[SCHEDULE 13G/A] MACOM Technology Solutions Holdings, Inc SEC Filing

Rhea-AI Filing Summary

AST SpaceMobile (ASTS) files a preliminary 424(b)(5) prospectus to sell an unspecified number of Class A shares in a registered-direct placement and, in a separate Rule 144A deal, issue $500 million (plus $75 million option) of 2032 convertible senior notes.

Net equity proceeds will fund a $135 million cash repurchase of existing 4.25% 2032 converts; note and equity offerings are cross-conditional but independent. Cash as of 30 Jun 25 is estimated at $939.4 million; total debt is $278.6 million (incl. $235 million converts).

The company recently raised $488.7 million via an ATM program and repurchased $225 million of converts using a $502.9 million equity deal. It also issued 4.7 million penny warrants to Ligado and may pay future spectrum fees in stock.

ASTS expects to pay $550 million to Ligado/Inmarsat for long-term access to up to 45 MHz of U.S./Canadian L-band spectrum, backed by a non-recourse $550 million delayed-draw term loan, pending regulatory approval.

Operationally, five Block 1 satellites launched in 2024; >60 Block 2 launches are planned in 2025-26 to achieve continuous global direct-to-device coverage. The service has yet to generate recurring revenue; limited government and equipment sales have begun.

Key risks disclosed include significant capital needs, dilution, regulatory approvals and execution of the Ligado transaction.

Positive

• $939.4 million cash balance (30 Jun 25) provides substantial liquidity runway
• Concurrent $500 million convertible note and equity raise could add >$800 million gross capital
• Non-recourse $550 million credit facility shields parent balance sheet while funding spectrum rights
• Secured long-term access to up to 45 MHz mid-band spectrum, enhancing competitive position
• Government contracts (~$63 million) and equipment sales create initial revenue streams

Negative

• Equity issuance and penny warrants create significant dilution for existing shareholders
• Spectrum payments of $550 million plus ≥$80 million annual fees raise future cash burn
• Commercial service not yet launched; revenue visibility remains uncertain
• Execution risk on manufacturing and launching >60 Block 2 satellites in 2025-26
• Ligado transaction contingent on regulatory and bankruptcy court conditions; failure would disrupt spectrum strategy

Insights

Equity Analyst

TL;DR: Dilution offsets liquidity gain; outlook hinges on spectrum deal and satellite rollout.

The twin offerings add flexibility: ASTS could exit Q3-25 with >$1.3 billion gross cash if both tranches price, covering near-term satellite capex and the staged Ligado payments. However, the direct share sale (size TBD) comes atop 13.6 million ATM shares and 9.45 million prior equity shares, expanding the float and capping upside. Conversion of new and old notes, penny warrants and option grants represents further overhang. Execution risk on Block 2 manufacturing, FCC approvals and the 2025-26 launch cadence remains high. Liquidity is strong, but free-cash-flow breakeven is distant; equity investors face continued financing cycles.

Credit Analyst

TL;DR: Non-recourse spectrum loan limits parent risk; new converts rank senior unsecured.

The proposed $500 million notes lengthen maturity to 2032 and fund operations rather than refinancing, while the $550 million term loan sits at a spectrum SPV, insulated from ASTS credit. Cash proceeds plus capped-call costs leave adequate cushion, but leverage (net debt/EBITDA negative) remains optics-heavy until revenue generation. Noteholders gain customary put at fundamental change and 130% call hurdle after 2029; capped call should mitigate share dilution up to an estimated 100-120% premium.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 15)

MACOM Technology Solutions Holdings, Inc.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

55405Y100

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 55405Y100

1

Names of Reporting Persons

Susan M. Ocampo

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,623.00
6	Shared Voting Power 10,033,952.00
7	Sole Dispositive Power 1,623.00
8	Shared Dispositive Power 10,033,952.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,035,575.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

