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NextNav (NN) appoints Lisa Hook to board and names her lead independent director

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

NextNav Inc. reported that its Board of Directors expanded from nine to ten members and appointed Lisa Hook as a director. Her term runs until the 2026 Annual Meeting of Stockholders, when she will stand for reelection, and continues until a successor is elected and qualified.

Ms. Hook was also named the Board’s Lead Independent Director and joined the Technology and National Defense Committee and the Compensation and Human Capital Committee. For this role, she will receive an initial equity grant of approximately $75,000, an annual equity grant of approximately $175,000, and an annual cash retainer of $80,000, plus standard committee fees for non-employee directors.

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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): February 24, 2026 

 

NEXTNAV INC.

 

(Exact name of registrant as specified in its charter)

 

                                              

Delaware

 

001-40985

 

87-0854654

(State or other jurisdiction of
    incorporation)

 

11911 Freedom Drive, Ste. 200

Reston, Virginia 20190

Address of Principal Executive Offices

 

 

 

(Commission File Number)

 

(I.R.S. Employer
    Identification No.)

 

20190

(Zip code)

 

Registrant’s Telephone Number, Including Area Code: (800) 775-0982 

 

(Former name or former address, if changed since last report.)

 

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.  

 

 

 

 


 Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory   Arrangements of Certain Officers. 

(d) Appointment of Lisa Hook as Director

On February 24, 2026, the Board of Directors (the “Board”) of NextNav Inc. (the “Company”) increased the size of the Board from nine (9) directors to ten (10) directors and appointed Lisa Hook as a director to fill the resulting vacancy. Her term will expire at the Company’s 2026 Annual Meeting of Stockholders (the “Annual Meeting”) and will continue until her successor has been elected and qualified, subject, however, to earlier death, resignation, retirement, disqualification, or removal. She will stand for reelection at the Annual Meeting. Ms. Hook was appointed to serve as the Board’s Lead Independent Director and as a member of the Board’s Technology and National Defense and Compensation and Human Capital Committees.

For her service as Lead Independent Director, Ms. Hook will receive cash and equity compensation as follows: an initial equity grant of approximately $75,000, an annual equity grant of approximately $175,000, and an annual cash retainer of $80,000. Ms. Hook will also receive cash compensation for her service on Board committees, consistent with that provided to all non-employee directors. 

The Company will enter into an indemnity agreement with Ms. Hook in connection with her appointment to the Board. The indemnity agreement will be substantially the same form as the indemnity agreement for the other directors of the Company, which was filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on October 28, 2021.

No arrangement or understanding exists between Ms. Hook and any other person pursuant to which she was appointed as a director. There are no transactions in which she has an interest that would require disclosure under Item 404(a) of Regulation S-K.

 

 


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.

                                                                             

 

NEXTNAV INC.

 

 

 

 Dated: February 27, 2026

 

By:

/s/     James Black

 

 

Name:  

James Black

 

 

Title:

General Counsel and Corporate Secretary

 

 


FAQ

What board change did NextNav Inc. (NN) announce in this 8-K?

NextNav expanded its Board of Directors from nine to ten members and appointed Lisa Hook as a new director. Her term runs until the 2026 Annual Meeting of Stockholders, where she will stand for reelection under the company’s normal governance process.

What role will Lisa Hook hold on NextNav Inc.’s board?

Lisa Hook was appointed as NextNav’s Lead Independent Director and as a member of the Technology and National Defense and Compensation and Human Capital Committees. These roles give her significant involvement in oversight of technology, national defense matters, and executive compensation and human capital policies.

How is Lisa Hook compensated for her role at NextNav Inc. (NN)?

For her service as Lead Independent Director, Lisa Hook will receive an initial equity grant of about $75,000, an annual equity grant of about $175,000, and an annual cash retainer of $80,000, plus standard cash compensation for her work on board committees.

Are there any related-party transactions involving Lisa Hook at NextNav Inc.?

The company stated there are no transactions involving Lisa Hook that require disclosure under Item 404(a) of Regulation S-K. This indicates no reportable related-party dealings between her and NextNav in connection with, or prior to, her appointment to the board.

Does Lisa Hook have any special arrangements for her appointment to NextNav’s board?

NextNav reported no arrangement or understanding between Lisa Hook and any other person that led to her appointment. She will, however, receive a standard director indemnity agreement, in the same form used for the company’s other directors, providing customary legal protection.

Will NextNav Inc. provide indemnification to Lisa Hook as a director?

Yes. NextNav will enter into an indemnity agreement with Lisa Hook in connection with her board appointment. The agreement will match the indemnity form used for other directors, providing customary protection for actions taken in her official capacity with the company.

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