NextNav Inc. received an amended Schedule 13G/A from investor Joseph D. Samberg and The Joseph D. Samberg Revocable Trust. The filing reports beneficial ownership of 13,110,000 shares of common stock, representing 7.77% of the class, based on 168,809,910 shares outstanding as of August 7, 2026. The Revocable Trust directly holds 10,500,000 shares, and entities that could be deemed controlled by Mr. Samberg hold an additional 2,610,000 shares. The reporting persons have shared voting and dispositive power over these shares and no sole voting or dispositive power. The filing states it should not be construed as an admission of beneficial ownership for any legal purpose.
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Key Figures
Beneficially owned shares (Samberg group):13,110,000 sharesOwnership percentage (Samberg group):7.77%Shares held by Revocable Trust:10,500,000 shares+3 more
6 metrics
Beneficially owned shares (Samberg group)13,110,000 sharesTotal common stock reported as beneficially owned by Joseph D. Samberg and related entities
Ownership percentage (Samberg group)7.77%Portion of NextNav common stock beneficially owned, based on 168,809,910 shares outstanding
Shares held by Revocable Trust10,500,000 sharesCommon stock directly held by The Joseph D. Samberg Revocable Trust
Ownership percentage (Revocable Trust)6.22%Trust’s portion of NextNav common stock, based on 168,809,910 shares outstanding
Shares outstanding168,809,910 sharesNextNav common stock outstanding as of August 7, 2026, per Form 10-Q
Shares held by controlled entities2,610,000 sharesCommon stock held by entities that could be deemed controlled by Joseph D. Samberg
"Mr. Samberg may be deemed to beneficially own the securities directly held by the Revocable Trust"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
shared voting powerfinancial
"Shared Voting Power 13,110,000.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 13,110,000.00"
Revocable Trustfinancial
"The Joseph D. Samberg Revocable Trust, of which Mr. Samberg serves as trustee"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
Schedule 13G/Aregulatory
"The Reporting Persons are filing this Amendment No. 6 to this Schedule 13G/A"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many NextNav Inc. (NN) shares does Joseph D. Samberg report owning?
Joseph D. Samberg reports beneficial ownership of 13,110,000 shares of NextNav Inc. common stock. This total includes 10,500,000 shares held directly by The Joseph D. Samberg Revocable Trust and 2,610,000 shares held by entities that could be deemed controlled by him.
What percentage of NextNav Inc. (NN) does Samberg’s group own?
The reporting persons disclose beneficial ownership of 7.77% of NextNav Inc.’s common stock. This percentage is calculated using 168,809,910 shares outstanding as of August 7, 2026, as referenced from the company’s Form 10-Q filed on August 11, 2026.
How many NextNav Inc. (NN) shares are held in The Joseph D. Samberg Revocable Trust?
The Joseph D. Samberg Revocable Trust directly holds 10,500,000 shares of NextNav Inc. common stock. These shares represent 6.22% of the outstanding common stock, based on the same 168,809,910-share reference from NextNav’s Form 10-Q.
Does Joseph D. Samberg have sole or shared voting power over NN shares?
The filing reports 0 shares with sole voting power and 13,110,000 shares with shared voting power for Joseph D. Samberg. The same 13,110,000 shares are also reported as subject to shared dispositive power and no sole dispositive power.
What is the share count used to calculate Samberg’s ownership in NextNav Inc. (NN)?
The ownership percentages are based on 168,809,910 shares of NextNav Inc. common stock outstanding. This outstanding share figure is taken from NextNav’s Form 10-Q for the period referenced, which states the amount outstanding as of August 7, 2026.
Does the Schedule 13G/A state that Samberg admits beneficial ownership of NN shares?
The filing explicitly states it should not be construed as an admission that any reporting person is a beneficial owner for purposes of Section 13 of the Exchange Act. The beneficial ownership is reported as required disclosure, without conceding legal status.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)
NextNav Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
65345N106
(CUSIP Number)
06/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
65345N106
1
Names of Reporting Persons
Joseph D. Samberg
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
13,110,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
13,110,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,110,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.77 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: The percentage in Row 11 is based upon 168,809,910 shares of Common Stock outstanding as of August 7, 2026 as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 11, 2026 (the "Form 10-Q").
SCHEDULE 13G
CUSIP Number(s):
65345N106
1
Names of Reporting Persons
The Joseph D. Samberg Revocable Trust
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,500,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,500,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,500,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.22 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage in Row 11 is based upon 168,809,910 shares of Common Stock outstanding as of August 7, 2026 as reported on the Issuer's Form 10-Q.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
NextNav Inc.
(b)
Address of issuer's principal executive offices:
11911 Freedom Dr., Ste. 200, Reston, VA 20190
Item 2.
(a)
Name of person filing:
The names of the persons filing this report (each a "Reporting Person", collectively, the "Reporting Persons") are (1) Joseph D. Samberg ("Mr. Samberg"); and (2) The Joseph D. Samberg Revocable Trust (the "Revocable Trust").
The Reporting Persons are filing this Amendment No. 6 to this Schedule 13G pursuant to Rule 13d-2(b).
(b)
Address or principal business office or, if none, residence:
1091 Boston Post Road, Rye, New York 10580
(c)
Citizenship:
See Row 4 of cover page for each Reporting Person
(d)
Title of class of securities:
Common Stock, $0.0001 par value
(e)
CUSIP No.:
65345N106
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See Row 9 of cover page for each Reporting Person.
Mr. Samberg does not directly hold any shares of Common Stock. The Revocable Trust, of which Mr. Samberg serves as trustee, directly holds 10,500,000 shares of Common Stock and entities that could be deemed to be controlled by Mr. Samberg (the "Entities") directly hold 2,610,000 shares of Common Stock. Mr. Samberg may be deemed to beneficially own the securities directly held by the Revocable Trust and the Entities.
The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Sections 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Percent of class:
See Row 11 of cover page for each Reporting Person and the Comments thereto.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row 5 of cover page for each Reporting Person and the Comments thereto.
(ii) Shared power to vote or to direct the vote:
See Row 6 of cover page for each Reporting Person and the Comments thereto.
(iii) Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person and the Comments thereto.
(iv) Shared power to dispose or to direct the disposition of:
See Row 8 of cover page for each Reporting Person and the Comments thereto.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
