[8-K] NEXTNAV INC. Reports Material Event

Rhea-AI Filing Summary

NextNav Inc. reported first quarter 2026 results showing it remains in investment mode with significantly reduced losses. For the three months ended March 31, 2026, revenue was $ 995 (in thousands), down from $ 1,539 a year earlier, while net loss narrowed to $ 10,621 from $ 58,579 (both in thousands).

As of March 31, 2026, the company held $ 30,598 in cash and cash equivalents and $ 112,361 in short-term investments (in thousands), against long-term debt, net, of $ 267,190 and a stockholders’ equity deficit of $ 89,967 (in thousands). Net cash used in operating activities was $ 10,041 (in thousands), indicating continued cash burn as the business develops its positioning and 3D geolocation platform.

Insights

Equity research analyst

Loss narrows sharply, but revenue declines and cash burn continues.

NextNav delivered a much smaller net loss of $ 10,621 versus $ 58,579 (in thousands) year over year, largely driven by favorable non‑cash items like changes in fair value of derivative liabilities and warrants, while revenue fell to $ 995 from $ 1,539 (in thousands).

The balance sheet shows $ 30,598 in cash and cash equivalents plus $ 112,361 in short‑term investments (in thousands), offset by $ 267,190 of long‑term debt, net, and a stockholders’ equity deficit of $ 89,967 (in thousands). This capital structure underscores reliance on debt and equity financing.

Net cash used in operating activities of $ 10,041 (in thousands) for the quarter reflects ongoing cash burn as the company advances its PNT and 3D geolocation technology. Future filings for periods after March 31, 2026 will clarify whether operating losses and cash use continue to trend down.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 14, 2026

NEXTNAV INC.

(Exact name of registrant as specified in its charter)

Delaware		001-40985		87-0854654
(State or other jurisdiction of     incorporation or organization)		(Commission File Number)		(I.R.S. Employer     Identification No.)

11911 Freedom Drive, Ste. 200

Reston, Virginia 20190

(800) 775-0982

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of exchange on which registered
Common Stock, par value $0.0001 per share		NN		Nasdaq Capital Market
Warrants, each to purchase one share of Common Stock		NNAVW		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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Item 2.02. Results of Operations and Financial Condition.

On May 14, 2026, NextNav Inc. issued a press release announcing its financial results for the three months ended March 31, 2026. A full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

This information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit		Description
99.1		Press release dated May 14, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 14, 2026

	NEXTNAV INC.
	By:	/s/     Timothy A. Gray
		Name:	Timothy A. Gray
		Title:	Chief Financial Officer

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Exhibit 99.1

NextNav Inc. Reports First Quarter 2026 Results and Operational Highlights

RESTON, VA., May 14, 2026 -- NextNav Inc. (NASDAQ: NN) a leader in next generation positioning, navigation, and timing (PNT) and 3D geolocation, today reported its financial results and operational updates for the quarter ended March 31, 2026.

“As the FCC process continues, we are proactively addressing concerns, engaging constructively with key stakeholders, and reinforcing the strength of our technical foundation as we continue to deliver a resilient, future‑proof terrestrial complement and backup to GPS,” said Mariam Sorond, CEO of NextNav. “At the same time, we are building momentum toward commercialization and seeing expanded interest across the broader ecosystem. We have full trust in an FCC framework that has, time and time again, successfully resolved spectrum matters more complex than ours.”

Operational Highlights

 On May 14, 2026, NextNav announced it has joined the OCUDU Ecosystem Foundation, a collaborative initiative hosted by the Linux Foundation to advance open, secure, and interoperable Open RAN centralized unit and distributed unit (CU/DU) implementation. Details can be found here.

 On May 5, 2026, NextNav announced its demonstration of 5G and RFID coexistence in the lower 900 MHz band. Details can be found here.

Financial Highlights

 Balance Sheet: As of March 31, 2026, the Company had $143 million in cash and cash equivalents and short-term investments. Net long-term debt of $267.2 million includes derivative liability of $106.7 million, and is net of unamortized discount of $29.5 million, with a face value of $190 million.

Conference Call Information

NextNav will host a conference call for analysts and investors at 5:00 pm ET on Thursday, May 14, 2026.

Registration for the conference call can be completed by visiting the following website prior to, or on the day of, the conference call: https://events.q4inc.com/attendee/572943920. After registering, each participant will be provided with call details and a registrant ID. Reminders will also be sent to registered participants via email. Alternatively, the conference call will be available via a live webcast.

