Ruth Happiness

With more than two decades of public and private board service and a 54-year career in telecommunications, I have served as an independent director and special committee leader, helping guide companies through complex corporate transitions. My board track record is defined by high-stakes governance—navigating macroeconomic volatility, structuring executive compensation, and safeguarding fiduciary integrity. I am available for independent advisory opportunities where my governance experience can support long-term shareholder value.

My board tenure spans multiple market cycles and includes chairing compensation, audit, and governance committees for NYSE and NASDAQ-listed entities such as Calix, ATN International, and Airspan Networks. I bring deep operational foresight from 13 years at the divisional president level, paired with an engineering and technology background and a Harvard AMP foundation. This blend allows me to rapidly evaluate operational metrics, cut through complexity, and align executive incentives directly with shareholder realities.

In today's volatile regulatory and macroeconomic climate, boards require battle-tested oversight to manage distress, restructuring, or aggressive pivot strategies. I offer a rare combination of absolute director independence, deep technical domain expertise in telecom infrastructure, and the clinical focus needed to lead special committees during defining corporate moments.

Independent Director • Audit Committee • Compensation Committee • Special Committee Member at Airspan Networks (2002-07 – 2024-10)

• Modern Restructuring Mandates: Served as an active Special Committee member in the intensive Chapter 11 restructuring process successfully concluded in the fall of 2024.
• Recapitalization Governance: Heavily participated in the structural and regulatory SPAC recapitalization execution in 2021.
• Market Standing: Navigated modern macroeconomic pressures, advising on strategic options for this world leader in wireless broadband, small cell, and 5G capabilities.

Independent Board Director • Compensation, Governance & Audit Committees at ATN International (2010-01 – 2019-12)

• Diversified Infrastructure: Governed wholesale and retail wireless, wireline, CATV, and competitive local telecom services across the U.S. and the Caribbean.
• International Oversight: Directed corporate compliance and strategic governance for commercial and industrial solar power infrastructure projects in the U.S. and India.

Compensation Committee Chair, Governance Committee & Past Audit Member at Calix Inc. (2005-09 – 2018-05)

• Long-Term Scale Track: Provided deep operational foresight and director oversight spanning 13 years from early pre-revenue scale to market dominance.
• Public Listing Launch: Actively participated and structured internal parameters for the highly successful public IPO launched in March 2010.
• Incentive Restructuring: Chaired the compensation matrix to align executive incentives directly with evolving shareholder realities.

Board Member • Compensation Committee Chair & Governance Chair at GENBAND (Now Ribbon Communications) (2006-01 – 2009-12)

• Strategic Corporate Roll-Up: Led governance and alignment through a monumental infrastructure expansion, structuring the initial roll-up integration of Taqua, Tekelec, and Bay Packets. This private-market framework laid the baseline parameters for what the organization would later scale into.

Board Member • Audit & Comp Chair at WebEx Communications (2004-01 – 2007-05)

Governed enterprise SaaS and cloud architectures, setting key strategic controls leading up to the $3.2 Billion cash acquisition by Cisco Systems.

Board Member & Compensation Chair at iLinc (2007-04 – 2008-05)

Recruited to join the board following executive service at WebEx. Governed SaaS web conferencing parameters; managed audit oversight and chaired compensation protocols until successful exit to Broadsoft.

Board Director at Taqua (2003-01 – 2004-07)

Privately held next-generation telecommunications switching equipment provider. Guided tactical infrastructure scale and strategic positioning leading to a clean corporate sale to Tekelec in 2004.

Board Director at Bay Packets (2006-01 – 2006-12)

Privately held provider of applications services for wireline and wireless carriers. Navigated structural options and network alignment pathways culminating in a clean merger with GENBAND in 2006.

Board Member & Compensation Committee Member at Equity Media Holding Corporation (2007-04 – 2008-05)

Integrated media company operating broadcast stations, comprehensive broadcast services, and specialized digital spectrum holdings. Contributed clinical risk governance.

Owner & President at Deli Planet, Inc. (dba Jason's Deli) (2005-01 – 2017-05)

• Franchise Unit Growth: Built out operations from three to ten franchise units across Las Vegas, California, and Salt Lake City.
• Financial Portfolio Transition: Managed expanding networks yielding annual recurring sales of ~$12 Million before executing a clean portfolio sale back to the master Franchisor in May 2017.

Divisional President Level Leadership at Tier-1 & Tier-2 Carrier Networks & Telecom Systems (1950-01 – 2005-01)

Fifty-four years of deep telecommunications domain expertise across the wireline, wireless, broadband, network infrastructure, and competitive local exchange carrier (CLEC) sectors. Offered clinical leadership, rapid financial realization tracking, and operational excellence parameters with industry-leading giants: Southwestern Bell Telephone, SBC, AT&T, Bell Labs, and ALLTEL Corporation. Demonstrated exceptional managerial and technical leadership capabilities over multiple volatile market cycles.

Bachelor of Science (B.S.) in Industrial Engineering – Texas A&M University

Advanced Management Program (AMP Foundation) – Harvard Graduate School of Business

Executive Continuing Education – The Dartmouth Institute

Graduate diploma – Jesuit College Preparatory School