COMM CommScope Holding Company Inc

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers.

On May 4, 2022, the Board of Directors of CommScope appointed Laurie S. Oracion as Senior Vice President and Chief Accounting Officer of the Company, effective May 9, 2022. In this role, Ms. Oracion will be the Company’s Principal Accounting Officer, replacing Brooke B. Clark, who the Company previously announced will be leaving the Company.

Ms. Oracion, age 45, has served as the Company’s Vice President, Corporate Accounting, since 2019. From 2015 to 2019, she served as Director of Financial Reporting for CommScope. Prior to joining CommScope, Ms. Oracion was employed by General Dynamics SATCOM Technologies, Inc. as a Financial Planning and Analysis Manager from 2012 to 2015. Ms. Oracion spent the first three years of her career at Deloitte & Touche, LLP. Ms. Oracion holds Bachelor of Science in Business Administration and Master of Science degrees in Accounting from Appalachian State University and is a Certified Public Accountant in North Carolina.

Effective as of May 9, 2022, the Compensation Committee of the Board of Directors (the “Committee”) approved an increase in Ms. Oracion’s base salary to $300,000 per year and an increase in her target annual bonus amount to 50% of base salary, subject to achievement of performance goals established by the Committee. Ms. Oracion will continue to participate in the Company’s Long-Term Incentive Plan, as described in the Company’s proxy statement, and the Committee increased her annual target award opportunity to $225,000.

Ms. Oracion will enter into the Company’s standard indemnification agreement, the form of which was previously filed as Exhibit 10.22 to Amendment No. 2 to the Company’s Registration Statement on Form S-1 (File No. 333-190354), filed with the SEC on September 12, 2013.

Ms. Oracion also will enter into the Company’s standard severance protection agreement for new executive officers. Her agreement will be on a 3-year term automatically renewing on January 1 of each year, except that the term may not expire prior to 24 months following a change in control of the Company (as defined in the agreement). The agreement will provide that, in the event that Ms. Oracion’s employment is terminated within 24 months after a change in control of the Company (i) by the Company for any reason other than for cause or disability or (ii) by Ms. Oracion for good reason, Ms. Oracion will be entitled to receive accrued compensation, severance pay equal to her annual base salary, a prorated bonus for the year in which the termination occurs, based on actual performance, and a continuation of health benefits for 12 months.

There are no family relationships between Ms. Oracion and any director or other officer of the Company or any related party transactions involving Ms. Oracion.