Form 8-K

8-K — ATN International, Inc.

Accession: 0001104659-26-040454

Filed: 2026-04-07

Period: 2026-04-01

CIK: 0000879585

SIC: 4813 (TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE))

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2611258d1_8k.htm (Primary)

EX-10.1 — EXHIBIT 10.1 (tm2611258d1_10-1.htm)

EX-10.2 — EXHIBIT 10.2 (tm2611258d1_10-2.htm)

EX-10.3 — EXHIBIT 10.3 (tm2611258d1_10-3.htm)

EX-99.1 — EXHIBIT 99.1 (tm2611258d1_99-1.htm)

GRAPHIC (tm2611258d1_ex10-1img001.jpg)

GRAPHIC (tm2611258d1_ex99-1img001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: tm2611258d1_8k.htm · Sequence: 1

false

0000879585

2026-04-01

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

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):

April

1, 2026

ATN INTERNATIONAL, INC.

(Exact name of registrant as specified in

its charter)

Delaware

001-12593

47-0728886

(State or other

(Commission File Number)

(IRS Employer

jurisdiction of incorporation)

Identification No.)

500 Cummings Center

Beverly, MA 01915

(Address of principal executive offices

and zip code)

(978) 619-1300

(Registrant’s telephone number, including

area code)

N/A

(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 (see General

Instruction A.2. below):

¨ 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))

Title of Each Class

Trading Symbol(s)

Name of each exchange on which

registered

Common Stock, par value $.01 per share

ATNI

The Nasdaq Stock Market LLC

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. o

Item 5.02         Departure

of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 7, 2026, the Board of Directors (the “Board”)

of ATN International, Inc. (the “Company”) announced that Naji N. Khoury has been appointed (the “Appointment”)

President and Chief Executive Officer (“CEO”) to be effective as of April 20, 2026 (the “Effective Date”).

Mr. Khoury, 59, previously served as the CEO of Liberty Communications

Puerto Rico from 2012 to 2024 and as a member of the Executive Leadership Team of Liberty Latin America Ltd. (“Liberty”) from

2018 to 2024. Mr. Khoury joined Liberty in 2010 as the Managing Director of Liberty Cable Puerto Rico. Prior to Liberty, Mr. Khoury spent

a decade holding several leadership positions at Centennial Communications, most recently serving as its Senior Vice President of Marketing,

Business Development and Customer Service. Mr. Khoury earned a Master’s degree in engineering from The Johns Hopkins University

and a Bachelor of Science degree in electrical engineering from Syracuse University.

There are no arrangements or understandings between Mr. Khoury and

any other person pursuant to which Mr. Khoury was appointed principal executive officer. Mr. Khoury does not have any direct or indirect

material interests in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K, nor does he have any family

relationships with any of the Company’s directors or executive officers.

In connection with the Appointment, the Board approved Mr. Khoury’s

compensation, as set forth in that certain Offer of Employment Letter, dated as of April 1, 2026 (the “Offer Letter”). Beginning

on the Effective Date, Mr. Khoury will receive an annual base salary of $600,000 for his services as President and CEO and will be eligible

to receive an annual cash performance bonus of up to 150% of his base salary (pro-rated for calendar year 2026), with the actual amount

of such bonus to be determined by the Board based upon, among other things, achievement of the corporate and individual performance objectives

approved by the Compensation Committee of the Board (the “Compensation Committee”). Notwithstanding the foregoing, pursuant

to the Offer Letter, Mr. Khoury’s 2026 annual cash performance bonus will not be less than 60% nor more than 100% of his pro-rated

target bonus and is subject to his continued employment through the payout date.

The Offer Letter also provides that Mr. Khoury will be eligible to

receive annual equity awards. For 2026, he will receive an equity award (the “2026 Equity Award”) with a grant date fair value

of $2,000,000, based upon the average closing price of the Company’s common stock for the 20 trading days prior to and including

the Friday before grant approval. The 2026 Equity Award will consist of 50% time-based restricted stock units (“RSUs”) and

50% performance-based performance stock units (“PSUs”), with the RSUs vesting in equal annual installments on each of the

first, second, third, and fourth anniversaries of the grant date and the PSUs vesting based upon the Company’s total shareholder

return relative to the Russell 2000 measured over a three-year performance period .

Pursuant to the Offer Letter, Mr. Khoury will also be eligible to receive

an aggregate of $135,000 (the “Relocation Payment”) to cover certain relocation and temporary housing expenses. The Relocation

Payment will be paid in three installments, provided that Mr. Khoury remains employed by the Company on the applicable payment date, and

is subject to recoupment under certain circumstances as set forth in the Offer Letter.

Mr. Khoury will also be eligible to participate in all benefit plans

of the Company that are generally available to the Company’s senior executives, and will be subject to the Company’s Executive

Compensation Recoupment Policy.

The Company and Mr. Khoury also entered into the Company’s standard

form of Restrictive Covenants Agreement, which includes customary confidentiality, non-solicitation, and non-competition restrictive covenants

in favor of the Company (the “Restrictive Covenants Agreement”). It is anticipated that the Company and Mr. Khoury also will

enter into an Executive Severance Agreement on the Company’s standard terms (the “Severance Agreement”). In accordance

with Instruction 2 to Item 5.02 of Form 8-K, the Company intends to file an amendment to this Current Report on Form 8-K if and when the

Severance Agreement is finalized and executed.

Brad Martin, the Company’s current CEO, ceased to serve as the

Company’s principal executive officer and as a member of the Board, effective as of April 6, 2026. The Board intends to nominate

Mr. Khoury as a director, effective upon election by stockholders at its upcoming Annual General meeting on June 16, 2026. On April 6,

2026, the Company and Mr. Martin entered into that certain Consulting Services Agreement (the “Consulting Agreement”), pursuant

to which Mr. Martin has agreed to provide certain support services in connection with the leadership transition during the period beginning

April 7, 2026 and ending May 31, 2026. In consideration of such services, the Company will pay Mr. Martin $25,000 in two equal installments

on April 30, 2026 and May 31, 2026. For the avoidance of doubt, the payments pursuant to the Consulting Agreement are in addition to,

and not in lieu of, any benefits that Mr. Martin may be entitled to pursuant to that certain Executive Severance Agreement, by and between

the Company and Mr. Martin, effective January 1, 2024, subject to his timely execution and non-revocation of a release and waiver of claims

in favor of the Company. The Company thanks Mr. Martin for his many years of service.

The foregoing summaries of the Offer Letter, the Restrictive Covenants

Agreement, and the Consulting Agreement do not purport to be complete and are qualified in their entireties by reference to the full texts

of the Offer Letter, the Restrictive Covenants Agreement, and the Consulting Agreement, copies of which are filed as Exhibits 10.1, 10.2,

and 10.3 hereto, respectively, and are incorporated herein by reference.

Item 7.01         Regulation FD Disclosure.

