operations were $333.8 million and $3.86, respectively, for the second quarter of 2026 compared to $14.8 million and $0.17, respectively, in the same period one year ago.

Pending transactions

Subsequent to the August 1, 2025 close of the sale of wireless operations, Array reached additional agreements with T-Mobile for the sale of additional spectrum. A significant portion of these closed in May 2026 with approximately $30 million related to 600 MHz and 700 MHz licenses remaining. These additional transactions are expected to close yet in 2026, subject to regulatory approval and customary closing conditions.

DISH Wireless

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. Beginning in the first quarter of 2026, Array no longer recognizes revenue in connection with DISH. In June 2026, DISH Wireless and other DISH entities filed for bankruptcy and Array is monitoring those proceedings.

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.

2026 Estimated Results

Array’s current estimates of full-year 2026 results are shown below. Such estimates represent management’s view as of August 7, 2026 and should not be assumed to be current as of any future date. Array undertakes no duty to update such estimates, whether as a result of new information, future events, or otherwise. There can be no assurance that final results will not differ materially from estimated results.

2026 Estimated Results

Previous Current

(Dollars in millions)

Total operating revenues $200-$215 $205-$215

Adjusted OIBDA1 (Non-GAAP)

$50-$65 $60-$75

Adjusted EBITDA1 (Non-GAAP)

$200-$215 $220-$235

Capital expenditures $25-$35 Unchanged

The following table reconciles EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measures, Net income from continuing operations or Income before income taxes. In providing 2026 estimated results, Array has not completed the below reconciliation to Net income because it does not provide guidance for income taxes. Although potentially significant, Array believes that the impact of income taxes cannot be reasonably predicted; therefore, Array is unable to provide such guidance.

Actual Results

2026 Estimated Results Six Months Ended

June 30, 2026 Year Ended

December 31, 2025

(Dollars in millions)

Net income from continuing operations (GAAP) N/A $517 $172

Add back:

Income tax expense (benefit) N/A 168 (31)

Income before income taxes (GAAP) $775-$790 $686 $141

Add back or deduct:

Interest expense 45 18 28

Depreciation, amortization and accretion 50 27 48

EBITDA (Non-GAAP)1

$870-$885 $731 $218

Add back or deduct:

Expenses related to strategic alternatives review — 8 2

Loss on impairment of licenses — — 48

(Gain) loss on asset disposals, net — 5 2

(Gain) loss on license sales and exchanges, net (585) (566) (6)

Short-term imputed spectrum lease income (65) (58) (69)

Adjusted EBITDA (Non-GAAP)1

$220-$235 $119 $194

Deduct:

Equity in earnings of unconsolidated entities 145 75 174

Interest and dividend income 15 11 19

Adjusted OIBDA (Non-GAAP)1

$60-$75 $33 $1

Numbers may not foot due to rounding.

1EBITDA, Adjusted EBITDA and Adjusted OIBDA are defined as net income from continuing operations adjusted for the items set forth in the reconciliation above. EBITDA, Adjusted EBITDA and Adjusted OIBDA are not measures of financial performance under Generally Accepted Accounting Principles in the United States (GAAP) and should not be considered as alternatives to Net income or Cash flows from operating activities, 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 above are 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 Net income 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 above as they provide 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, amortization and accretion, gains and losses 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.

Conference Call Information

Array will hold a conference call on August 7, 2026 at 9:00 a.m. CT.

▪Access the live call on the Events & Presentations page of investors.arrayinc.com or at

https://events.q4inc.com/attendee/198119429

Before the call, certain financial and statistical information to be discussed during the call will be posted to investors.arrayinc.com. The call will be archived on the Events & Presentations page of investors.arrayinc.com.

About Array

Array Digital Infrastructure, Inc. is a leading owner and operator of shared wireless communications infrastructure in the United States. Array owns 4,456 cell towers in 19 states and enables the deployment of 5G and other wireless technologies throughout the country. As of June 30, 2026, Telephone and Data Systems, Inc. owned approximately 81.9% of Array.

