FCC Chair uses merger power to pressure AT&T, Verizon, and T-Mobile to scrap diversity programs

In February 2025, FCC Chair Brendan Carr—Trump's newly appointed chair—sent separate investigative letters to Verizon and Comcast. He wrote to CEO Hans Vestberg that Verizon's DEI programs represented "invidious forms of discrimination" in violation of federal law and company policy. Carr explicitly linked the probe to Verizon's pending $20 billion Frontier acquisition, writing in his letter: "In order to aid the FCC's resolution of these matters, please reach out to the agency personnel that have been working on Verizon's pending transactions at the FCC."

The message was unmistakable: fix your DEI policies and contact the merger team, or face delays and scrutiny. Carr cited Trump's January 2025 executive orders dismantling federal DEI programs as justification. He claimed DEI constituted "discrimination" under civil rights law—a legal theory that contradicts decades of civil rights enforcement and Supreme Court precedent allowing private employers to pursue diversity initiatives.

On May 15, 2025—more than two months after Carr's letter—Verizon sent a letter to Carr announcing immediate action. Verizon Chief Legal Officer Vandana Venkatesh wrote that the company recognized "the regulatory and policy landscape surrounding diversity, equity, and inclusion (DEI) has changed" and committed to ending DEI "not just in name, but in substance."

Verizon's letter detailed the changes: dissolving its DEI team, reassigning DEI staff to generic HR roles, removing all DEI references from employee training materials, dropping diversity goals from management compensation, and eliminating supplier diversity programs. The company also committed to apply these changes to Frontier after the merger closed.

On May 16, 2025—the very next day—the FCC approved Verizon's merger. Carr posted on social media: "These changes are effective immediately. A good step forward for equal opportunity, nondiscrimination, and the public interest." The approval came via a Bureau-level decision (not a full Commission vote), and the FCC's order explicitly cited Verizon's DEI elimination as a reason for approval, writing: "We accept Verizon's commitment to modify its practices... and expect that these changes will prevent DEI discrimination in the post-transaction company."

T-Mobile followed Verizon's path. In March 2025, Carr sent a public statement that companies seeking FCC approval should "get busy ending any sort of their invidious forms of DEI discrimination," specifically naming T-Mobile's pending acquisition of UScellular.

On March 27, 2025, T-Mobile EVP Mark Nelson sent Carr a letter committing to end DEI policies "not just in name, but in substance." The language mirrored Verizon's phrase exactly. On March 28, 2025—one day later—the FCC approved T-Mobile's separate Lumos fiber joint venture.

T-Mobile's website, which had listed diversity commitments and DEI funding for organizations like the NAACP, HRC, and Out & Equal, was scrubbed of all mention of DEI. The company removed the page entirely and replaced it with generic language about "investing in a more inclusive society" (without mentioning diversity). On July 11, 2025, after T-Mobile's formal letter, the FCC approved both the UScellular wireless acquisition and Metronet internet deal. The approval order cited T-Mobile's DEI elimination as serving "the public interest."

AT&T, seeking FCC approval for a $1 billion spectrum acquisition from UScellular, followed the same three-step pattern: Carr's pressure, company surrender, and fast approval.

On December 1, 2025, AT&T Chief Diversity Officer David McAtee issued a public letter committing to eliminate all DEI compliance initiatives. The language again echoed prior letters: DEI "not just in name, but in substance." The letter explicitly cited Trump executive orders and EEOC guidance as justification.

On December 3, 2025—two days later—AT&T received FCC approval for its spectrum deal. Carr praised the move as "consistent with the law and the public interest." Across three major carriers, the timeline was remarkably consistent: formal Carr pressure → company commitment within weeks → FCC approval within 24–48 hours. Historical merger reviews for major telecom carriers average 4–12 months.

The Communications Act, Section 310(d), requires the FCC to approve license transfers only when they serve "the public interest, convenience, and necessity." This standard is intentionally vague and has given the FCC broad discretion in merger review for decades.

Historically, the FCC has used Section 310(d) to impose conditions on mergers related to competition, ownership concentration, network investment, local news, and public benefits. The standard has never been interpreted—until Carr—to condition approval on a company's internal employment practices or diversity hiring philosophies.

Carr claims that DEI programs are discriminatory under the Civil Rights Act and therefore violate the FCC's equal employment opportunity rules. But the FCC's EEO rules apply to the FCC itself and regulate broadcasting station hiring, not private employer HR policies. Carr's legal theory stretches Section 310(d) far beyond its historical scope, treating individual company HR decisions as a federal regulatory concern.

In May 2024, the Supreme Court decided NRA v. Vullo, a unanimous decision that clarified when government coercion of private speech violates the First Amendment. The Court held that a government official cannot "wield power to threaten enforcement actions against regulated entities in order to punish or suppress disfavored speech."

The facts in Vullo map directly onto Carr's conduct. Maria Vullo, superintendent of New York's Department of Financial Services, pressured insurance companies regulated by her agency to cut ties with the NRA (a pro-gun advocacy group) by implying that cooperation would lead to selective leniency on unrelated regulatory violations. The Supreme Court found this coercive because: (1) the official had direct regulatory authority over the target companies; (2) her communications could reasonably be understood as threats; (3) the companies responded by severing ties; and (4) the goal was to suppress disfavored speech.