On April 7, 2026, the Company issued a press release regarding the

Appointment. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

Exhibit 99.1 is furnished and shall not be deemed to be “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to

the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities

Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01         Financial Statements and Exhibits

(d) Exhibits.

10.1

Offer of Employment Letter, by and between the Company and Mr. Khoury, dated as of April 1, 2026.

10.2

Restrictive Covenants Agreement, by and between the Company and Mr. Khoury, dated as of April 1, 2026.

10.3

Consulting Services Agreement, by and between the Company and Mr. Martin, dated as of April 6, 2026.

99.1

Press Release, dated April 7, 2026.

104

Cover page formatted in Inline XBRL.

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.

ATN INTERNATIONAL, INC.

By:

/s/ Carlos Doglioli

Carlos Doglioli

Chief Financial Officer

Dated: April 7, 2026

EX-10.1 — EXHIBIT 10.1

EX-10.1

Filename: tm2611258d1_10-1.htm · Sequence: 2

Exhibit

10.1

April 1,

2026

Via

Naji

N. Khoury

najikh@gmail.com

RE:

Offer of Employment

Dear

Naji,

are delighted to offer you a position with ATN International, Inc. (“ATN” or “Company”). This letter confirms

our offer and includes details on both the financial arrangements and the Company’s benefit programs.

Our

vision at ATN looks to a future where all people and communities, regardless of geographic or economic circumstance, will have access

to the resources and connections of the global data ecosystem. The vision and mission of ATN are important to both the employees and

the Board of Directors, and help drive a culture focused on delivering for customers. The Board of Directors believes we can deliver

on this promise while at the same time delivering attractive returns to our stockholders and accessing capital markets as we look to

grow. In the Board’s discussions with you, we are convinced that you are the right person to lead ATN through the next phase of

its development.

Your

Title, Compensation & Benefits

have agreed that your start date will be April 20, 2026, and that you will report exclusively to the ATN Board of Directors (the

“Board”) as President and Chief Executive Officer (“CEO”) and will have duties and responsibilities commensurate

with such position. We will nominate you to serve as a member of the Board as long as you serve as the CEO of the Company.

Your

annualized base salary will be $600,000, or $23,076.92 paid bi-weekly. This salary will be subject to adjustment pursuant to the Company’s

employee compensation policies and reduced for applicable taxes and deductions.

You

will be eligible to earn an annual cash performance bonus, targeted at 150% of your base salary (pro-rated for calendar year 2026), pursuant

to the Company’s annual bonus program for senior level executives, including its Compensation Recoupment Policy. The amount of any bonus

earned will be based on the terms of the annual bonus program, including the corporate and individual performance objectives approved

by the Compensation Committee (“Compensation Committee”) of the Board. The determination of whether you have achieved such

objectives, and the amount of any bonus payment will be at the sole discretion of the Board; provided that, we agree that your 2026 annual

cash performance bonus will not be less than 60% or more than 100% of your target bonus, in either case pro-rated for the portion of

the 2026 calendar year you are employed with ATN. Any bonus is not earned until the time of payment, and you must be an employee of the

Company in good standing at the time any bonus is paid (including the 2026 annual cash performance bonus) to be eligible to receive it.

You

also will be eligible for annual ATN equity grants as and when considered for other executives, which have typically been determined

and granted towards the end of the first quarter of each calendar year. For 2026, the Compensation Committee will approve the issuance

of an equity grant to you on or shortly after your employment start date with a grant date value of no less than $2,000,000, which is

determined based on the average closing price of the Company’s common stock for the twenty trading days prior to and including the Friday

before the grant approval. Half of this grant will consist of time-based Restricted Stock Units (RSUs) and half of performance-based

Performance Stock Units (PSUs). The time-based RSUs will vest in equal annual installments on each of the first, second, third, and fourth

anniversaries of the grant date and are payable in shares of ATN Common Stock. The PSUs vest over a three-year performance period, based

on applicable performance objectives determined by the Compensation Committee, currently anticipated to be ATN’s TSR compared to

the TSR for the Russell 2000, and are payable in shares of ATN Common Stock. In each case, any grant you may receive will be subject

to the terms and conditions of our equity plan, the forms of equity award approved by the Compensation Committee, and the Company’s Compensation

Recoupment policy (a copy of which is attached to this letter).

You

will be eligible for ATN’s standard executive severance benefits after your start date, on substantially the same terms and conditions

as applicable to other senior executives (the “Executive Severance Agreement”). Notwithstanding any term to the contrary

in the Executive Severance Agreement (or otherwise), Good Reason shall also include a requirement that you report to a person other than

the Board. We will provide you with the Executive Severance Agreement under separate cover.

view of your plan to reside primarily in the Beverly or Boston area while serving in this role, you will be eligible to receive an aggregate

amount of $135,000 (the “Relocation Payment”) to cover certain of your relocation and temporary housing expenses incurred in

connection with your commencement of employment with ATN. The Relocation Payment will be paid in three installments, and, in order to

receive any installment, you must be employed by the Company on the applicable payment date. The first installment will be equal to $65,000

and will be paid to you as soon as practicable following your start date; the second installment will be equal to $35,000 and will be

paid to you as soon as practicable following your completion of two months of employment, and the third installment will be equal to

$35,000 and will be paid to you as soon as practicable following your completion of three months of employment. Each installment of the

Relocation Payment will be reduced by applicable taxes and deductions. If your employment is terminated by ATN for Cause or if you resign

other than for Good Reason prior to the first anniversary of your start date, you shall be required to repay the Relocation Payment in

accordance with the following: if your employment terminates within six months following your start date, you shall repay all installments

of the Relocation Payment previously paid to you and if your employment terminates at least six months following your start date but

prior to the first anniversary of your start date, you shall be required to repay half of the Relocation Payment. Any repayment shall

occur within 30 days following your termination date. For purposes of the Relocation Payment, “Cause” and “Good Reason”

will have the meaning set forth in your Executive Severance Agreement.

ATN

is proud of the benefits we offer to our employees. In designing the program, we believe we have created a flexible mix of benefits intended

to meet your needs and those of your family. You will be eligible to participate in the Company’s medical, dental, life and disability

insurance plans the first of the month following your date of hire. Additionally, you will be eligible to participate in our 401(k) plan

the 1st of the month following 30 days of employment. At such time as you become eligible for these benefits, you will receive enrollment

information. You will accrue Earned Time Off (ETO) at the rate of 7.69 hours per bi-weekly pay period (200 hours annualized). Details

of all the benefit plans, enrollment and employee contributions will be sent separately. The Company reserves the right to modify, suspend

or discontinue any benefit at any time, without advance notice, and in its sole discretion.

Contingencies

This

offer of employment is contingent upon your providing satisfactory documentation to ATN concerning your employment eligibility as required

by Congress under applicable immigration laws. This documentation must be received by the Company within three (3) business days

of your start date. ATN has completed a satisfactory investigation of your background by the time of your execution of this offer letter.