Contacts

John Toomey, Treasurer and Vice President - Corporate Relations

john.toomey@tdsinc.com

Karen Samples, Corporate Finance and Investor Relations Senior Manager

karen.samples@tdsinc.com

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the company's plans, beliefs, estimates, and expectations. These statements are based on current estimates, projections, and assumptions, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: whether any transaction related to the TDS non-binding proposal delivered to the Array Board of Directors to acquire all of the outstanding Array Common Shares not owned by TDS will be accepted, rejected, consummated, or abandoned; whether any such transaction, if accepted or completed, will result in additional value for Array or its shareholders and whether the process could result in adverse impacts on Array’s businesses; the manner in which Array's remaining business is conducted; strategic decisions regarding the tower business; whether the additional spectrum license sales to T-Mobile are consummated; whether Array can monetize its remaining spectrum assets; competition in the tower industry; economic and business risks associated with fixed rate annual escalators on colocation revenue contracts; Array's reliance on a small number of tenants for a substantial portion of its revenue; the ability to attract people of outstanding talent; inability to protect rights to the land under towers; changes in demand, consumer preferences and perceptions, price competition, or cost; advances or changes in technology; impacts of costs, integration issues or other factors associated with acquisitions, divestitures or exchanges of properties; uncertainties in Array's future cash flows and liquidity and access to the capital markets; the ability to make payments on indebtedness or comply with the terms of debt covenants; conditions in the U.S. telecommunications industry; the value of assets and investments, including significant investments in wireless operating entities that Array does not control; pending and future litigation; cyber-attacks or other breaches of network or information technology security; control by TDS; disruption in credit or other financial markets; deterioration of U.S. or global economic conditions; and extreme weather events. Investors are encouraged to consider these and other risks and uncertainties that are more fully described under “Risk Factors” in the most recent filing of Array's Form 10-K as updated by any Form 10-Q filed subsequent to such Form 10-K.

Array Digital Infrastructure, Inc.

Summary Operating Data (Unaudited)

As of or for the Quarter Ended 6/30/2026 3/31/2026 12/31/2025 9/30/2025

Capital expenditures from continuing operations (thousands) $ 3,895 8,645 12,933 7,927

Owned towers 4,456 4,452 4,450 4,449

Number of colocations1

4,362 4,290 4,572 4,517

Tower tenancy rate2

0.98 0.96 1.03 1.02

1Represents instances where a third-party leases space on a company-owned tower. Includes 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 fulfilling its lease commitments.

2Calculated as total number of colocations divided by total number of towers. Includes 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 fulfilling its lease commitments. Normalized to exclude DISH, tenancy ratios would have been 0.95 and 0.94 for December 31, 2025 and September 30, 2025, respectively.

Array Digital Infrastructure, Inc.

Consolidated Statement of Operations Highlights

(Unaudited)

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026

vs. 2025 2026 2025 2026

vs. 2025

(Dollars and shares in thousands, except per share amounts)

Operating revenues

Site rental $ 53,175 $ 27,230 95 % $ 104,199 $ 53,825 94 %

Services 895 1,299 (31) % 1,883 1,688 12 %

Total operating revenues 54,070 28,529 90 % 106,082 55,513 91 %

Operating expenses

Cost of operations (excluding Depreciation, amortization and accretion reported below) 23,497 19,396 21 % 45,106 35,687 26 %

Selling, general and administrative 22,906 19,337 18 % 35,651 48,537 (27) %

Depreciation, amortization and accretion 14,428 11,999 20 % 27,032 23,992 13 %

(Gain) loss on asset disposals, net 3,809 (313) N/M 4,713 (87) N/M

(Gain) loss on license sales and exchanges, net (409,833) (3,700) N/M (566,468) (4,800) N/M

Total operating expenses (345,193) 46,719 N/M (453,966) 103,329 N/M

Operating income (loss) 399,263 (18,190) N/M 560,048 (47,816) N/M

Other income (expense)

