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Form 8-K · Current Report · Filed 2025-02-07

AST SpaceMobile Announces Amendment to Stockholders' Agreement Post Rakuten Merger

On February 5, 2025, AST SpaceMobile, Inc.

Filer
Ast Spacemobile Inc. ASTS · NASDAQ
Filed
Accession
0001493152-25-005306
CIK
0001780312
Signal
Medium impactTechnology

Details

announced the First Amendment to its Amended and Restated Stockholders' Agreement, effective post the merger where Rakuten acquired the economic interests previously held by Rakuten Mobile USA Service Inc. The Amendment adjusts Rakuten's rights and obligations under the agreement, reduces the number of directors Rakuten can designate to one, allows Rakuten to appoint one observer to the board, and decreases the overall board size from 13 to 12 directors. This amendment follows the Board's resolution on February 4, 2025, to reduce the board size, eliminating a vacant seat. The Amendment does not alter the current board constituency.

Items reported

Item 1.01

Entry into a Material Definitive Agreement

Financial Instrument Agreement
Item 9.01

Financial Statements and Exhibits

Exhibits Furnished

Market reaction

Close before filing

$27.12

Next session

+14.8%

Since filing

+117.5%

Latest close

$58.98

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from ASTS reporting the same item, with the next session's move:

Exhibits (1)

About Ast Spacemobile Inc.

Ast Spacemobile Inc. is an innovative telecommunications company focused on transforming mobile connectivity through satellite technology. The company's primary mission is to develop and deploy the first and only space-based cellular broadband network directly accessible by standard mobile phones. This groundbreaking initiative aims to eliminate connectivity gaps in remote and underserved areas worldwide, significantly enhancing global communication networks. Ast Spacemobile Inc. is crucial to sectors like remote communications, emergency services, and developing markets where traditional cellular infrastructure is challenging to implement. With its headquarters in Midland, Texas, the company is at the forefront of marrying terrestrial mobile networks with satellite solutions, marking a significant shift in how broad-area coverage can be achieved. Their endeavor represents a pivotal advancement in the telecommunications industry, likely impacting global connectivity dynamics by extending the reach of mobile network operators beyond conventional terrestrial limitations.

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