You agree to release ATN, its employees and agents and any individuals who may provide the Company with information regarding your background

and references from any liability in connection with this investigation.

electronic copy of the current Employee Handbook will be provided to you after your start date and will require you to sign and return

a form acknowledging you have read and understood the Company’s policies and have been provided the opportunity to address any questions

or concerns you may have. During your employment with the Company, you will be required to follow all the Company’s internal policies

and to always conduct your business activities in accordance with the highest legal, ethical, and professional standards.

This

offer of employment is also contingent upon your signing the Restrictive Covenants Agreement attached as Exhibit A, which includes

provisions designed to protect the Company’s confidential and proprietary information and trade secrets, including non-solicitation and

non-competition restrictions.

At-Will

Employment Relationship

you accept this offer, you will be an employee-at-will, which means that either you or the Company are free to terminate the employment

relationship at any time with or without cause. The Company is not bound to follow any policy, procedure, or process in connection with

employee discipline, employment termination or otherwise. Should you or the Company terminate your employment for any reason at any time

during the calendar year, you will be entitled to receive only the pro rata portion of your base salary through the date of your termination,

along with any other compensation or vested benefits to which you are entitled by law or under the terms of the Company’s compensation

and benefit plans that are then in effect.

Statement

Regarding Obligations to Former Employers and Other Third Parties

a further condition of your employment with the Company, you hereby represent that you are not presently under, and will not become subject

to, any obligation to any person or entity that is inconsistent or in conflict with your employment with the Company or which would prevent,

limit, or impair in any way your performance of your duties to the Company. Specifically, you represent that you have not brought with

you any confidential or proprietary information of any former employer or other third party, and you are not subject to any agreement

with or obligation to a former employer or other third party that would prohibit your employment by the Company or otherwise limit or

impair in any way your performance of your duties to the Company.

Interpretation,

Amendment and Enforcement

This

offer letter, together with the policies and any exhibit referenced herein, contains our entire understanding regarding the terms and

conditions of your employment and supersedes any prior statements regarding your employment made to you at any time by any representative

of the Company. Your signature acknowledges your understanding that your employment with the Company is at-will, as described above,

and that neither this letter nor anything referenced herein, nor any Company practice, other oral or written policies or statements of

the Company or its agents, shall create an employment contract, guarantee a definite term of employment, or otherwise modify in any way

the agreement and understanding that employment with the Company is at-will. No representative of the Company, except for the General

Counsel and/or Head of Human Resources, has any authority to enter into any agreement contrary to the foregoing. By accepting this offer

of employment, you agree to all terms outlined in this letter, and you also certify that you are not under any legal or contractual obligation

that would prevent or restrict you from fully performing any of your responsibilities at ATN.

Additional

Provisions

The

Company will provide you with an indemnification agreement consistent with the terms provided to other directors and officers of the

Company.

If the foregoing offer is acceptable to you, please accept by signing this letter agreement no later than April 1, 2026.

If we do not hear from you by then, this offer will become null and void. We discussed a start date of Monday, April 20, 2026 (“Start

Date”), and we should discuss the details around that, including public and internal communications prior to that time.

Along

with my fellow members of ATN’s Board of Directors, I look forward to working with you and I am excited to have you lead ATN

towards a bright future.

Sincerely,

/s/ Michael T.

Prior

Michael T. Prior

Executive Chairman

SIGNING THIS OFFER LETTER AGREEMENT, I ACKNOWLEDGE THAT I HAVE READ IT, I UNDERSTAND IT, AND I AGREE TO COMPLY WITH

ITS TERMS. I UNDERSTAND THAT I SHALL BE EMPLOYED AT-WILL AND THAT THE COMPANY OR I MAY TERMINATE MY EMPLOYMENT AT ANY TIME AND FOR

ANY LAWFUL REASON OR NO REASON.

/s/ Naji

N. Khoury

Naji N. Khoury

EX-10.2 — EXHIBIT 10.2

EX-10.2

Filename: tm2611258d1_10-2.htm · Sequence: 3

Exhibit

10.2

Restrictive

Covenants Agreement

This

Restrictive Covenants Agreement (the “Agreement”), dated as of April 1, 2026 and effective as of April 20, 2026 (the “Effective

Date”), is made and entered by and between ATN International, Inc., a Delaware corporation (“ATN” or the “Company”),

and Naji N. Khoury (the “Employee”). In consideration and as a condition of Employee’s employment by ATN, and the compensation

now and hereafter paid to Employee, in addition to the other consideration specified herein, Employee hereby agrees to the terms of this

Agreement as follows:

Confidentiality. The Employee hereby covenants and agrees that at all times while employed by the Company and thereafter, he or

she will not disclose to any person not employed by the Company, or use for any purpose other than in furtherance of his or her duties

to the Company, any Confidential Information (as defined below) of the Company.

(a) For

purposes of this Agreement, the term “Confidential Information” will include

all information of any nature and in any form that is owned by the Company and that is not

publicly available (other than by the Employee’s breach of this Agreement) or generally

known to persons engaged in businesses similar or related to those of the Company. Confidential

Information includes, without limitation, information regarding the Company’s financial

matters, customers, employees, industry contracts, strategic business plans, product development

(or other proprietary product data), marketing plans, consulting solutions and processes,

and all other secrets and all other information of a confidential and proprietary nature.

For purposes of the preceding two sentences, the term “Company” also includes

any subsidiary of the Company. The Employee understands and acknowledges that the above list

is not exhaustive, and that Confidential Information also includes other information that

is marked or otherwise identified as confidential, or that would otherwise appear to a reasonable

person to be confidential in the context and circumstances in which the information is known

or used. The Employee understands and agrees that any Confidential Information developed

by the Employee in the course of his or her employment by the Company shall be subject to

the terms and conditions of this Agreement as if the Company furnished the same Confidential

Information to the Employee in the first instance. The foregoing obligations imposed by this

Section 1 will not apply (i) in the course of the business of and for the benefit of the

Company as required in the performance of any of the Employee’s duties to the Company

(with the prior consent of an authorized officer acting on behalf of the Company in each

instance), (ii) if such Confidential Information has become, through no fault of the Employee,

generally known to the public, or (iii) if the Employee is required by law to make disclosure

(after giving the Company notice and an opportunity to contest such requirement).

(b) Nothing

in this Agreement is intended to nor shall it limit or prohibit the Employee, or waive any

right on his or her part, to initiate or engage in communication with, respond to any inquiry

from, or otherwise provide information to, any federal or state regulatory, self-regulatory,

or enforcement agency or authority regarding possible violations of federal or state law

or regulation including under the whistleblower provisions of federal or state law or regulation.