13.5 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MACOM Technology Solutions Holdings, Inc.
(b)	Address of issuer's principal executive offices: 100 Chelmsford Street, Lowell, MA 01851
Item 2.
(a)	Name of person filing: This Amendment No. 15 to Schedule 13G is filed by Susan M. Ocampo. Reference is hereby made to the Schedule 13G filed with the Securities and Exchange Commission on February 14, 2013, Amendment No. 1 thereto filed on February 12, 2014, Amendment No. 2 thereto filed on February 18, 2015, Amendment No. 3 thereto filed on February 10, 2016, Amendment No. 4 thereto filed on January 12, 2017, Amendment No. 5 thereto filed on January 11, 2018, Amendment No. 6 thereto filed on January 16, 2019, Amendment No. 7 thereto filed on January 15, 2020, Amendment No. 8 thereto filed on January 6, 2021, Amendment No. 9 thereto filed on January 18, 2022, Amendment No. 10 thereto filed on January 12, 2023, Amendment No. 11 thereto filed on January 23, 2024, Amendment No. 12 thereto filed on October 28, 2024, Amendment No. 13 thereto filed on February 10, 2025 and Amendment No. 14 thereto filed on April 21, 2025 (as so amended, the "Schedule 13G"). Terms defined in the Schedule 13G are used herein as so defined. The items responded to in this Amendment No. 15 are hereby amended and restated.
(b)	Address or principal business office or, if none, residence: c/o MACOM Technology Solutions Holdings, Inc., 100 Chelmsford Street, Lowell, MA 01851
(c)	Citizenship: United States
(d)	Title of class of securities: Common Stock, $0.001 par value
(e)	CUSIP No.: 55405Y100
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by this paragraph is set forth in the cover page to this Schedule 13G/A and is incorporated herein by reference. The aggregate 10,035,575 shares reported as beneficially owned by the Reporting Person consists of (x) 1,623 shares directly held by Susan M. Ocampo and (y) (i) 4,415,331 shares held by Susan M. Ocampo as trustee of the Ocampo Family Trust, (ii) an aggregate of 4,118,621 shares held by Susan M. Ocampo as trustee of trusts for the benefit of her children and (iii) 1,500,000 shares held in a grantor retained annuity trust (collectively, the "Trusts"). Susan M. Ocampo is the trustee of each of the Trusts and has voting and dispositive power over the shares held by the Trusts.
(b)	Percent of class: The information required by this paragraph is set forth in the cover page to this Schedule 13G/A and is incorporated herein by reference. Percentage ownership is based on 74,464,753 shares of Common Stock outstanding as of June 30, 2025, as provided to the Reporting Person by the Issuer.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by this paragraph is set forth in the cover page to this Schedule 13G/A and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by this paragraph is set forth in the cover page to this Schedule 13G/A and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by this paragraph is set forth in the cover page to this Schedule 13G/A and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by this paragraph is set forth in the cover page to this Schedule 13G/A and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Susan M. Ocampo

Signature:	/s/ Susan M. Ocampo
Name/Title:	Susan M. Ocampo, individually
Date:	07/24/2025

FAQ

How much cash does ASTS have after recent financings?

Preliminary figures show $939.4 million in cash and restricted cash as of 30 Jun 25.

What is the size and purpose of the 2032 convertible notes ASTS plans to issue?

ASTS targets $500 million (plus $75 million option) in senior unsecured notes; proceeds fund capped calls and general corporate needs.

How will the equity proceeds be used?

Net proceeds will fund up to $135 million cash repurchase of existing 4.25% 2032 convertible notes.

What are the key terms of the Ligado spectrum transaction?

ASTS will pay $550 million and annual fees for 80-year rights to up to 45 MHz of L-band spectrum in the U.S. and Canada.

When does ASTS expect to begin continuous service?

Management targets launching >60 Block 2 satellites during 2025-26 to reach continuous coverage in major markets.

What ticker does ASTS trade under?

AST SpaceMobile Class A shares trade on Nasdaq as ASTS.