AST SpaceMobile (ASTS) CFO uses vested stock to cover tax liability

Rhea-AI Filing Summary

AST SpaceMobile, Inc. director and CFO/CLO Andrew Martin Johnson reported a tax-related share disposition tied to equity compensation. On vesting of 75,000 Restricted Stock Units in Class A Common Stock, 29,513 shares were withheld to cover tax liabilities at $70.68 per share, resulting in a net 45,487 shares vesting to him. Following this withholding, he directly holds 570,805 shares of Class A Common Stock. This was an administrative tax-withholding event, not an open-market sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Johnson Andrew Martin

Role CFO and CLO

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	29,513	$70.68	$2.09M

Holdings After Transaction: Class A Common Stock — 570,805 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withheld shares: 29,513 shares Withholding price: $70.68 per share RSUs vested: 75,000 shares +2 more

5 metrics

Tax-withheld shares 29,513 shares Shares withheld to cover tax liability on RSU vesting

Withholding price $70.68 per share Value used for 29,513 withheld shares

RSUs vested 75,000 shares Restricted Stock Units converting into Class A Common Stock

Net vested shares 45,487 shares Shares received by CFO after tax withholding

Post-transaction holdings 570,805 shares Class A Common Stock directly held after the transaction

Key Terms

Restricted Stock Units, Rule 16b-3, tax liability, Class A Common Stock

4 terms

Restricted Stock Units financial

"Represents a payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units representing 75,000 shares"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 16b-3 regulatory

"Restricted Stock Units representing 75,000 shares of Class A Common Stock issued in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

tax liability financial

"Represents a payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units"

Class A Common Stock financial

"Restricted Stock Units representing 75,000 shares of Class A Common Stock issued in accordance with Rule 16b-3"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Johnson Andrew Martin

(Last) (First) (Middle)

C/O AST SPACEMOBILE, INC., MIDLAND

AIR & SPACE PORT, 2901 ENTERPRISE LANE

(Street)

MIDLAND TEXAS 79706

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AST SpaceMobile, Inc. [ ASTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and CLO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/06/2026		F		29,513(1)	D	$70.68	570,805	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units representing 75,000 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 45,487 shares.

	/s/ Andrew M. Johnson	05/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did ASTS CFO Andrew Johnson report on this Form 4?

Andrew Johnson reported a tax-withholding disposition related to equity compensation. When 75,000 Restricted Stock Units vested, 29,513 shares of Class A Common Stock were withheld to cover taxes, leaving him with a net 45,487 vested shares and updated direct holdings.

Did the ASTS CFO sell shares on the open market in this filing?

No, the transaction reflects shares withheld for taxes, not an open-market sale. The company retained 29,513 Class A Common shares to satisfy Johnson’s tax liability upon RSU vesting, a routine administrative process commonly used in stock-based compensation programs.

How many AST SpaceMobile shares does the CFO hold after this tax-withholding event?

After the transaction, Andrew Johnson directly holds 570,805 shares of AST SpaceMobile Class A Common Stock. This figure reflects his position after 29,513 shares were withheld for taxes and 45,487 shares vested net from the original 75,000 Restricted Stock Units.

What do the 75,000 Restricted Stock Units in the ASTS Form 4 represent?

The 75,000 Restricted Stock Units represent a stock-based compensation award that vested into Class A Common Stock. Upon vesting, part of the resulting shares—29,513—was withheld to pay tax obligations, and 45,487 shares became fully vested and held by Andrew Johnson.

How is the ASTS CFO’s tax liability satisfied in this Form 4 transaction?

His tax liability is satisfied by withholding shares rather than paying cash. When the 75,000 RSUs vested, the company withheld 29,513 Class A Common shares, valued at $70.68 each, to cover taxes, and delivered the remaining 45,487 shares to him.

Is this AST SpaceMobile Form 4 transaction considered a strong market signal?

This filing describes a routine tax-withholding event, typically viewed as administrative rather than a market-timing decision. Shares were withheld to cover taxes on RSU vesting, with no open-market purchase or sale, so it generally carries limited informational value about management’s outlook.