To access the live webcast or a replay, visit the Company’s investor relations website at https://ir.nextnav.com/.

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To receive replay details, please register through the link above. After registering for replay details, each participant will be provided with call details and access codes to listen to the call playback.

About NextNav Inc.

NextNav Inc. (Nasdaq: NN) is a leader in next-generation 3D Positioning, Navigation, and Timing (PNT) solutions. As the nation’s largest license holder in a spectrum band expressly designated for terrestrial positioning services, NextNav is uniquely positioned to enable a widescale terrestrial complement and backup to GPS. Leveraging licensed low-band spectrum and the global 5G ecosystem, NextNav is focused on delivering an accurate, reliable, and resilient 3D PNT solution to protect national security, public safety, and the economy. Learn more at www.nextnav.com.

For more information, please visit https://nextnav.com/ or follow NextNav on X at https://x.com/NextNav or LinkedIn at https://www.linkedin.com/company/nextnav/.

Source: NextNav

Contact:
Sloane & Company
nextnav@sloanepr.com

Forward-Looking Statements

This press release contains “forward‑looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward‑looking statements can be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of NextNav’s management and are not predictions of actual performance.

These forward‑looking statements are subject to a number of risks and uncertainties, including, but not limited to, the following factors: the failure to realize the anticipated benefits of, or achieve commercial acceptance for, NextNav’s technology across targeted industries (including public safety and mobility); difficulties, delays, or unforeseen challenges in the development, deployment, operation, or integration of NextNav’s network, assets, software, or other technologies, including its next‑generation terrestrial 3D PNT technology; adverse regulatory developments, including action or inaction by the Federal Communications Commission (“FCC”) or other federal or state governmental authorities affecting spectrum allocation, location‑based services, the use of licensed spectrum, or E911 or related requirements; the outcome and timing of NextNav’s pending petition for rulemaking before the FCC and the possibility that the FCC may not issue a notice of proposed rulemaking (“NPRM”), may delay or decline to adopt a subsequent report and order (“R&O”), or may adopt rules that differ materially from those sought by NextNav; opposition to NextNav’s regulatory efforts from third parties; legislative or executive branch actions, including appropriations or other measures, that could limit, condition, delay, or prevent FCC action; interagency review and coordination processes that may identify issues, impose conditions, require modifications to NextNav’s proposals, or result in additional delays or a decision not to proceed with rulemaking; and NextNav’s ability to execute its business plan, including entering into and maintaining strategic partnerships, managing growth, and achieving or sustaining profitability.

These factors are not exhaustive. Additional risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward‑looking statements are described in NextNav’s filings with the Securities and Exchange Commission, including, but not limited to, the “Risk Factors” section of NextNav’s most recent Annual Report on Form 10‑K and subsequent Quarterly Reports on Form 10‑Q. If any of these risks materialize, or if NextNav’s assumptions prove incorrect, actual results could differ materially from those contemplated by the forward‑looking statements. You are cautioned not to place undue reliance on these statements, which speak only as of the date they are made. Except as required by law, NextNav undertakes no obligation to publicly update or revise any forward‑looking statements to reflect subsequent events or circumstances.

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NextNav Inc.

CONDENSED Consolidated Balance Sheets

(IN THOUSANDS, EXCEPT SHARE DATA)

	March 31, 2026 (unaudited)			December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	30,598		$	44,757
Short term investments		112,361			107,381
Accounts receivable		1,380			2,346
Other current assets		3,523			2,927
Total current assets	$	147,862		$	157,411
Property and equipment, net of accumulated depreciation of $16,969 and $16,458 at March 31, 2026 and December 31, 2025, respectively		11,571			11,763
Operating lease right-of-use assets		14,052			14,856
Goodwill		18,703			19,161
Intangible assets, net		41,890			42,167
Other assets		1,566			1,661
Total assets	$	235,644		$	247,019
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	1,502		$	661
Accrued expenses and other current liabilities		9,461			8,560
Operating lease current liabilities		2,506			2,673
Deferred revenue		633			491
Total current liabilities	$	14,102		$	12,385
Warrants		29,737			33,167
Operating lease noncurrent liabilities		11,773			12,337
Other long-term liabilities		2,809			1,776
Long-term debt, net		267,190			273,589
Total liabilities	$	325,611		$	333,254
Stockholders’ equity:
Common stock, authorized 500,000,000 shares; 136,191,797 and 135,504,497 shares issued and 136,059,569 and 135,372,269 shares outstanding at March 31, 2026 and December 31, 2025, respectively		15			15
Additional paid-in capital		969,657			961,991
Accumulated other comprehensive income		3,034			3,811
Accumulated deficit		(1,061,980)			(1,051,359)
Common stock in treasury, at cost; 132,228 shares at both March 31, 2026 and December 31, 2025		(693)			(693)
Total stockholders’ equity (deficit)	$	(89,967)		$	(86,235)
Total liabilities and stockholders’ equity	$	235,644		$	247,019

