NextNav director and 10% owner increases stake with 58,457-share buy

Rhea-AI Filing Summary

NextNav Inc. (NN) reported an insider stock purchase by a director and 10% owner, Joseph Samberg. On 11/21/2025, an indirect account, The Joseph D. Samberg Revocable Trust, purchased 58,457 shares of NextNav common stock at a weighted average price of $11.86 per share, through multiple trades between $11.64 and $12.09.

Following this transaction, the trust is shown as beneficially owning 9,745,600 shares indirectly, with additional indirect holdings listed for several related entities and family trusts, each reported separately. The filing notes that Samberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

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

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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^*

SAMBERG JOSEPH D

(Last) (First) (Middle)

1901 BOSTON POST ROAD

(Street)

RYE NY 10580

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEXTNAV INC. [ NN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025

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
Common Stock	11/21/2025		P		58,457	A	$11.86(2)	9,745,600	I	By The Joseph D. Samberg Revocable Trust(1)
Common Stock								760,000	I	By JDS TMT, LP(1)
Common Stock								1,000,000	I	By The Joe & Sandy Samberg Foundation, Inc.(1)
Common Stock								400,000	I	By NHW Ventures LLC(1)
Common Stock								125,000	I	By Zachary Abram Samberg Trust DTD 1/7/99(1)
Common Stock								125,000	I	By Max H Samberg Trust DTD 2/14/01(1)
Common Stock								100,000	I	By Acadia Woods Partners, LLC(1)

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. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

2. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.64 to $12.09, inclusive. The reporting person undertakes to provide to NextNav Inc., any security holder of NextNav Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (2) to this Form 4.

	/s/ Joseph Samberg	11/24/2025
	** 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.

FAQ

What insider transaction did NextNav (NN) disclose in this Form 4?

The filing shows that a director and 10% owner, Joseph Samberg, indirectly purchased 58,457 shares of NextNav common stock on 11/21/2025 through The Joseph D. Samberg Revocable Trust.

At what price were the NextNav (NN) shares purchased by the insider?

The 58,457 shares were bought at a weighted average price of $11.86 per share, with individual trades executed between $11.64 and $12.09.

How many NextNav (NN) shares does the Samberg Revocable Trust beneficially own after the transaction?

After the reported purchase, The Joseph D. Samberg Revocable Trust is shown as beneficially owning 9,745,600 shares of NextNav common stock indirectly.

What other entities related to Joseph Samberg hold NextNav (NN) shares?

Other indirect holdings are reported for entities including JDS TMT, LP with 760,000 shares, The Joe & Sandy Samberg Foundation, Inc. with 1,000,000 shares, NHW Ventures LLC with 400,000 shares, and several family trusts and partnerships with additional shares.

Does Joseph Samberg claim full beneficial ownership of all reported NextNav (NN) shares?

No. The filing states that the reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest in them.

Was the NextNav (NN) insider trade reported as part of a Rule 10b5-1 plan?

The form includes a checkbox for trades under a Rule 10b5-1(c) trading plan, but the excerpt does not show it as selected for this transaction.