SCHEDULE 13G/A: Fortress Affiliates Disclose Significant Stake in NextNav Inc., Holding Up to 14.6% of Common Stock

Multiple entities affiliated with Fortress Investment Group have filed an amended Schedule 13G, disclosing beneficial ownership of up to 14.6% of NextNav Inc.'s common stock, including shares from convertible notes and warrants.

Summary

• Multiple entities associated with Fortress Investment Group, including FIG Buyer GP LLC, FCO Fund V GP LLC, Fortress Credit Opportunities V Advisors LLC, and others, have collectively reported beneficial ownership of 20,108,944 shares of NextNav Inc. common stock.
• This represents a 14.6% stake in NextNav Inc., calculated based on 131,451,767 outstanding shares as of March 12, 2025, plus shares from convertible notes and warrants.
• The reported beneficial ownership includes 3,980,890 shares from the assumed conversion of $50 million aggregate principal amount of NextNav's 5.00% Senior Secured Convertible Notes due 2028, convertible at a rate of $79.6178 per share per $1,000 principal amount.
• It also includes 1,950,000 shares from the assumed exercise of warrants held by CF NNAV-P LLC, with exercise prices ranging from $12.56 to $20.00 per share.
• Other Fortress-affiliated entities, such as FCOF V UST LLC and CF NNAV-E LLC, reported beneficial ownership of 11,678,054 shares (8.5%), and FCOF V CDG Investments LLC reported 15,658,944 shares (11.4%).
• The filing is an Amendment No. 1 to a Schedule 13G, indicating a change from a previous filing, and certifies that the securities were not acquired for the purpose of changing or influencing control of NextNav Inc.

Sentiment

Score: 6

Explanation: The filing is a routine disclosure of significant beneficial ownership by a group of institutional investors. While it doesn't contain operational or financial performance updates, the continued substantial stake by Fortress-affiliated entities can be viewed as a positive signal of long-term confidence in NextNav Inc.

Positives

• Significant institutional investment from Fortress-affiliated entities indicates a notable vote of confidence in NextNav Inc.'s long-term prospects.
• The holding of convertible notes and warrants suggests a strategic investment that could provide capital to NextNav Inc. and allow for future equity participation.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: The disclosure of a significant institutional stake by Fortress-affiliated entities may provide a degree of stability and confidence, potentially influencing market perception.
• Company Management: Awareness of a large, passive institutional shareholder group may influence strategic decisions, though the filing explicitly states no intent to control.

Key Dates

Keywords

NextNav Inc., Fortress Investment Group, Beneficial Ownership, Schedule 13G, Common Stock, Convertible Notes, Warrants, SEC Filing, Institutional Investor, Equity Stake