SCHEDULE: Rakuten Mobile Initiates AST SpaceMobile Share Sale Plan

Sentiment:

Schedule 13D/A (Amendment to Beneficial Ownership Report)


Rakuten Mobile has entered into a trading plan to sell up to 15.5 million shares of AST SpaceMobile, representing approximately 5.3% of the outstanding Class A Common Stock.

Summary

  • Rakuten Mobile, Inc., Rakuten Group, Inc., and Hiroshi Mikitani filed an amendment to their Schedule 13D regarding their holdings in AST SpaceMobile, Inc.
  • The reporting persons entered into a trading plan with BofA Securities, Inc. on April 14, 2026, to sell up to 15,510,077 shares of Class A Common Stock.
  • The shares to be sold represent approximately 5.3% of the issuer's outstanding Class A Common Stock and roughly half of Rakuten's total holdings.
  • The reporting persons collectively beneficially own 26,080,155 shares, representing 8.9% of the class.
  • The filing notes that Hiroshi Mikitani resigned from the Board of Directors of the issuer effective January 13, 2026.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a negative development for the issuer, as it signals a major strategic partner is reducing its equity stake and board representation.

Positives

  • The sale is being conducted through a structured trading plan, which provides transparency and orderly execution of the divestment.

Negatives

  • The divestment of approximately half of Rakuten's holdings in AST SpaceMobile may be perceived as a reduction in long-term strategic commitment to the issuer.
  • The resignation of Hiroshi Mikitani from the Board of Directors indicates a reduced level of direct influence and oversight by the major shareholder.

Risks

  • Market volatility could impact the execution price of the shares under the trading plan.
  • There is no assurance that the full number of shares authorized under the trading plan will be sold.
  • The sale of a significant block of shares (5.3% of outstanding stock) could exert downward pressure on the share price.

Future Outlook

The reporting persons have established a trading plan to divest up to 15,510,077 shares of the issuer's Class A Common Stock, representing approximately half of their current holdings, through open market transactions.

Management Comments

  • The reporting persons expressly disclaim beneficial ownership of the shares of Class A Common Stock held by the other Stockholder Parties.

Industry Context

StockSavvy.ai notes that this divestment by a major strategic partner like Rakuten, combined with the resignation of their representative from the board, suggests a potential shift in the strategic partnership dynamics within the satellite-to-mobile industry.

Comparison to Industry Standards

  • The use of a Rule 10b5-1 style trading plan is a standard industry practice for major shareholders to divest positions while mitigating insider trading concerns.
  • The scale of the divestment (5.3% of outstanding shares) is significant and typical of a major strategic investor rebalancing their portfolio.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
DirectorHiroshi MikitaniN/A2026-01-13Resignation

Stakeholder Impact

  • Shareholders may experience increased volatility due to the ongoing sale of a large block of shares.
  • The reduction in Rakuten's stake may signal a change in the long-term strategic relationship between the two companies.

Next Steps

  • Execution of share sales by BofA Securities under the Trading Plan.
  • Potential future filings of Form 4 to report individual sales transactions.

Key Dates

DateDescription
2021-04-06Original Schedule 13D filed.
2024-10-10Amendment No. 1 to Schedule 13D filed.
2026-01-13Hiroshi Mikitani resigned from the Board of Directors of the issuer.
2026-02-26Date of outstanding share count used for calculations.
2026-03-02Issuer filed Annual Report on Form 10-K.
2026-04-14Date of event requiring filing; Rakuten Mobile entered into the Trading Plan; Initial sale of 1,690,000 shares.
2026-04-15Sale of 1,350,000 shares.
2026-04-16Sale of 1,900,000 shares; Joint Filing Agreement executed.

Recommendation

hold

The divestment by a major strategic partner and the loss of board representation warrant a cautious 'hold' approach until the market absorbs the selling pressure and the long-term strategic implications of the partnership change are clarified.

Keywords

AST SpaceMobile, Rakuten Mobile, Schedule 13D, Divestment, Trading Plan, Hiroshi Mikitani, BofA Securities

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