The Employee is advised that federal law provides that an individual shall not be held criminally

or civilly liable under any federal or state trade secret law for the disclosure of a trade

secret under either of the following conditions (i) where the disclosure is made (A) in confidence

to a federal, state, or local government official, either directly or indirectly, or to an

attorney; and (B) solely for the purpose of reporting or investigating a suspected violation

of law, or (ii) where the disclosure is made in a complaint or other document filed in a

lawsuit or other proceeding, if such filing is made under seal. Federal law also provides

that an individual who files a lawsuit for retaliation by an employer for reporting a suspected

violation of law may disclose the trade secret to the attorney of the individual and use

the trade secret information in the court proceeding, if the individual files any document

containing the trade secret under seal and does not disclose the trade secret, except pursuant

to court order.

Duty of Loyalty.  During the term of the Employee’s employment by the Company, Employee will comply with all policies and

rules that may from time to time be established by the Company, and will not engage directly or indirectly in any business

or enterprise or activity that (a) is in any way competitive or conflicting with the interests or business of the

Company; (b) occupies the Employee’s attention so as to interfere with the proper and efficient performance of the Employee’s

duties for the Company; or (c) interferes with the independent exercise of the Employee’s judgment in the Company’s best

interests. The Employee will comply with the Company’s policies regarding disclosure and approval of work outside of the Company,

as those policies are amended and in effect from time to time. In addition, in consideration of the Employee’s employment by the

Company, the Employee recognizes that the Employee owes a duty of loyalty to the Company and agrees that the Employee will not take personal

advantage (whether directly or indirectly through family members or affiliates) of any business opportunity which is in the same or similar

line of business as that engaged in by the Company. The Employee understands and agrees that the Employee is required to devote the Employee’s

full time and use the Employee’s best efforts in the course of the Employee’s employment with the Company and to act at all

times in the best interests of the Company.

Covenants Not to Compete and Not to Solicit.

(a) Covenant

Not to Compete.   To protect the Company’s legitimate business interests as described

herein, including its Confidential Information and goodwill, during the term of the Employee’s

employment with the Company and for the twelve (12) months thereafter, the Employee agrees

and covenants not to engage in any activities or services in the United States and the Caribbean

that (i) are similar to the activities and services the Employee performed or managed for

the Company at any time during the last two years of employment with the Company, or (ii)

may reasonably require the Employee to use or disclose Confidential Information of the Company.

The Employee acknowledges that the geographic scope of this restriction is reasonable and

necessary given the geographic scope of the Employee’s work for the Company. In the

event that the Employee breaches his or her fiduciary duty to the Company or unlawfully takes

property belonging to the Company, the duration of the restrictions in this Section 3(a)

shall be extended to two (2) years from the date of cessation of employment. The Employee

and the Company agree that the equity grant the Company is issuing the Employee on or shortly

after his employment start date, in addition to the Relocation Payment he is eligible to

receive, constitute mutually-agreed upon consideration for the Employee’s post-employment

covenant in this Section 3(a).

(b) Non-solicitation

of Employees.   The Employee understands and acknowledges that the Company has expended

and continues to expend significant time and expense in recruiting and training its employees

and that the loss of employees would cause significant and irreparable harm to the Company.

The Employee agrees and covenants not to directly or indirectly solicit, hire, recruit, attempt

to hire or recruit, or induce the termination of employment of any employee of the Company

during the term of the Employee’s employment with the Company and for the twelve (12)

months thereafter.

of Customers.   The Employee understands and acknowledges that the Company

has expended and continues to expend significant time and expense in developing customer

relationships, customer information and goodwill, and that because of the Employee’s

experience with and relationship to the Company, the Employee has had access to and learned

about much or all of the Company ’s customer information. For purposes of this clause,

“customer information” includes, but is not limited to, names, phone numbers,

addresses, e-mail addresses, order history, order preferences, chain of command, pricing

information and other information identifying facts and circumstances specific to the customer.

The Employee understands and acknowledges that loss of customer relationships, customer information

and/or goodwill will cause significant and irreparable harm to the Company.

The

Employee agrees and covenants, during the term of the Employee’s employment with the

Company and for the twelve (12) months thereafter, not to directly or indirectly solicit,

transact business with, or contact (including but not limited to by e-mail, regular mail,

express mail, telephone, or instant message) or attempt to contact the Company’s current,

former or prospective customers for purposes of offering or accepting goods or services similar

to or competitive with those offered by the Company.

(d) Interpretation.    The covenants contained in this Section 3 are intended to

be construed as a series of separate covenants. If, in any judicial proceeding, the court

shall refuse to enforce any of the separate covenants (or any part thereof), then such unenforceable

covenant (or such part) shall be deemed to be eliminated from this Agreement for the purpose

of those proceedings to the extent necessary to permit the remaining separate covenants (or

portions thereof) to be enforced.

(e) Reasonableness.

The Employee hereby acknowledges and agrees that the foregoing restrictions in Section 3

are reasonable, proper and necessitated by the legitimate business interests of the Company

and will not prevent the Employee from earning a living or pursuing the Employee’s

career. In the event that the provisions of this Section 3 shall ever be deemed to exceed

the time, scope or geographic limitations permitted by applicable laws, then such provisions

shall be reformed to the maximum time, scope or geographic limitations, as the case may be,

permitted by applicable laws.

Remedies.   In the event of a breach or threatened breach by the Employee of any of the provisions of this Agreement, the Employee

hereby consents and agrees that the Company shall be entitled, in addition to other available remedies, to a temporary or permanent injunction

or other equitable relief against such breach or threatened breach from any court of competent jurisdiction, without the necessity of

showing any actual damages or that money damages would not afford an adequate remedy, and without the necessity of posting any bond or

other security. The aforementioned equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages or other

available forms of relief.

Miscellaneous.

(a) This

Agreement is binding upon and inures to the benefit of the Company and any successor to the

Company, including without limitation any persons acquiring directly or indirectly all or

substantially all of the business or assets of the Company whether by purchase, merger, consolidation,

reorganization or otherwise (and such successor will thereafter be deemed the “Company”

for the purposes of this Agreement).

(b) The

validity, interpretation, construction and performance of this Agreement will be governed

by and construed in accordance with the substantive laws of the Commonwealth of Massachusetts,

without giving effect to the principles of conflict of laws. The parties hereby expressly

consent to the personal jurisdiction of the Business Litigation Session of the Suffolk County

Superior Court of the Commonwealth of Massachusetts for any lawsuit arising from or related

to this Agreement.

any provision of this Agreement or the application of any provision hereof to any person

or circumstances is held by a court of competent jurisdiction to be invalid, unenforceable

or otherwise illegal, the remainder of this Agreement and the application of such provision

to any other person or circumstances will not be affected, and the provision so held to be

invalid, unenforceable or otherwise illegal will be reformed to the extent (and only to the

extent) necessary to make it enforceable, valid or legal.

(d) No

provision of this Agreement may be modified, waived or discharged unless such waiver, modification

or discharge is agreed to in writing signed by the Employee and the Company. No waiver by

either party hereto at any time of any breach by the other party hereto or compliance with

any condition or provision of this Agreement to be performed by such other party will be

deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior

or subsequent time.

