SCHEDULE 13D/A: AST SpaceMobile CEO's Stake Diluted to 24.0% Following Company's ATM Share Issuance

Abel Avellan, CEO of AST SpaceMobile, Inc., reported a decrease in his beneficial ownership percentage of Class A Common Stock to 24.0% due to the company's at-the-market share issuances, not personal transactions.

Summary

• This document is Amendment No. 13 to the Schedule 13D filed by Abel Avellan, Chairman and Chief Executive Officer of AST SpaceMobile, Inc.
• The filing updates Mr. Avellan's beneficial ownership in AST SpaceMobile, Inc.'s Class A Common Stock.
• Mr. Avellan beneficially owns 78,163,078 shares of Class A Common Stock, which are issuable upon redemption of an equivalent number of AST Common Units.
• His beneficial ownership percentage of Class A Common Stock has decreased to 24.0%, a reduction of more than 1% since Amendment No. 12.
• This reduction in percentage is solely due to an increase in the total number of outstanding Class A Common Stock shares by AST SpaceMobile, Inc., resulting from issuances under its at-the-market (ATM) facility.
• The ATM facility issuances were conducted pursuant to Equity Distribution Agreements described in prospectus supplements dated May 13, 2025, and September 5, 2024.
• Mr. Avellan did not sell any Class A Common Stock or other securities of the company during the past 60 days.
• As of June 18, 2025, there were 247,584,781 shares of Class A Common Stock outstanding.
• The percentage calculation is based on a total of 325,747,859 shares of Class A Common Stock, which includes the 247,584,781 outstanding shares and the 78,163,078 shares issuable to Mr. Avellan.
• Mr. Avellan maintains a 75.1% voting interest in the Issuer due to his ownership of all Class C Common Stock, which carries ten votes per share but no economic rights.

Sentiment

Score: 6

Explanation: The filing is a routine update on a major shareholder's ownership percentage, which decreased due to the company's capital raising activities via an ATM facility. This indicates the company's ability to raise funds, which is positive, but also results in dilution for existing shareholders, which is a common consequence of equity financing. The reporting person's stake reduction is not due to selling, which is a neutral to positive sign regarding his confidence.

Positives

• The company successfully utilized its at-the-market (ATM) facility to issue and sell Class A Common Stock, indicating its ability to raise capital.
• The decrease in Mr. Avellan's percentage ownership is not due to his selling shares, but rather due to company-level capital raising, which can be viewed as a positive for the company's financial health.

Negatives

• Existing Class A Common Stock shareholders, including Mr. Avellan, experienced dilution in their percentage ownership due to the issuance of new shares.

Risks

• Future issuances under the at-the-market (ATM) facility could lead to further dilution for existing shareholders.

Future Outlook

The document does not contain explicit forward-looking statements or guidance beyond the ongoing nature of the at-the-market (ATM) facility for capital raising.

Industry Context

This filing is specific to a major shareholder's ownership and the company's capital raising activities. It does not provide information to analyze broader industry trends or competitors.

Stakeholder Impact

• Shareholders: Existing shareholders, including Mr. Avellan, experienced dilution in their percentage ownership of Class A Common Stock due to the issuance of new shares.
• Company: The company benefits from the capital raised through the ATM facility, which can be used for operations, growth, or other strategic initiatives.

Next Steps

• Continued utilization of the at-the-market (ATM) facility for capital raising by AST SpaceMobile, Inc.
• Potential future amendments to Schedule 13D by Mr. Avellan if his beneficial ownership percentage changes by more than 1% or if he engages in transactions.

Key Dates

Keywords

AST SpaceMobile, Abel Avellan, Schedule 13D/A, beneficial ownership, Class A Common Stock, Class C Common Stock, ATM facility, equity distribution agreement, share dilution, corporate governance, SEC filing