Equity in earnings of unconsolidated entities 34,726 41,714 (17) % 75,135 77,641 (3) %

Interest and dividend income 6,431 3,701 74 % 10,653 6,358 68 %

Interest expense (10,860) (3,711) N/M (18,040) (7,378) N/M

Short-term imputed spectrum lease income 23,770 — N/M 57,970 — N/M

Other, net (13) — N/M (26) — N/M

Total other income 54,054 41,704 30 % 125,692 76,621 64 %

Income before income taxes 453,317 23,514 N/M 685,740 28,805 N/M

Income tax expense 115,870 8,415 N/M 168,268 8,222 N/M

Net income from continuing operations 337,447 15,099 N/M 517,472 20,583 N/M

Less: Net income from continuing operations attributable to noncontrolling interests, net of tax 3,677 326 N/M 3,870 1,127 N/M

Net income from continuing operations attributable to Array shareholders 333,770 14,773 N/M 513,602 19,456 N/M

Net income from discontinued operations 25,114 17,098 47 % 23,077 31,300 (26) %

Less: Net income from discontinued operations attributable to noncontrolling interests, net of tax 188 375 (50) % 188 1,013 (81) %

Net income from discontinued operations attributable to Array shareholders 24,926 16,723 49 % 22,889 30,287 (24) %

Net income 362,561 32,197 N/M 540,549 51,883 N/M

Less: Net income attributable to noncontrolling interests, net of tax 3,865 701 N/M 4,058 2,140 90 %

Net income attributable to Array shareholders $ 358,696 $ 31,496 N/M $ 536,491 $ 49,743 N/M

Array Digital Infrastructure, Inc.

Consolidated Statement of Operations Highlights

(Unaudited)

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026

vs. 2025 2026 2025 2026

vs. 2025

(Dollars and shares in thousands, except per share amounts)

Basic weighted average shares outstanding 86,482 85,779 1 % 86,449 85,459 1 %

Basic earnings per share from continuing operations attributable to Array shareholders $ 3.86 $ 0.17 N/M $ 5.94 $ 0.23 N/M

Basic earnings per share from discontinued operations attributable to Array shareholders $ 0.29 $ 0.20 48 % $ 0.27 $ 0.35 (25) %

Basic earnings per share attributable to Array shareholders $ 4.15 $ 0.37 N/M $ 6.21 $ 0.58 N/M

Diluted weighted average shares outstanding 86,510 87,784 (1) % 86,499 87,947 (2) %

Diluted earnings per share from continuing operations attributable to Array shareholders $ 3.86 $ 0.17 N/M $ 5.94 $ 0.22 N/M

Diluted earnings per share from discontinued operations attributable to Array shareholders $ 0.29 $ 0.19 51 % $ 0.26 $ 0.35 (23) %

Diluted earnings per share attributable to Array shareholders $ 4.15 $ 0.36 N/M $ 6.20 $ 0.57 N/M

N/M - Percentage change not meaningful

Array Digital Infrastructure, Inc.

Consolidated Statement of Cash Flows

(Unaudited)

Six Months Ended

June 30,

2026 2025

(Dollars in thousands)

Cash flows from operating activities

Net income $ 540,549 $ 51,883

Net income from discontinued operations 23,077 31,300

Net income from continuing operations 517,472 20,583

Add (deduct) adjustments to reconcile net income to net cash flows from operating activities

Depreciation, amortization and accretion 27,032 23,992

Bad debts expense 196 415

Stock-based compensation expense 540 1,694

Deferred income taxes, net (203,326) (1,050)

Equity in earnings of unconsolidated entities (75,135) (77,641)

Distributions from unconsolidated entities 66,553 87,938

(Gain) loss on asset disposals, net 4,713 (87)

(Gain) loss on license sales and exchanges, net (566,468) (4,800)

Other operating activities 225 67

Changes in assets and liabilities from operations

Accounts receivable 4,367 (10,279)

Accounts payable (3,431) (2,254)

Customer deposits and deferred revenues (56,735) 194

Accrued taxes 288,663 (11,980)