(e) This

Agreement may be executed in one or more counterparts, each of which will be deemed to be

an original but all of which together will constitute one and the same agreement.

Acknowledgments.   THE EMPLOYEE ACKNOWLEDGES

AND AGREES THAT THE EMPLOYEE HAS FULLY READ, UNDERSTANDS AND VOLUNTARILY ENTERS INTO THIS AGREEMENT. THE EMPLOYEE ACKNOWLEDGES AND AGREES

THAT HE/SHE HAS A RIGHT TO CONSULT WITH AN ATTORNEY OF HIS OR HER CHOICE BEFORE SIGNING THIS AGREEMENT AND THAT HE/SHE HAS HAD AN OPPORTUNITY

TO ASK QUESTIONS AND CONSULT WITH AN ATTORNEY OF HIS OR HER CHOICE BEFORE SIGNING THIS AGREEMENT. THE EMPLOYEE RECEIVED THIS AGREEMENT

ON THE EARLIER OF THE DATE THE EMPLOYEE RECEIVED A FORMAL OFFER OF EMPLOYMENT FROM THE COMPANY AND TEN BUSINESS DAYS BEFORE THE COMMENCEMENT

OF EMPLOYMENT.

WITNESS WHEREOF, the parties have caused this Agreement to be duly executed and delivered as of the date first above written.

ATN

INTERNATIONAL, INC.

By:

/s/

Michael T. Prior

Michael

T. Prior

Chairman

of the Board

ATN

International, Inc.

Employee:

/s/

Naji N. Khoury

Naji

N. Khoury

EX-10.3 — EXHIBIT 10.3

EX-10.3

Filename: tm2611258d1_10-3.htm · Sequence: 4

Exhibit 10.3

CERTAIN CONFIDENTIAL

PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED

FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED.

Consulting Services Agreement

This Consulting

Services Agreement (this “Agreement”) effective as of April 6, 2026 (the “Effective Date”)

is made by and between ATN International Inc. having its registered office at 500 Cummings Center, Suite 2450, Beverly, MA 01915

(the “Company”) and Brad W. Martin, (“Consultant”).

The Company and Consultant agree as follows:

1.             Engagement:

The

Company hereby engages Consultant, and Consultant hereby agrees to perform the services as mutually agreed upon by the parties (the “Services”).

The Services shall include, but are not limited to, the following projects for the Company:

a) The services and deliverables as further described on Schedule

A attached hereto; and

b) Any other matters as the Company shall expressly request from time

to time.

2.             Performance

Consultant represents and

warrants that it has the experience and ability to perform the Services and that he shall perform the Services in a professional, competent

and efficient manner in accordance with the terms and conditions set forth in this Agreement. Consultant shall comply with all applicable

laws, regulations and other requirements of any applicable governmental authority as well as the Company’s internal policies and

procedures, including Company’s Code of Ethics (available at https://ir.atni.com/corporate-governance), in Consultant’s performance

of the Services. Further, when processing personal data of any kind during the course of the Services Consultant shall comply with all

relevant data protection legislation and/or any of the Company’s policies and procedures regarding data protection. Upon request,

Consultant shall furnish the Company with written progress reports regarding the status of the Services being performed. Consultant shall

not delegate or subcontract performance of the Services to any other person or entity without the Company’s prior written consent.

Consultant shall coordinate the Services with Company’s representative, Michael T. Prior.

3.             Compensation

3.1           In

consideration for performance of the Services, the Company shall pay Consultant the fees described in Schedule A, plus reasonable

out-of-pocket expenses incurred in accordance with Company’s Reimbursable Travel Expense Guidelines for ATN Suppliers located at

https://www.atni.com/about-atn/supplier-information, during the period from the date of this Agreement to the date this Agreement is

terminated in accordance with its terms.

3.2           All

travel expense must be pre-approved in advance by Company in writing and any other expense items over $25.00 must be pre-approved by

the Company in advance in writing.

3.3           The

Consultant shall submit to the Company at the end of each month (or other period that may be specified in Schedule A) a reasonably

detailed invoice, describing the hours worked, the Services performed during such month, reimbursable expenses, and receipts for reimbursable

expenses incurred in such month during the course of performing the Services. The Company shall pay Consultant according to the payment

terms described in Schedule A. Consultant hereby agrees to permit the Company and its agents to examine upon request its books

and records as to any expenditures he might make, directly or indirectly, on the Company’s behalf.

4.             Confidentiality,

Nondisclosure and Data Protection

4.1           In

the course of performing the Services, Consultant (including, if applicable, its directors, officers and employees (its “Representatives”))

may receive or otherwise learn information from the Company and its ultimate parent company, ATN International, Inc. (“ATN”),

including, without limitation, information regarding the Services, potential acquisitions, investment opportunities, the Company’s

billing and other systems, or the Company’s finances, plans, marketing, customers, vendors, products, technology, research and

know how, in addition to information regarding other companies or persons (a “Third Party”) which the Consultant may

have received from the Company, ATN or directly from such Third Party, and which has been designated as confidential information or would

reasonably be considered confidential based on the nature of the information and the circumstances of the disclosure (collectively, the

“Confidential Information”).

4.2           Consultant

will hold the Confidential Information in confidence and protect it in accordance with the security measures by which he protects his

own proprietary and/or Confidential Information of similar kind, provided that Consultant will use at least a reasonable degree of care.

Consultant will use the Confidential Information solely for the performance of the Services and such Confidential Information will be

kept confidential by Consultant, except that Consultant may disclose the Confidential Information, or portions thereof, to his Representatives

who need to know such information for the purpose of performing the Services and who are bound by obligations of non-disclosure at least

as restrictive as those imposed by this Agreement.

4.3           If

Consultant or any of his Representatives become legally compelled by law, regulation, rule, or by deposition, interrogatory, request

for documents, subpoena, civil investigative demand or similar process, or is advised by legal counsel to disclose any of the Confidential

Information, Consultant will use reasonable efforts to provide the Company with prompt notice of such requirement or advice prior to

disclosure so that the Company or Third Party, as the case may be, may seek a protective order or other appropriate remedy and/or waive

compliance with the terms of this Agreement. If such protective order or other remedy is not obtained prior to the date that the Consultant

or his Representative is compelled to disclose any of the Confidential Information, or the Company or such Third Party waives compliance

with the provisions hereof, the Consultant or his Representative will furnish only that portion of the Confidential Information which

he is legally required to so furnish and use reasonable efforts to obtain assurance that confidential treatment will be accorded such

Confidential Information. Notwithstanding anything herein to the contrary, nothing in this agreement shall (i) prohibit the consultant

from making reports of possible violations of federal law or regulation to any governmental agency or entity in accordance with the provisions

of and rules promulgated under Section 21F of the United States Securities Exchange Act of 1934 or Section 806 of the

United States Sarbanes-Oxley Act of 2002, or of any other whistleblower protection provisions of local, state or federal law or regulation,

or (ii) require notification or prior approval by the Company of any reporting described in clause (i).

