NextNav (NN) CFO granted RSUs and options, sells 1,405 shares for taxes

Rhea-AI Filing Summary

NextNav Inc. Chief Financial Officer Timothy Gray reported new equity awards and a small share sale. On March 19, 2026, he received 3,372 restricted stock units as a bonus that fully vested that day and 41,028 additional RSUs that will vest over four years, subject to continued service.

He also received stock options for 60,342 shares of common stock at an exercise price of $20.39 per share, expiring in 2036. On March 20, 2026, he sold 1,405 shares of common stock at $18.11 per share, with the proceeds intended to cover tax withholding on the bonus RSUs, and held 131,786 common shares afterward.

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^*

Gray Timothy

(Last) (First) (Middle)

11911 FREEDOM DRIVE

SUITE 200

(Street)

RESTON VIRGINIA 20190

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/19/2026		A(1)		3,372	A	$0	92,163	D
Common Stock	03/19/2026		A(2)		41,028	A	$0	133,191	D
Common Stock	03/20/2026		S(3)		1,405	D	$18.11	131,786	D

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
Stock Option (Right to Buy)	$20.39	03/19/2026		A		60,342		(4)	03/19/2036	Common Stock	60,342	$0	60,342	D

Explanation of Responses:

1. Represents a bonus grant of restricted stock units ("RSUs"); 100% of the Bonus RSUs vested on March 19, 2026 (the grant date) (the "Bonus RSUs").

2. Represents a grant of RSUs that will vest over a four-year period. Subject to the Reporting Person's continued service through each of the applicable vesting dates, 1/4 of the RSUs shall vest on the one-year anniversary of March 19, 2026, and 1/16 of the RSUs shall vest quarterly in substantially equal installments thereafter.

3. The proceeds of this sale are intended to be used to satisfy tax withholding obligations in connection with the vesting of the Bonus RSUs.

4. Represents a grant of stock options (the "Options"). Subject to the Reporting Person's continued service through each of the applicable vesting dates, twenty five percent (25%) of the Options shall vest on the one-year anniversary of March 19, 2026, and the remaining portion shall vest in equal quarterly installments over the subsequent three years.

	/s/ James Black, by power of attorney	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did NextNav (NN) CFO Timothy Gray report in this Form 4?

Timothy Gray reported equity compensation awards and a small share sale. He received RSU grants, a new stock option grant, and sold 1,405 shares mainly to fund tax withholding tied to a fully vested bonus RSU award.

How many RSUs did NextNav CFO Timothy Gray receive in March 2026?

He received two RSU grants totaling 44,400 units. A 3,372-unit bonus RSU grant vested immediately on March 19, 2026, and a separate 41,028-unit RSU grant will vest over four years, assuming continued service with NextNav Inc.

What stock options were granted to NextNav (NN) CFO Timothy Gray?

He received options for 60,342 shares of common stock. The options have a $20.39 exercise price, vest 25% after one year from March 19, 2026, then quarterly over three years, and expire in 2036, subject to continued service.

How many NextNav shares did CFO Timothy Gray sell and at what price?

He sold 1,405 shares of NextNav common stock. The sale occurred on March 20, 2026 at a price of $18.11 per share, with proceeds intended to satisfy tax withholding on his bonus RSU vesting.

Why did NextNav CFO Timothy Gray sell shares according to the Form 4 footnotes?

The sale proceeds were intended to satisfy tax withholding obligations. The footnote explains that the 1,405-share sale on March 20, 2026 was made to cover taxes related to vesting of the fully vested bonus RSUs granted the prior day.

How many NextNav (NN) common shares did Timothy Gray hold after these transactions?

After the March 20, 2026 sale, Timothy Gray directly held 131,786 shares of NextNav common stock. This figure reflects his position following the 1,405-share sale that funded tax withholding on his fully vested bonus RSU award.