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AST SpaceMobile (ASTS) COO gets 66,667-share award as PSUs vest and taxes withheld

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

Rhea-AI Filing Summary

AST SpaceMobile Chief Operating Officer Shanti B. Gupta reported equity-related compensation activity, not open-market trading. On May 18, 2026, Gupta received a grant of 66,667 shares of Class A Common Stock as a stock award. The filing notes that this reflects achievement of performance-based stock unit awards granted on September 26, 2024, after the compensation committee certified that company and individual performance goals were met.

In connection with vesting of PSUs representing 22,222 shares, 11,350 shares were withheld to cover tax liabilities, resulting in a net vested 10,872 shares. Following these transactions, Gupta directly holds 445,372 Class A shares. The remaining PSUs tied to this award are scheduled to vest in equal portions on May 15, 2027 and May 15, 2028, subject to continued service.

Positive

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Insider Gupta Shanti B.
Role Chief Operating Officer
Type Security Shares Price Value
Grant/Award Class A Common Stock 66,667 $0.00 --
Tax Withholding Class A Common Stock 11,350 $86.83 $986K
Holdings After Transaction: Class A Common Stock — 445,372 shares (Direct, null)
Footnotes (1)
  1. Represents achievement of certain performance-based stock unit awards ("PSUs") granted on September 26, 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 22,222 shares of Class A Common Stock vested immediately on May 18, 2026 and the remaining PSUs will vest equally on May 15, 2027 and May 15, 2028, 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. Represents a payment of tax liability by withholding securities incident to the vesting of PSUs representing 22,222 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 10,872 shares.
Tax-withheld shares 11,350 shares Withheld to cover tax liability on PSU vesting
Equity grant 66,667 shares Class A Common Stock award to COO on May 18, 2026
Shares held after transactions 445,372 shares Direct Class A holdings by COO after Form 4 events
PSUs vesting tranche 22,222 shares Performance-based stock units tied to May 18, 2026 vesting
Net vested shares 10,872 shares PSU vesting after tax withholding on May 18, 2026
Fair value per share $86.83 per share Price per share used for tax-withholding entry
performance-based stock unit awards financial
"Represents achievement of certain performance-based stock unit awards ("PSUs") granted on September 26, 2024..."
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.
PSUs financial
"One third of the PSUs representing 22,222 shares of Class A Common Stock vested immediately..."
PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.
Rule 16b-3 regulatory
"PSUs representing 22,222 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 PSUs..."
vesting financial
"The remaining PSUs will vest equally on May 15, 2027 and May 15, 2028..."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Gupta Shanti B.
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/18/2026A66,667(1)A$0445,372D
Class A Common Stock05/18/2026F11,350(2)D$86.83434,022D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents achievement of certain performance-based stock unit awards ("PSUs") granted on September 26, 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 22,222 shares of Class A Common Stock vested immediately on May 18, 2026 and the remaining PSUs will vest equally on May 15, 2027 and May 15, 2028, 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 22,222 shares of Class A Common Stock issued in accordance with Rule 16b-3, resulting in a net vested number of 10,872 shares.
/s/ Shanti Gupta05/20/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did AST SpaceMobile (ASTS) report for COO Shanti Gupta?

AST SpaceMobile reported that COO Shanti B. Gupta received a grant of 66,667 Class A shares and had 11,350 shares withheld for taxes. These actions relate to performance-based stock units vesting, rather than any open-market share purchases or sales.

How many ASTS shares does COO Shanti Gupta hold after the latest Form 4?

After the reported award and tax withholding, COO Shanti B. Gupta directly holds 445,372 shares of AST SpaceMobile Class A Common Stock. This total reflects equity compensation activity, including PSUs that vested and shares withheld to satisfy associated tax obligations.

What performance-based stock units vested for AST SpaceMobile (ASTS) on May 18, 2026?

PSUs representing 22,222 AST SpaceMobile Class A shares vested in part on May 18, 2026. The vesting followed compensation committee certification that performance goals were met, with 11,350 shares withheld for taxes and a net 10,872 shares delivered to COO Shanti B. Gupta.

Were the recent ASTS insider transactions open-market buys or sells?

No, the transactions were not open-market trades. They involved a 66,667-share equity grant and 11,350 shares withheld to cover taxes upon PSU vesting. These are compensation and tax events, not discretionary market purchases or sales of ASTS stock.

What is the vesting schedule for AST SpaceMobile (ASTS) PSUs mentioned in the Form 4?

One-third of the performance-based stock units vested on May 18, 2026, representing 22,222 shares. The remaining PSUs tied to this award are scheduled to vest equally on May 15, 2027, and May 15, 2028, contingent on Shanti B. Gupta’s continued service.

How were taxes handled on the ASTS PSU vesting for COO Shanti Gupta?

Taxes were settled by withholding shares rather than paying cash. When PSUs representing 22,222 shares vested, 11,350 shares were withheld to cover tax liabilities, resulting in a net 10,872 AST SpaceMobile shares delivered to COO Shanti B. Gupta.