4.4           Upon

the Company’s request or in any event upon completion of the Services, Consultant will return to the Company all notes, data, documents,

media and other items containing, or relating in any way to the Confidential Information or the Results (as defined below) and any copies

in Consultant’s possession or control.

4.5           Consultant

hereby acknowledges that he acquires no rights in or to any of the Confidential Information under this Agreement apart from the rights

set forth in this Section 4.

4.6           Consultant

agrees to indemnify and hold harmless the Company and ATN from and against any and all claims, losses, costs, liabilities, damages and

expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or in connection with any breach by Consultant

or any of his Representatives of this Section 4.

4.7           Notwithstanding

anything herein to the contrary, the confidentiality and nondisclosure obligations of the parties set forth in this Agreement will survive

the expiration or termination of this Agreement.

4.8           Consultant

acknowledges and agrees that personal data Consultant provides to the Company may be transferred, disclosed, stored, processed

and maintained by Company electronically on servers, or in hard copy or original format, in a number of different jurisdictions, including

without limitation, Bermuda, the Cayman Islands, Guyana, Trinidad & Tobago, the United States and its territories, and any of

the other jurisdictions where the Company, its affiliates or subsidiaries have a presence. Consultant explicitly consents to the transfer

of all personal data into and out of any such jurisdictions and to the processing of such personal data for the legitimate interests

of the Company or that of its affiliates’ and/or for any purposes required by law.

5.             Material

Nonpublic Information

Consultant understands that

in the course of performing the Services Consultant may obtain material, nonpublic information about the Company, ATN and certain other

publicly traded companies, including companies that are considering entering into a transaction with the Company. Consultant agrees that

if (s)he obtains any such information (s)he will not trade in the securities of the company concerned, and (s)he will take reasonable

precautions to ensure that such information is not divulged to persons who are not under a similar obligation, during such time as such

information is material and nonpublic.

6.             Ownership

6.1           The

Company’s employee or customer records and marketing or pricing strategy, business plans and financial projections, estimates,

offers and term sheets relating to the Services and all other materials accumulated, authored, developed, first conceived, or first reduced

to practice, by Consultant in performance of the Services, either alone or jointly with others, together with all proprietary rights

associated with the any of foregoing (collectively the “Results”) shall be the exclusive property of the Company and

shall be promptly disclosed and furnished to the Company by Consultant. The Company and Consultant expressly agree that the Results are

“work made for hire” as defined in the United States Copyright Act and that the Company shall be considered the “author”

of the Results for purposes of 17 USC. §§ 101 and 201 and other applicable copyright laws. If any Result does not constitute

“work made for hire” Consultant hereby irrevocably assigns, transfers, and conveys to the Company, without separate compensation,

all right, title and interest in and to such Result together with all associated patent, copyright, trade secret and other proprietary

rights including the rights of registration and renewal worldwide. If all or any part of the Results or any rights therein are not legally

assignable by Consultant to Company, or Consultant includes in the Results any invention, improvement, development, concept, discovery

or other information or material not authored, developed, first conceived, or first reduced to practice, by Consultant during the performance

of the Services, then Consultant hereby (a) grants the Company an unlimited, irrevocable, perpetual, worldwide, fully sub-licensable,

transferrable, royalty-free, fully paid-up license to make, use, sell, offer for sale, copy, modify, and create derivative works of such

Results for any purpose in all forms of media now known or hereafter created. Further, to the extent moral rights are not assignable

under applicable law, Consultant hereby irrevocably and forever waives, and agrees not to assert, all such rights which Consultant may

now have or which may accrue under any applicable law in the Results, including any right of integrity of any Results, right of attribution,

and any other residual rights under any applicable law now in force or hereafter enacted. Consultant acknowledges receipt of equitable

and adequate compensation for his assignment and waiver of such rights.

6.2           Consultant

shall take, at the Company’s expense, all actions during or after the performance of the Services reasonably requested by the Company

for the implementation of this Section 6 or to evidence, perfect or protect the Company’s ownership of the Results and associated

proprietary rights (including the execution, acknowledgment and delivery of instruments of conveyance, patent, copyright, trademark or

other proprietary right registration applications or other documents). Consultant hereby irrevocably designates and appoints Company

as his agent and attorney-in-fact, coupled with an interest and with full power of substitution, to act for and on his behalf to execute

and file any document and to do all other lawfully permitted acts to further the purposes of this Section 6 with the same legal

force and effect as if executed by Consultant.

7.             Term

and Termination

The Term of this contract

shall begin on the Effective Date and expire on the date set forth in Schedule A. However, either party may terminate the Services

at any time, with cause, by ten (10) days written notice of termination to the other party. Upon termination by either party, Consultant

shall deliver to the Company the Results in their then current condition. Upon Company’s acceptance of the Results, the Company

shall pay the Consultant for Services successfully rendered through the termination date. This Agreement shall survive the completion

of any work performed and/or the termination of the Services under this Agreement.

8.             Third

Party Intellectual Property

Consultant represents and

warrants to the Company that he is lawfully entitled to disclose or use any trade secrets, inventions, works of authorship or other intellectual

property of a third party used in Consultant’s performance of the Services. Consultant agrees to indemnify and hold harmless the

Company from and against any and all claims, losses, costs, liabilities, damages and expenses (including, but not limited to, reasonable

attorneys’ fees) arising out of or in connection with any breach by Consultant of this Section.

9.             Anti-Corruption.

9.1           Consultant

understands that the laws the United States, specifically, the Foreign Corrupt Practices Act of 1977, as well as the laws of the jurisdictions

in which the Services are conducted and other nations (such laws, including the rules and regulations thereunder, known as

“Anti-Corruption Laws”), prohibit, among other things, the provision of any gift, contribution or bribe to a government

official in order to obtain a competitive advantage. Consultant agrees not to take and to date not taken, any action, directly

or indirectly, that would result in a violation by such persons of Anti-Corruption Laws, including, without limitation, offering, paying,

promising to pay or authorizing the payment of any money or offering, giving, promising to give, or authorizing the giving of, anything

of value to any government official or any political party or official thereof or any candidate for political office, in each case, in

contravention of Anti-Corruption Laws. Consultant has conducted his business in compliance with all applicable Anti-Corruption Laws and

has instituted and maintained policies and procedures designed to ensure, and that are reasonably expected to continue to ensure continued

compliance therewith.

9.2           Consultant

understands and agrees any false or misleading information provided herein may be grounds for treating any agreement between the Company

and Consultant as void ab initio.