Accrued interest (390) (8)

Other assets and liabilities (17,473) (26,864)

Net cash used in operating activities - continuing operations (13,197) (80)

Net cash provided by (used in) operating activities - discontinued operations (5,791) 484,669

Net cash provided by (used in) operating activities (18,988) 484,589

Cash flows from investing activities

Cash paid for additions to property, plant and equipment (19,629) (11,463)

Cash paid for licenses — (4,145)

Cash received from divestitures 2,185,801 —

Other investing activities — 1,301

Net cash provided by (used in) investing activities - continuing operations 2,166,172 (14,307)

Net cash used in investing activities - discontinued operations — (135,561)

Net cash provided by (used in) investing activities 2,166,172 (149,868)

Cash flows from financing activities

Repayment of long-term debt — (12,000)

Tax withholdings, net of cash receipts, for stock-based compensation awards (2,068) (35,250)

Repurchase of Common Shares — (21,360)

Dividends paid to Array shareholders (1,836,737) —

Payment of debt issuance costs — (1,676)

Distributions to noncontrolling interests (4,750) (2,391)

Payments to acquire additional interest in subsidiaries (593) —

Other financing activities — (589)

Net cash used in financing activities - continuing operations (1,844,148) (73,266)

Net cash used in financing activities - discontinued operations — (19,703)

Net cash used in financing activities (1,844,148) (92,969)

Net increase in cash, cash equivalents and restricted cash 303,036 241,752

Cash, cash equivalents and restricted cash

Beginning of period 113,400 159,142

End of period $ 416,436 $ 400,894

Array Digital Infrastructure, Inc.

Consolidated Balance Sheet Highlights

(Unaudited)

ASSETS

June 30, 2026 December 31, 2025

(Dollars in thousands)

Current assets

Cash and cash equivalents $ 416,436 $ 113,400

Accounts receivable, net 17,831 21,656

Prepaid expenses 2,045 3,216

Other current assets 2,434 6,515

Total current assets 438,746 144,787

Non-current assets held for sale 47,390 1,591,675

Licenses 1,594,649 1,642,187

Investments in unconsolidated entities 421,607 412,608

Property, plant and equipment, net 374,700 388,999

Operating lease right-of-use assets 467,590 472,995

Other assets and deferred charges 26,677 24,837

Total assets $ 3,371,359 $ 4,678,088

Array Digital Infrastructure, Inc.

Consolidated Balance Sheet Highlights

(Unaudited)

LIABILITIES AND EQUITY

June 30, 2026 December 31, 2025

(Dollars in thousands, except per share amounts)

Current liabilities

Current portion of long-term debt $ 8,125 $ 4,063

Accounts payable 41,041 38,395

Customer deposits and deferred revenues 27,515 85,945

Accrued taxes 317,407 16,884

Accrued compensation 1,070 4,322

Short-term operating lease liabilities 16,767 15,294

Current liabilities of discontinued operations 24,856 20,242

Other current liabilities 24,875 14,843

Total current liabilities 461,656 199,988

Deferred liabilities and credits

Deferred income tax liability, net 169,509 387,030

Long-term operating lease liabilities 505,936 509,876

Other deferred liabilities and credits 295,715 336,379

Long-term debt, net 666,757 670,258

Total equity 1,271,786 2,574,557

Total liabilities and equity $ 3,371,359 $ 4,678,088

Array Digital Infrastructure, Inc.

EBITDA, Adjusted EBITDA, Adjusted OIBDA and AFCF Reconciliations

(Unaudited)

EBITDA, Adjusted EBITDA and Adjusted OIBDA

The following table reconciles EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measure, Net income from continuing operations and Income before income taxes.

