[Form 4] NEXTNAV INC. Insider Trading Activity

Rhea-AI Filing Summary

Christian D. Gates, Chief Financial Officer of NextNav Inc., reported a sale of common stock under a pre-established trading plan. On 09/16/2025 Mr. Gates sold 6,399 shares of NextNav common stock at $17.1047 per share pursuant to a Rule 10b5-1 sales plan adopted August 30, 2024. The filing shows 828,059 shares beneficially owned by Mr. Gates following the reported transaction, held directly. The Form 4 notes proceeds from the sale are intended to satisfy tax withholding obligations tied to the vesting of underlying equity awards. The report was signed 09/17/2025.

Positive

• Transaction executed under a Rule 10b5-1 plan, indicating pre-established, time-based trading procedures were used
• Reporting person retains a substantial direct holding of 828,059 shares after the sale

Negative

• Insider sale of 6,399 shares was reported (sold at $17.1047 per share) which reduces the officer's stake by that amount

Insights

Corporate Governance Expert

TL;DR: Routine insider sale under a pre-established 10b5-1 plan; governance procedures followed.

The Form 4 documents a sale executed pursuant to a Rule 10b5-1 plan adopted on 08/30/2024, indicating the transaction was pre-planned and therefore consistent with standard insider trading mitigation practices. The disclosure explicitly states the proceeds are for tax-withholding obligations related to vested awards, which aligns with common compensation-related liquidity events. The reporting person remains a substantial direct holder with 828,059 shares after the sale. From a governance perspective, the filing is complete and timely.

Securities/Compensation Analyst

TL;DR: Small, targeted sale to cover tax obligations; ownership remains sizable.

The sale of 6,399 shares at $17.1047 per share is described as intended to cover tax withholding for vested equity awards, a routine outcome of equity compensation vesting. The quantity sold represents a small fraction of the 828,059 shares reported post-transaction, so the economic stake of the officer remains material in absolute terms. The transaction code and the checked box confirming a 10b5-1 plan provide clarity on execution mechanics and timing.

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^*

Gates Christian D.

(Last) (First) (Middle)

11911 FREEDOM DR.

STE. 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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	09/16/2025		S(1)		6,399	D	$17.1047	828,059	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 August 30, 2024 and the proceeds are intended to be used to satisfy tax withholding obligations in connection with the vesting of the underlying equity awards.

Remarks:

	/s/ Christian Gates	09/17/2025
	** 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 (NXNVW) insider Christian D. Gates report on Form 4?

Mr. Gates reported a sale of 6,399 shares on 09/16/2025 at $17.1047 per share under a Rule 10b5-1 plan; he holds 828,059 shares after the transaction.

Why was the sale by the NextNav (NXNVW) officer made?

The Form 4 states proceeds were intended to satisfy tax withholding obligations related to the vesting of underlying equity awards.

Was the sale pre-planned under a 10b5-1 plan?

Yes. The filing indicates the sale was effected pursuant to a Rule 10b5-1 sales plan adopted on 08/30/2024 and the related checkbox is marked.

How many shares does Christian Gates own after the reported transaction?

828,059 shares beneficially owned, held directly, as reported on the Form 4.

When was the transaction executed and when was the Form 4 signed?

Transaction date: 09/16/2025. Form signed: 09/17/2025.