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AST SpaceMobile (ASTS) President reports equity awards and related tax withholding

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

AST SpaceMobile, Inc. President Scott Wisniewski reported equity compensation activity on August 15, 2025. He was credited with 93,750 shares of Class A Common Stock from performance-based stock units after 125% target achievement, while 12,297 and 9,838 shares were withheld at $48.08 per share to cover PSU and RSU tax liabilities. Following these events, he directly holds 617,210 shares of Class A Common Stock.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Officer received a material PSU vesting event of 93,750 shares; tax withholding triggered disposals totaling 22,135 shares.

The filing documents achievement of performance conditions that converted 75,000 target PSUs into 93,750 contingent shares (125% payout). One-third vested immediately while the balance remains scheduled across two future anniversaries, preserving alignment with service requirements. The issuer withheld 22,135 shares via two dispositions at $48.08 to satisfy tax obligations, reducing reported beneficial ownership from 639,345 to 617,210 shares. This is a non-cash compensation realization event rather than an open-market sale and is typical for executive equity vesting and tax settlement.

TL;DR: Certification of performance milestones led to accelerated equity vesting; withholding disposals reflect standard tax-withholding practices.

The compensation committee certified company and individual performance metrics, triggering a 125% payout on PSUs. Vesting structure retains time-based service conditions for two-thirds of the award, supporting retention objectives. The reporting shows tax-withholding via share retention/disposition rather than cash payment, a common mechanism under Rule 16b-3. There are no indications of other derivative transactions or unusual related-party transfers in this Form 4.

Insider Wisniewski Scott
Role President
Type Security Shares Price Value
Grant/Award Class A Common Stock 93,750 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 12,297 $48.08 $591K
Exercise Price or Tax Liability Class A Common Stock 9,838 $48.08 $473K
Holdings After Transaction: Class A Common Stock — 617,210 shares (Direct)
Footnotes (3)
  1. F1. Represents achievement of 125% of the 75,000 target number of performance-based stock unit awards ("PSUs") granted on August 15, 2024, following certification by the Issuer's compensation committee that the applicable company and individual performance conditions had been satisfied. One third of the PSUs representing 31,250 shares of Class A Common Stock vested immediately on August 15, 2025 and the remaining PSUs will vest equally on August 15, 2026 and August 15, 2027, subject to the Reporting Person's continued service through the vesting dates. Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
  2. F2. Represents a payment of tax liability by withholding securities incident to the vesting of PSUs representing 31,250 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 18,953 shares.
  3. F3. Represents a payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units representing 25,000 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 15,162 shares.
Performance-based shares credited 93,750 shares Class A Common Stock from performance-based stock unit awards on August 15, 2025
PSU tax-withholding shares 12,297 shares Shares withheld to cover tax liability on vesting of PSUs representing 31,250 shares
RSU tax-withholding shares 9,838 shares Shares withheld to cover tax liability on vesting of RSUs representing 25,000 shares
Tax-withholding price $48.08 per share Per-share value used for tax-withholding dispositions on August 15, 2025
Immediate PSU vesting 31,250 shares PSUs vesting immediately on August 15, 2025 from the performance-based award
Net PSU vested shares 18,953 shares Net vested shares after PSU tax withholding of 12,297 shares
Net RSU vested shares 15,162 shares Net vested shares after RSU tax withholding of 9,838 shares
Post-transaction direct holding 617,210 shares Direct Class A Common Stock held by Scott Wisniewski after reported transactions
performance-based stock unit awards financial
"achievement of 125% of the 75,000 target number of performance-based stock unit awards"
Performance-based stock unit awards are promises to give company shares to executives or employees only if the business meets specific targets, such as revenue, profit, or share-price goals. Think of it like a bonus that pays out in stock only when measurable objectives are hit; investors watch these awards because they affect future share supply, signal how management is incentivized, and can influence company performance and shareholder value.
Restricted Stock Units financial
"vesting of Restricted Stock Units representing 25,000 shares of Class A Common Stock"
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
"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.
contingent right financial
"Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock"
tax liability by withholding securities financial
"Represents a payment of tax liability by withholding securities incident to the vesting"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What equity award did ASTS President Scott Wisniewski receive in this Form 4?
Scott Wisniewski received 93,750 shares of Class A Common Stock from performance-based stock units. Footnotes state this reflects 125% achievement of a 75,000 PSU target, with portions vesting immediately and in 2026 and 2027, subject to continued service.

How many ASTS shares were withheld for Scott Wisniewski’s PSU tax obligations?
To cover tax on PSU vesting, 12,297 shares of Class A Common Stock were withheld at $48.08 per share. This related to PSUs representing 31,250 shares, leaving a net vested amount of 18,953 shares to Wisniewski.

What is Scott Wisniewski’s direct Class A shareholding in ASTS after these transactions?
After the reported award and tax-withholding transactions, Scott Wisniewski directly holds 617,210 shares of AST SpaceMobile Class A Common Stock. This post-transaction holding is explicitly stated as his canonical balance in the reported position data.

Were Scott Wisniewski’s ASTS transactions open-market buys or sells?
The filing shows no open-market buys or sells. It reports a grant of 93,750 shares from performance-based stock units and two tax-withholding dispositions totaling 22,135 shares (12,297 and 9,838) tied to PSU and RSU vesting.
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*
Wisniewski Scott
(Last) (First) (Middle)
C/O AST SPACEMOBILE, INC., MIDLAND
AIR & SPACE PORT, 2901 ENTERPRISE LANE
(Street)
MIDLAND TX 79706
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AST SpaceMobile, Inc. [ ASTS? ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 08/15/2025 A 93,750(1) A $0 639,345 D
Class A Common Stock 08/15/2025 F 12,297(2) D $48.08 627,048 D
Class A Common Stock 08/15/2025 F 9,838(3) D $48.08 617,210 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 achievement of 125% of the 75,000 target number of performance-based stock unit awards ("PSUs") granted on August 15, 2024, following certification by the Issuer's compensation committee that the applicable company and individual performance conditions had been satisfied. One third of the PSUs representing 31,250 shares of Class A Common Stock vested immediately on August 15, 2025 and the remaining PSUs will vest equally on August 15, 2026 and August 15, 2027, subject to the Reporting Person's continued service through the vesting dates. Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents a payment of tax liability by withholding securities incident to the vesting of PSUs representing 31,250 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 18,953 shares.
3. Represents a payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units representing 25,000 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 15,162 shares.
/s/ Scott Wisniewski 08/19/2025
** 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.

Source: View Original Filing on SEC EDGAR