Carr's pattern matches each element. He has direct FCC authority over telecom mergers worth billions of dollars. His letters explicitly link DEI programs to merger approval timelines. Companies respond within days by eliminating DEI. And Carr's stated goal—rooting out DEI "discrimination"—targets a particular ideological viewpoint on diversity and inclusion. FCC Commissioner Anna Gomez has warned publicly: "You have a regulatory agency saying we will not grant transactions that corporate parents desperately want unless you kowtow to us. That's chilling and immediately a violation of the First Amendment."

Democratic members of Congress and civil rights groups criticized Carr's strategy. Senate Judiciary Committee members and House Energy and Commerce Committee members opened investigations into whether Carr exceeded his authority. Senator Ed Markey stated Carr was "weaponizing FCC merger authority to control speech."

The Leadership Conference on Civil and Human Rights, Common Cause, and other organizations filed comments and statements arguing that Carr's actions violated First Amendment protections against coercion and equal protection principles. Legal experts including Brent Skorup (tech policy scholar) and Christopher Terry (University of Minnesota media law professor) published analyses showing that Carr's legal theory—treating private DEI as discrimination—contradicts Supreme Court affirmative action precedent, which applies only to government action, not private employers.

The Information Technology & Innovation Foundation stated: "While it was right to approve this transaction, the Commission should stop tying the approval of mergers to the chairman's view of companies' human resources practices. Extracting such commitments is mission creep." Despite the criticism, none of the FCC's Democratic commissioners voted on the Verizon or T-Mobile approvals, as those were issued at the Bureau level to avoid a full Commission battle.

Carr's tactics expose a long-standing vulnerability in FCC merger review: the vagueness of the "public interest" standard combined with the FCC's ability to impose "voluntary" merger conditions that don't require judicial review.

Scholars including Brent Skorup (Mercatus Center) and Roslyn Layton (technology policy) have documented how the FCC uses merger reviews to extract regulatory concessions unrelated to the specific transaction. These conditions range from programming commitments to net neutrality compliance to broadband discounts for low-income households. Because conditions are nominally "voluntary," companies can't appeal them in court without risking merger rejection—a cost so high that companies always capitulate.

Carr pioneers a new frontier: extracting concessions on corporate ideology and internal HR policy. His approach weaponizes the FCC's gatekeeping power by using it to enforce ideological compliance. If a company refuses, Carr can simply delay or deny the merger. If it complies, approval comes in 24 hours. This creates pervasive chilling effects across the industry, with competitors watching and adjusting their practices preemptively to avoid Carr's scrutiny.

By mid-2025, other FCC-regulated companies began dismantling DEI programs without explicit Carr pressure, anticipating his next moves. Comcast, Disney, Paramount, and others announced DEI rollbacks, citing "changing regulatory and policy landscape" language nearly identical to Verizon's.

Investors began pricing in "FCC regulatory risk" to media and telecom company valuations. News analysts noted that broadcasters and cable companies would face increased license scrutiny and merger delays if they maintained DEI initiatives. Station affiliates of major networks started making independent decisions to avoid DEI-associated content or hiring practices out of fear of triggering FCC inquiries.

The pattern demonstrates how regulatory coercion can cascade: First-mover companies face explicit pressure; they capitulate loudly; competitors see the outcome and voluntarily comply to avoid the same fate; the industry norms shift without formal rules. Carr's approach avoids the need for rulemaking (which requires notice, comment, and judicial review) by simply leveraging merger approval power as the enforcement mechanism.

Carr's core argument is that DEI programs violate Title VII of the Civil Rights Act and FCC equal employment opportunity rules by treating individuals differently based on race and gender. He cites the Supreme Court's 2023 decision striking down affirmative action in college admissions (Students for Fair Admissions v. Harvard) as evidence that "racial classifications" are unconstitutional.

But legal scholars point out critical flaws in this argument. First, the Harvard decision applies only to government agencies and universities receiving federal funding, not private employers. Second, mainstream DEI programs—recruitment outreach, mentoring, and inclusive workplace culture—don't constitute "racial classifications" under civil rights law; rather, they're general employment practices available to all applicants. Third, the FCC has no statutory authority to regulate private employer DEI policies; the FCC's EEO rules apply to broadcasters' hiring and to the FCC itself.

Carr sidesteps this doctrinal problem by leveraging the merger approval process. He avoids formal enforcement action (which could be appealed and challenged in court) and instead uses merger conditionality as an informal mechanism. Companies choose to comply rather than risk billion-dollar transactions. This allows Carr to enforce his ideological preference without facing the scrutiny that formal rulemaking or enforcement would trigger.

If Carr's pattern survives legal challenge, it establishes a precedent that the FCC can condition any merger on the company's adherence to the chairman's preferred HR ideology. Future FCC chairs could leverage merger review to enforce affirmative action requirements, gender equity mandates, or other diversity goals, using identical coercive logic.

The broader question is whether the FCC's "public interest" standard—already criticized as unconstitutionally vague—permits conditioning licenses on corporate speech and ideology. Courts have warned (in cases like City of Lakewood v. Plain Dealer Publishing Co.) that licensing laws giving government officials "unfettered discretion" over speech-related businesses are presumptively unconstitutional.

First Amendment scholars argue that Carr's approach fits the constitutional pathology that courts have identified: (1) a licensing regime (merger approval) that gives the FCC de facto control over communications companies; (2) vague standards ("public interest") that lack predictable limits; (3) selective enforcement based on content/viewpoint (singling out DEI policies, not other HR practices); and (4) chilling effects on protected speech (companies self-censoring to avoid FCC scrutiny). Whether courts find this unconstitutional will depend on how aggressively they apply First Amendment scrutiny to FCC transaction reviews—an area where the law remains unsettled.