[Form 4] NextNav Inc. Warrant Insider Trading Activity

Rhea-AI Filing Summary

Mariam Sorond, CEO, President and Director of NextNav Inc. (NNAVW), reported the sale of 69,853 shares of common stock on 09/02/2025 under a Rule 10b5-1 plan. The sales were executed in multiple transactions at weighted-average prices of $17.5962 and $18.0383, with reported price ranges of $17.03–$18.02 and $18.03–$18.06 respectively. The filings state the proceeds are intended to satisfy tax withholding obligations from vesting equity awards. Following the transactions, the filing shows beneficial ownership of common stock of 1,410,652 shares (direct).

Positive

• Sales executed under a Rule 10b5-1 plan, which provides an affirmative defense and indicates preplanned transactions
• Filing discloses purpose of proceeds (to satisfy tax withholding obligations), adding transparency
• Reporter offers to provide breakdown of individual trade prices upon request, enhancing disclosure detail

Negative

• Insider sold 69,853 shares on 09/02/2025, which reduces the reporting person's direct holdings
• Sales occurred at market prices (weighted averages $17.5962 and $18.0383), potentially signaling insider liquidity needs

Insights

Financial Analyst

TL;DR: CEO sold 69,853 shares under a prearranged 10b5-1 plan to cover tax withholding; ownership remains over 1.41 million shares.

The reported disposals occurred on 09/02/2025 in multiple trades at weighted-average prices disclosed on the form. The transactions were carried out pursuant to a 10b5-1 sales plan adopted March 21, 2025 and designated to satisfy tax obligations tied to vested awards. The filing provides exact post-transaction beneficial ownership figures showing continued significant direct ownership (1,410,652 shares). This is a routine insider liquidity event rather than an operational or financial disclosure about the company.

Corporate Governance Expert

TL;DR: Sale used an established 10b5-1 plan, which supports preplanned compliance; disclosure is complete regarding ranges and purpose.

The Form 4 notes the sales were effected under a Rule 10b5-1 plan and explicitly states the proceeds' intended use for tax withholding, which aligns with standard governance practices for insider sales following equity vesting. The filer offers to provide detailed per-price sale breakdowns to the issuer, shareholders, or SEC staff upon request, enhancing transparency. No other governance events or changes are disclosed in this filing.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Sorond Mariam

(Last) (First) (Middle)

11911 FREEDOM DRIVE SUITE 200

(Street)

RESTON VA 20190

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, President and Director

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		S(1)		68,653	D	$17.5962(2)	1,411,852	D
Common Stock	09/02/2025		S(1)		1,200	D	$18.0383(3)	1,410,652	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

Explanation of Responses:

1. This sale was effected pursuant to a Rule 10b5-1 sales plan adopted by the Reporting Person on March 21, 2025 and the proceeds are intended to be used to satisfy tax withholding obligations in connection with the vesting of the underlying equity awards.

2. The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.03 to $18.02, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in Footnotes 2 and 3 to this Form 4.

3. The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.03 to $18.06, inclusive.

	/s/ Christian Gates, by power of attorney	09/03/2025
	** 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 did NextNav (NNAVW) insider Mariam Sorond sell on 09/02/2025?

The filing reports the sale of 69,853 shares of common stock in multiple transactions on 09/02/2025.

Why were the NNAVW shares sold by the reporting person?

The Form 4 states the proceeds are intended to be used to satisfy tax withholding obligations in connection with vesting equity awards.

Were the sales under a prearranged plan for NNAVW insider transactions?

Yes. The sales were effected pursuant to a Rule 10b5-1 sales plan adopted by the reporting person on March 21, 2025.

What were the reported prices for the NNAVW insider sales?

The form discloses weighted-average prices of $17.5962 and $18.0383, with trade price ranges of $17.03–$18.02 and $18.03–$18.06 respectively.

How many shares did the reporting person beneficially own after the reported transactions?

The Form 4 shows beneficial ownership following the transactions of 1,410,652 shares (direct).