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) May 11, 2017

Iridium Communications Inc.

(Exact name of registrant as specified in its charter)

1750 Tysons Boulevard

Suite 1400

McLean, VA 22102

(Address of principal executive offices)

703-287-7400

(Registrant’s telephone number, including area code)

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):

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.  ☐

Approval of Amended and Restated 2015 Equity Incentive Plan

As described in Item 5.07 below, on May 11, 2017, at the 2017 Annual Meeting of Stockholders (the “Annual Meeting”) of Iridium Communications Inc. (the “Company”), the Company’s stockholders approved the Iridium Communications Inc. Amended and Restated 2015 Equity Incentive Plan (the “Amended and Restated Plan”), under which a maximum of 19,797,991 shares of common stock are reserved for issuance pursuant to stock options and other equity awards, plus shares underlying outstanding awards granted under the 2009 Iridium Communications Inc. Stock Incentive Plan (the “2009 Plan”) and the Iridium Communications Inc. 2012 Equity Incentive Plan (the “2012 Plan”) that may be added to the Amended and Restated Plan’s share reserve under its terms. The Amended and Restated Plan was previously approved, subject to stockholder approval, by the Compensation Committee of the Board of Directors (the “Board”) of the Company. The Amended and Restated Plan became effective immediately upon stockholder approval at the Annual Meeting.

A summary of the material terms of the Amended and Restated Plan is set forth in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on March 30, 2017 (the “Proxy Statement”) as Proposal 4, beginning on page 24, and is incorporated herein by reference. That summary and the foregoing description are qualified in their entirety by reference to the text of the Amended and Restated Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference. The UK Sub-Plan of the Amended and Restated Plan, as well as the forms of grant notice and award agreements under the Amended and Restated Plan and the UK Sub-Plan, were previously filed as Exhibits 10.2 through 10.10 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 15, 2015.

The Annual Meeting was held on May 11, 2017 in McLean, Virginia. Of the 97,380,783 shares outstanding as of the record date, 90,779,787 shares, or approximately 93.2%, were present or represented by proxy at the Annual Meeting. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.

Proposal 1 — Election of Directors

The following twelve (12) directors were elected to serve for one-year terms until the 2018 Annual Meeting of Stockholders and until their respective successors are elected and qualified.

Proposal 2 — Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers.

Proposal 3 – Indication of the preferred frequency of stockholder advisory votes on executive compensation.

Proposal 4- Approval of the Company’s Amended and Restated 2015 Equity Incentive Plan.

Proposal 5 — Ratification of the Appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017.

On May 11, 2017, in anticipation of the completion of amendments to the Company’s credit facility, the Board approved the suspension of cash dividends on each of its 7% Series A Cumulative Perpetual Convertible Preferred Stock and its 6.75% Series B Cumulative Perpetual Convertible Preferred Stock, with such suspension to last for five quarters beginning with the dividend payments payable on June 15, 2017. Further details on the Company’s credit facility and proposed amendments thereto are discussed in its Form 10-Q for the fiscal quarter ended March 31, 2017, as filed with the Securities and Exchange Commission on April 27, 2017.

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.

EXHIBIT INDEX