10.           Independent

Contractor. Consultant shall be and act as an independent contractor (and not as an employee, agent or representative of the Company)

in the performance of the Services for the Company. Consultant shall: (a) not be entitled to any worker’s compensation,

pension, retirement, health insurance or other benefits afforded to employees of the Company; (b) provide for all federal income

tax and other withholding relating to Consultant’s compensation; (c) pay all social security, unemployment and other employer

taxes and assessments relating to Consultant’s employment or compensation; (d) provide all worker’s compensation and

other insurance relating to Consultant’s employment; (e) perform all reporting, recordkeeping, administrative and similar

functions relating to Consultant’s employment or compensation; and (f) maintain his own insurance in such amounts adequate

to cover his performance of the Services, including, but not limited to, comprehensive professional liability insurance. Upon request,

Consultant shall provide the Company evidence of compliance with the foregoing. Consultant shall not be entitled to, and shall not attempt

to, create or assume any obligation, express or implied, on behalf of the Company. This Agreement shall not be construed as creating

an employment, agency, association, joint venture, partnership or franchise relationship between the parties, nor should this Agreement

be construed as a guarantee or offer of future employment. Without limiting the generality of the foregoing, Consultant is not authorized

to bind the Company to any liability or obligation or to represent that Consultant has any such authority. Consultant agrees to furnish

all tools and materials necessary to accomplish this Agreement and shall incur all expenses associated with performance, except as expressly

provided in Schedule A. If, notwithstanding the foregoing, Consultant is reclassified as an employee of Company, or any affiliate

of Company, by any governmental authority or as the result of any administrative or judicial proceeding, Consultant agrees that Consultant

will not, as the result of such reclassification, be entitled to or eligible for, on either a prospective or a retrospective basis, any

employee benefits under any plans or programs established or maintained by Company. Consultant agrees to indemnify, defend and hold the

Company harmless from any liability for, or assessment of, any claims or penalties with respect to such withholding taxes, employee benefits,

and labor or employment requirements, including any liability for, or assessment of, withholding taxes imposed on the Company by the

relevant taxing authorities with respect to any compensation paid to Consultant.

11.           Injunctive

Relief; Costs

11.1           Consultant

acknowledges that any breach by Consultant of Sections 2, 4, 5 or 6 of the Agreement will cause irreparable injury to the Company for

which financial recovery would be incomplete. In the event of such breach, the Company shall be entitled to injunctive relief or other

equitable remedy. The rights and remedies of the Company under this Section are in addition to all other remedies.

11.2           Further,

in any legal action or proceeding in connection with this Agreement (e.g., to recover damages or other relief), the prevailing party

will be entitled to recover its reasonable attorneys’ fees and other costs incurred.

12.           Limitation

of Liability and Indemnification

12.1           The

obligations of the Company under this Agreement are obligations solely of Company, without recourse to ATN or any other entity or person.

In no event shall Consultant have or assert any claim against or recourse to ATN or the owners, affiliates, directors, officers, employees,

agents or representatives of Company, whether by contract, operation of law or otherwise.

12.2           IN

NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY OR ITS AFFILIATES OR SUBCONTRACTORS FOR ANY SPECIAL, INDIRECT,

EXEMPLARY, PUNITIVE OR CONSEQUENTIAL LOSS OR DAMAGE (INCLUDING DAMAGES OR CLAIMS IN THE NATURE OF LOST REVENUE, INCOME, PROFITS

OR INVESTMENT OPPORTUNITIES) AND EACH PARTY HEREBY RELEASES THE OTHER PARTY FROM ANY SUCH LIABILITY.

12.3           Consultant

shall defend, indemnify and hold harmless the Company and its affiliates and their officers, directors, employees, agents, successors

and assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines,

costs or expenses of whatever kind (including reasonable attorneys' fees) arising out of or resulting from:

(a)             bodily

injury, death of any person or damage to real or tangible personal property resulting from Consultant’s acts or omissions arising

under this Agreement;

(b)             Consultant’s

breach of any representation, warranty or obligation under this Agreement; and

determination by a court or agency that Consultant is not an independent contractor.

12.4           Consultant’s

indemnity obligations arising under Section 12.3 shall be limited to the amount of fees payable under this Agreement.

13.           Assignment;

Beneficiaries

Consultant shall not assign

all or any part of this Agreement or any work performed, by operating of law or otherwise, without the prior written consent of the Company.

ATN is a third party beneficiary of this Agreement and entitled to enforce all of the rights of the Company and obligations of Consultant

as if it were a party hereto.

14.           Governing

Law; Jurisdiction; Venue; Waiver of Jury Trial

14.1           This

Agreement is governed by and to be construed in accordance with the laws of the Cayman Islands without regard to the choice or conflicts

of laws provisions thereof that would give rise to the application of the domestic substantive law of any other jurisdiction. Consultant

irrevocably consents to the jurisdiction and venue of the courts located in the Cayman Islands in connection with any action relating

to this Agreement. Consultant will not bring any action relating to this Agreement in any other court.

14.2           EACH

OF THE PARTIES HERETO HEREBY VOLUNTARILY AND IRREVOCABLY WAIVES TRIAL BY JURY IN ANY ACTION OR OTHER PROCEEDING BROUGHT IN CONNECTION

WITH THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY.

14.3           The

parties acknowledge that it is their express wish that this Agreement, as well as all documents, notices, and legal proceedings entered

into, given, or instituted pursuant hereto or relating directly hereto, be drawn up in English.

15.           Notices

All demands, notices, requests,

consents and other communications required or permitted under this Agreement shall be in writing and shall be personally delivered or

sent by electronic mail (with a confirmation copy sent by one of the other methods authorized in this Section), reputable commercial

overnight delivery service (including Federal Express and U.S. Postal Service overnight delivery service) or, deposited with the U.S.

Postal Service mailed first class, registered or certified mail, postage prepaid, as set forth below:

If to the Company

or ATN, addressed to:

ATN International Inc.

500 Cummings Center, Suite 2450

Beverly, MA 01915

Attention: General Counsel

Email: legalnotices@atni.com

If to Consultant,

addressed to:

Brad W. Martin

[***]

16.           Miscellaneous

This Agreement constitutes

the entire agreement, and supersedes all prior agreements of the Company and its affiliates on the one hand and Consultant on the other

hand, relating to the Services or any other services provided by Consultant to the Company or its affiliates.

In case any provision of

this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions of this

Agreement shall not in any way be affected or impaired thereby. If any provision of this Agreement is held to be excessively broad, it

shall be reformed and construed by limiting and reducing it so as to be enforceable to the maximum extent permitted by law.

This Agreement may be executed

in any number of counterparts, each of which shall be an original, but all of which together constitute one instrument. Counterparts

of this Agreement (or applicable signature pages hereof) that are manually signed and delivered by facsimile, .PDF or other digital

or electronic transmission shall be deemed to constitute signed original counterparts hereof and shall bind the parties signing and delivering

in such manner.

IN WITNESS WHEREOF, the parties

have executed this Agreement as of the Effective Date.

ATN

INTERNATIONAL, INC.