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NextNav INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(UNAUDITED)

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

	Three Months Ended March 31,
	2026				2025
Revenue	$	995		$	1,539
Operating expenses:
Cost of goods sold (exclusive of depreciation and amortization)		2,122			2,533
Research and development		5,941			4,038
Selling, general and administrative		10,741			10,520
Depreciation and amortization		1,534			1,452
Total operating expenses	$	20,338		$	18,543
Operating loss	$	(19,343)		$	(17,004)
Other income (expense):
Interest expense, net		(3,913)			(2,738)
Debt extinguishment loss		—			(14,434)
Change in fair value of warrants		3,430			6,041
Change in fair value of derivative liability		9,175			(24,523)
Other income (loss), net		86			(5,863)
Loss before income taxes	$	(10,565)		$	(58,521)
Provision for income taxes		56			58
Net loss	$	(10,621)		$	(58,579)
Foreign currency translation adjustment		(777)			993
Comprehensive loss	$	(11,398)		$	(57,586)
Net loss		(10,621)			(58,579)
Net loss attributable to common stockholders – basic	$	(10,621)		$	(58,579)
Net loss attributable to common stockholders – diluted		(18,074)			(58,579)
Weighted average of shares outstanding – basic		135,327			131,104
Weighted average of shares outstanding – diluted		151,622			131,104
Net loss attributable to common stockholders per share – basic	$	(0.08)		$	(0.45)
Net loss attributable to common stockholders per share – diluted	$	(0.12)		$	(0.45)

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NextNav INC.

CONDENSED Consolidated Statements of Cash Flows

(UNAUDITED)

(IN THOUSANDS)

	Three Months Ended March 31,
	2026				2025
Operating activities
Net loss	$	(10,621)		$	(58,579)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1,534			1,452
Equity-based compensation		5,089			4,324
Change in fair value of warrants		(3,430)			(6,041)
Debt extinguishment loss		—			13,734
Issuance of common warrants		—			5,766
Change in fair value of derivative liability		(9,175)			24,523
Realized and unrealized gain on short term investments		(960)			(338)
Equity method investment loss		67			39
Asset retirement obligation accretion		50			26
Amortization of debt discount		2,776			1,739
Changes in operating assets and liabilities:
Accounts receivable		966			1,656
Other current assets		(622)			(749)
Other assets		22			16
Accounts payable		841			273
Deferred revenue		142			22
Accrued expenses and other liabilities		3,203			(254)
Operating lease right-of-use assets and liabilities		77			212
Net cash used in operating activities	$	(10,041)		$	(12,179)
Investing activities
Purchases of network assets, property, and equipment		(10)			(30)
Purchase of internal use software		(126)			(101)
Purchase of marketable securities		(88,020)			(31,463)
Sale and maturity of marketable securities		84,000			34,600
Net cash (used in) provided by investing activities	$	(4,156)		$	3,006
Financing activities
Proceeds from 2028 senior convertible notes		—			190,000
Repayment of 2026 senior secured notes		—			(70,000)
Payments towards debt issuance cost		—			(550)
Payments towards debt		(30)			(27)
Proceeds from exercise of common warrants		13			517
Proceeds from exercise of common stock options		250			232
Net cash provided by financing activities	$	233		$	120,172
Effect of exchange rates on cash and cash equivalents		(195)			93
Net (decrease) increase in cash and cash equivalents		(14,159)			111,092
Cash and cash equivalents at beginning of period		44,757			39,330
Cash and cash equivalents at end of period	$	30,598		$	150,422
Supplemental disclosures
Interest paid in cash	$	—		$	2,256
Income taxes paid, net	$	74		$	64

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Filing Exhibits & Attachments

6 documents

Press Releases

• EX-991 EXHIBIT 99.1 183.4 KB

Other Documents

• EX-101 DEFINITION 19.2 KB
• EX-101 PRESENTATION 19.3 KB
• EX-101 CALCULATION 883 B
• EX-101 LABEL 24.9 KB
• EX-101 SCHEMA 4.0 KB