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026 2025

(Dollars in thousands)

Net income from continuing operations (GAAP) $ 337,447 $ 15,099 $ 517,472 $ 20,583

Add back:

Income tax expense 115,870 8,415 168,268 8,222

Income before income taxes (GAAP) 453,317 23,514 685,740 28,805

Add back:

Interest expense 10,860 3,711 18,040 7,378

Depreciation, amortization and accretion 14,428 11,999 27,032 23,992

EBITDA (Non-GAAP) 478,605 39,224 730,812 60,175

Add back or deduct:

Expenses related to strategic alternatives review 7,391 715 7,578 1,860

(Gain) loss on asset disposals, net 3,809 (313) 4,713 (87)

(Gain) loss on license sales and exchanges, net (409,833) (3,700) (566,468) (4,800)

Short-term imputed spectrum lease income (23,770) — (57,970) —

Adjusted EBITDA (Non-GAAP) 56,202 35,926 118,665 57,148

Deduct:

Equity in earnings of unconsolidated entities 34,726 41,714 75,135 77,641

Interest and dividend income 6,431 3,701 10,653 6,358

Other, net (13) — (26) —

Adjusted OIBDA (Non-GAAP) $ 15,058 $ (9,489) $ 32,903 $ (26,851)

Adjusted Free Cash Flow (AFCF)

AFCF is a non-GAAP measure defined as Net income from continuing operations adjusted for the items set forth in the reconciliation below. AFCF is not a measure of financial performance under GAAP and should not be considered as an alternative to Net income from continuing operations or as an indicator of cash flows.

Management believes AFCF is a useful measure of Array’s cash generated from operations and its noncontrolling investment interests. The following table reconciles AFCF to the corresponding GAAP measure, Net income from continuing operations. This measure is presented following the sale of Array's wireless operations to T-Mobile on August 1, 2025, at which time the primary business operations for Array changed from providing wireless communications services to a standalone tower company.

Six Months Ended June 30, 2026

(Dollars in thousands)

Net income from continuing operations (GAAP) $ 517,472

Add back or deduct:

Income tax expense 168,268

Cash paid for income taxes (78,623)

Stock-based compensation expense 540

Short-term imputed spectrum lease income (57,970)

Amortization of deferred debt charges 655

Equity in earnings of unconsolidated entities (75,135)

Distributions from unconsolidated entities 66,553

(Gain) loss on license sales and exchanges, net (566,468)

(Gain) loss on asset disposals, net 4,713

Depreciation, amortization and accretion 27,032

Expenses related to strategic alternatives review 7,578

Straight line and other non-cash revenue adjustments (8,310)

Straight line expense adjustment 2,811

Maintenance and other capital expenditures (2,511)

Adjusted Free Cash Flow from continuing operations (Non-GAAP) $ 6,605

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v3.26.1

Document and Entity Document

Aug. 07, 2026

Entity Central Index Key

0000821130

Document Type

8-K

Document Period End Date

Aug. 07, 2026

Entity Registrant Name

ARRAY DIGITAL INFRASTRUCTURE, INC.

Entity Incorporation, State or Country Code

Entity File Number

001-09712

Entity Tax Identification Number

62-1147325

Entity Address, Address Line One

500 West Madison Street, Suite 810

Entity Address, City or Town

Chicago

Entity Address, State or Province

Entity Address, Postal Zip Code

60661

City Area Code

(866)

Local Phone Number

573-4544

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Amendment Flag

false

Common Shares

Title of 12(b) Security

Common Shares, $1 par value

Trading Symbol

USM

Security Exchange Name

NYSE

6.25% 2069 Senior Notes

Title of 12(b) Security

6.25% Senior Notes due 2069

Trading Symbol

UZD

Security Exchange Name

NYSE

5.5% 2070 Senior Notes

Title of 12(b) Security

5.50% Senior Notes due 2070

Trading Symbol

UZE

Security Exchange Name

NYSE

5.5% 2070 Senior Notes

Title of 12(b) Security

5.50% Senior Notes due 2070

Trading Symbol

UZF

Security Exchange Name

NYSE

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Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

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Area code of city

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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Address Line 1 such as Attn, Building Name, Street Name

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Indicate if registrant meets the emerging growth company criteria.

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Local phone number for entity.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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- Definition

Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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- Definition

Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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