CONSULTANT

By:

/s/

Michael T. Prior

By:

/s/ Brad W. Martin

Name:

Michael

T. Prior

Name:

Brad W. Martin

Title:

Executive

Chairman

Title:

Consultant

Date:

April 6,

2026

Date:

April 6, 2026

Signature Page to Consulting Services Agreement

Schedule A

SCOPE OF WORK

1.     Description

of Services

1.1     General:

Act as a resource to the executive team during the CEO transition to ensure a smooth transition of duties.

2.     Compensation

and Invoicing

2.1     Compensation:

$12,500 USD to be paid by April 30, 2026, and $12,500 USD to be paid by May 31, 2026.

3.     Term

and Termination

3.1     Term.

Services will begin on April 7, 2026, and expire on May 31, 2026, unless terminated earlier in accordance with this Agreement.

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2611258d1_99-1.htm · Sequence: 5

Exhibit

99.1

ATN

International, Inc. Appoints New Chief Executive Officer

Beverly,

MA (April 7, 2026) – ATN International, Inc. (“ATN” or the “Company”) (Nasdaq: ATNI), a leading

provider of digital infrastructure and communications services, today announced its Board of Directors has appointed Naji Khoury

as President and Chief Executive Officer, effective April 20, 2026.

Mr. Khoury

succeeds Brad Martin, who is stepping down as Chief Executive Officer and member of the Company’s Board of Directors and will remain

in an advisory capacity through the end of May 2026 to support a smooth transition.

Mr. Khoury

is an industry leader with nearly 30 years of experience in the telecommunications sector. Prior to joining ATN, he spent 14 years at

Liberty Communications Puerto Rico, including the last six years as Chief Executive Officer, where he oversaw operations in Puerto Rico

and the U.S. Virgin Islands, significantly scaling the business through organic growth initiatives and acquisitions. Earlier in his career,

Mr. Khoury held senior leadership roles at Centennial Communications, a fixed and mobile carrier, and GE Capital Services within

its Spacenet subsidiary, a provider of satellite-based services.

“Naji

brings deep industry expertise and a proven track record in leadership, strategy, and operational execution,” said Michael Prior,

ATN’s Executive Chairman. “We are pleased to welcome him to ATN – his extensive experience in the telecommunications

industry and Caribbean markets positions us well for our next phase of growth and value creation. His background and strategic vision

make him well-suited to build on our recent network investments and strategic positioning to deliver long-term value for our customers,

employees, and stockholders.”

“I’m

honored to serve as ATN’s next Chief Executive Officer,” said Mr. Khoury. “ATN has a strong portfolio of

telecommunications businesses and an experienced team. I look forward to advancing our strategic priorities and serving our customers

and communities.”

Mr. Prior

concluded, “On behalf of the Board, I want to thank Brad for his leadership and many contributions during his tenure. Under

his guidance, ATN strengthened its operational processes and made significant investments in expanding and upgrading our fiber networks.

He leaves the Company with a strong foundation for the future, and we wish him continued success.”

About

ATN

International, Inc. (Nasdaq: ATNI), headquartered in Beverly, Massachusetts, is a leading provider of digital infrastructure and

communications services for all. The Company operates in the United States and internationally, including the Caribbean region, with

a focus on rural and remote markets with a growing demand for infrastructure investments. The Company’s operating subsidiaries

today primarily provide: (i) advanced wireless and wireline connectivity to residential, business, and government customers, including

a range of high-speed Internet and data services, fixed and mobile wireless solutions, and video and voice services; and (ii) carrier

and enterprise communications services, such as terrestrial and submarine fiber optic transport, and communications tower facilities.

For more information, please visit www.atni.com.

Cautionary

Language Concerning Forward-Looking Statements

This

press release contains forward-looking statements relating to, among other matters, the appointment of the Company’s Chief Executive

Officer, the transition of leadership responsibilities, as well as the Company’s business goals and objectives and expectations

regarding the Company’s future performance. These forward-looking statements are based on estimates, projections, beliefs,

and assumptions and are not guarantees of future events or results. Actual future events and results could differ materially from the

events and results indicated in these statements as a result of many factors, including, among others, (1) the general performance

of the Company’s operations, including operating margins, revenues, capital expenditures; (2) the loss of, or an inability

to recruit and retain, skilled personnel in the Company’s various operations, including key members of management; (3) the

Company’s ability to realize expansion plans for its markets; (4) the impact (if any) of geopolitical instability and U.S. military

presence in the Caribbean; (5) government regulation of the Company’s businesses, which may impact the Company’s

telecommunications licenses, the Company’s revenue and the Company’s operating costs; (6) the Company’s ability

to efficiently and cost-effectively upgrade the Company’s networks and information technology platforms to address rapid and

significant technological changes in the telecommunications industry; (7) the Company’s continued access to capital and credit

markets on terms it deems favorable; (8) ongoing risk of an economic downturn, political, geopolitical and other risks and opportunities

facing the Company’s operations; (9) the Company’s ability to find investment or acquisition or disposition opportunities

that fit the strategic goals of the Company; (10) the occurrence of weather events and natural catastrophes and the Company’s

ability to secure the appropriate level of insurance coverage for these assets; and (11) increased competition. These and other additional

factors that may cause actual future events and results to differ materially from the events and results indicated in the forward-looking

statements above are set forth more fully under Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K

for the year ended December 31, 2025, filed with the Securities and Exchange Commission (“SEC”) on March 16, 2026,

and the other reports the Company files from time to time with the SEC. The Company undertakes no obligation and has no intention to

update these forward-looking statements to reflect actual results, changes in assumptions, or changes in other factors that may affect

such forward-looking statements, except as required by applicable law.

Investor

Relations Contacts

Michele Satrowsky

Kelley Buchhorn

SVP, Head of IR & Treasury

Managing Director

ATN International, Inc.

Three Part Advisors, LLC

IR@atni.com

kbuchhorn@threepa.com

GRAPHIC

Filename: tm2611258d1_ex10-1img001.jpg · Sequence: 9

Binary file (13940 bytes)

Download tm2611258d1_ex10-1img001.jpg

GRAPHIC

Filename: tm2611258d1_ex99-1img001.jpg · Sequence: 10

Binary file (34960 bytes)

Download tm2611258d1_ex99-1img001.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 12

v3.26.1

Cover

Apr. 01, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Apr. 01, 2026

Entity File Number

001-12593

Entity Registrant Name

ATN INTERNATIONAL, INC.

Entity Central Index Key

0000879585

Entity Tax Identification Number

47-0728886

Entity Incorporation, State or Country Code

Entity Address, Address Line One

500 Cummings Center

Entity Address, City or Town

Beverly

Entity Address, State or Province

Entity Address, Postal Zip Code

01915

City Area Code

978

Local Phone Number

619-1300

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, par value $.01 per share

Trading Symbol

ATNI

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

false

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

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'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- 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.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- 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 14d-2(b) under the Exchange Act.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

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

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration