AST SpaceMobile, Inc 8-K, filed Nov 9, 2026
AST SpaceMobile, Inc. (ASTS)
About this 8-K
AST SpaceMobile, Inc filed this 8-K on November 9, 2026.
AST SpaceMobile reported third-quarter revenue of $42.3 million and approximately $3.2 billion in cash, cash equivalents, and restricted cash. It expects intermittent nationwide service before year-end 2026 and maintained 2026 revenue guidance of $150.0 million to $200.0 million. AI summary
Items reported
- Item 2.02: Financial results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): |
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Registrant’s Telephone Number, Including Area Code: |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 9, 2026, AST SpaceMobile, Inc. (“AST SpaceMobile” or the “Company”) issued a press release announcing financial results for the three and nine months ended September 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1.
The information included in this Item 2.02 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01. Regulation FD Disclosure.
AST SpaceMobile is also furnishing a Third Quarter 2026 Business Update, dated November 9, 2026 (the “Presentation”), attached as Exhibit 99.2 to this Current Report on Form 8-K, which may be referred to on the Company’s third quarter 2026 conference call to be held on November 9, 2026. The Presentation will also be available on the Company’s website at www.ast-science.com.
The information included in this Item 7.01 and in Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. |
Description |
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AST SpaceMobile, Inc. |
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Date: |
November 9, 2026 |
By: |
/s/ Andrew M. Johnson |
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Name: Andrew M. Johnson |
PRESS RELEASE |
EXHIBIT 99.1 |
AST SpaceMobile Provides Business Update and Third Quarter 2026 Results
Nationwide intermittent service activation in the United States and other key markets before year-end 2026
Announced Blacklift, AST SpaceMobile’s own 20-ton reusable rocket to deploy BlueBird satellites into low Earth orbit, starting in late 2028 using Miranda and Vira engines
Secured United States priority DPAS rating for dual-use government and commercial satellite program, with planned launches from SpaceX, Blue Origin and others to reach a total of over 100 BlueBird satellites deployed in aggregate during 2027 and 2028
$1.0 billion in non-dilutive funding for manufacturing and launch of midband satellites from the Japan Ministry of Internal Affairs and Communications
MIDLAND, Texas, November 9, 2026 – AST SpaceMobile, Inc. (“AST SpaceMobile”) (NASDAQ: ASTS), the company building the first and only space-based cellular broadband network accessible directly by everyday smartphones, and designed for both commercial and government applications, is providing its business update and results for the third quarter ended September 30, 2026.
“We advanced several important initiatives to support the global expansion of our space-based cellular broadband network and expect to work with all major mobile network operators in the United States and Europe, providing potential expansion of our commercial ecosystem of over 60 mobile network operators representing over 3 billion subscribers,” commented Abel Avellan, AST SpaceMobile's Chairman and Chief Executive Officer. “We expanded our international commercial footprint, strengthened mobile network operator partnerships, and secured additional spectrum and regulatory authorizations. We also announced Blacklift, our proprietary 20-ton rocket, which is intended to provide greater control over launch availability, deployment schedules, and attractive ownership economics.”
“On the manufacturing front, we are transitioning to full-scale ASIC integration beginning with BlueBird 34, while advancing production through BlueBird 51,” added Avellan. “We expect to achieve a production rate of six ASIC satellites per month in December of this year.”
“Looking ahead, our priorities are to advance service readiness across our initial markets, complete the transition to ASIC-enabled production, and scale our constellation deployment. Through our partner-first strategy, we are expanding our scope of service and positioning AST SpaceMobile to become the direct-to-device partner of choice for mobile network operators, technology leaders and the United States Government,
extending our total addressable market well beyond traditional direct-to-device cellular broadband. With additional launch capacity and manufacturing output expected to increase, we are focused on accelerating constellation deployment and capitalizing on this expanded opportunity.”
Business Update
Third Quarter 2026 Financial Highlights
(1) See “Non-GAAP Financial Measures” below for additional information. See reconciliation of Adjusted operating expenses to Total operating expenses; Adjusted cost of revenues to Cost of revenues; Adjusted engineering services costs to Engineering services costs; Adjusted general and administrative costs to General and administrative costs; and Adjusted operating expenses, excluding Adjusted cost of revenues to Total operating expenses in the tables accompanying this press release.
Non-GAAP Financial Measures
We refer to certain non-GAAP financial measures in this press release, including Adjusted operating expenses; Adjusted cost of revenues; Adjusted engineering services costs; Adjusted general and administrative costs; and Adjusted operating expenses, excluding Adjusted cost of revenues. We believe these non-GAAP financial measures are useful measures across time in evaluating our operating performance as we use these measures to manage the business, including in preparing our annual operating budget and financial projections. These non-GAAP financial measures have no standardized meaning prescribed by U.S. GAAP, and therefore have limits in their usefulness to investors. Because of the non-standardized definitions, these measures may not be comparable to the calculation of similar measures of other companies and are presented solely to provide investors with useful information to more fully understand how management assesses performance. These measures are not, and should not be viewed as, a substitute for their most directly comparable GAAP measures. Reconciliation of non-GAAP financial measures and the most directly comparable GAAP financial measures are included in the tables accompanying this press release.
Conference Call Information
AST SpaceMobile will hold a quarterly business update conference call at 5:00 p.m. (Eastern Time) on Monday, November 9, 2026. The call will be accessible via a live webcast on the Events page of AST SpaceMobile’s Investor Relations website at https://ast-science.com/investors/. An archive of the webcast will be available shortly after the call.
About AST SpaceMobile
AST SpaceMobile is building the first and only global cellular broadband network in space to operate directly with standard, unmodified mobile devices based on our extensive IP and patent portfolio, and designed for both commercial and government applications. Our engineers and space scientists are on a mission to eliminate the connectivity gaps faced by today’s five billion mobile subscribers and finally bring broadband to the billions who remain unconnected. For more information, follow AST SpaceMobile on YouTube, X (Formerly Twitter), LinkedIn and Facebook. Watch this video for an overview of the SpaceMobile mission.
Forward-Looking Statements
This communication contains “forward-looking statements” that are not historical facts, and involve risks and uncertainties that could cause actual results of AST SpaceMobile to differ materially from those expected and projected. These forward-looking statements can be identified by the use of forward-looking terminology, including the words “believes,” “estimates,” “anticipates,” “expects,” “intends,” “plans,” “may,” “will,” “would,” “potential,” “projects,” “predicts,” “continue,” or “should,” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside AST SpaceMobile’s control and are difficult to predict.
Factors that could cause such differences include, but are not limited to: (i) expectations regarding AST SpaceMobile’s strategies and future financial performance, including AST SpaceMobile’s future business plans or objectives, expected functionality of the SpaceMobile Service, anticipated timing of the launch of the Block 2 BlueBird satellites, anticipated timing and performance of AST SpaceMobile’s Blacklift rocket, anticipated demand and acceptance of mobile satellite services, prospective performance and commercial opportunities and competitors, the timing of obtaining regulatory approvals, ability to finance its research and development activities, commercial partnership acquisition and retention, products and services, pricing, marketing plans, operating expenses, market trends, revenues, liquidity, cash flows and uses of cash, capital expenditures, and AST SpaceMobile’s ability to invest in growth initiatives; (ii) the negotiation of definitive agreements with mobile network operators relating to the SpaceMobile Service that would supersede preliminary agreements and memoranda of understanding and the ability to enter into commercial agreements with other parties or government entities; (iii) AST SpaceMobile’s ability to consummate the proposed transactions with Firefly Aerospace, Inc., to develop and build its own rockets on time, or at all, using the licensed engine technology, to develop, manufacture and deliver satellites for the J-LEO Constellation to meet the service standards and timeline required by the grant received by RAST, and to accurately estimate the costs necessary to fund the J-LEO Constellation; (iv) the ability of AST SpaceMobile to grow and manage growth profitably and retain its key employees and AST SpaceMobile’s responses to actions of its competitors and its ability to effectively compete; (v) changes in applicable laws or regulations; (vi) the possibility that AST SpaceMobile may be adversely affected by other economic, business, and/or competitive factors; (vii) the outcome of any legal proceedings that may be instituted against AST SpaceMobile; and (viii) other risks and uncertainties indicated in the Company’s filings with the Securities and Exchange Commission (“SEC”), including those in the Risk Factors section of AST SpaceMobile’s Form 10-K filed with the SEC on March 2, 2026, and the future reports that it may file from time to time with the SEC.
AST SpaceMobile cautions that the foregoing list of factors is not exclusive. AST SpaceMobile cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors in AST SpaceMobile’s Form 10-K filed with the SEC on March 2, 2026, and the future reports that it may file from time to time with the SEC. AST SpaceMobile’s securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov. Except as expressly required by applicable securities law, AST SpaceMobile disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Investor Contact:
investors@ast-science.com
Media Contact:
Allison Worldwide
ASTSpaceMobile@allisonpr.com
Third Quarter 2026 Financial Results
AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands, except share data)
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As of |
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September 30, 2026 |
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December 31, 2025 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
2,798,911 |
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$ |
2,335,683 |
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Restricted cash |
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6,169 |
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877 |
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Accounts receivable, net (includes related party accounts receivable of $4,380 and $2,091 at September 30, 2026 and December 31, 2025, respectively) |
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104,062 |
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37,726 |
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Inventory |
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78,988 |
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12,007 |
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Prepaid expenses |
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17,660 |
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11,955 |
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Other current assets |
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70,917 |
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60,264 |
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Total current assets |
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3,076,707 |
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2,458,512 |
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Non-current assets: |
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Restricted cash |
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428,400 |
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443,400 |
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Property and equipment, net |
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2,354,879 |
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1,398,761 |
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Intangible assets, net |
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321,737 |
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245,093 |
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Operating lease right-of-use assets, net |
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25,657 |
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19,420 |
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Other non-current assets (includes related party loan receivable of $19,087 and $18,187 at September 30, 2026 and December 31, 2025, respectively) |
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562,868 |
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449,201 |
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TOTAL ASSETS |
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$ |
6,770,248 |
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$ |
5,014,387 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
69,802 |
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$ |
46,763 |
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Accrued expenses and other current liabilities |
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132,150 |
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69,246 |
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Current contract liabilities |
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11,217 |
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19,887 |
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Current operating lease liabilities |
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3,425 |
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2,449 |
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Current portion of long-term debt |
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8,788 |
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11,999 |
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Total current liabilities |
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225,382 |
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150,344 |
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Non-current liabilities: |
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Warrant liabilities |
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- |
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7,471 |
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Non-current operating lease liabilities |
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22,809 |
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17,479 |
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Non-current contract liabilities |
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252,093 |
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207,093 |
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Long-term debt, net |
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4,083,709 |
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2,207,583 |
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Other non-current liabilities |
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23,664 |
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32,092 |
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Total liabilities |
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4,607,657 |
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2,622,062 |
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Commitments and contingencies |
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Stockholders' Equity: |
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Class A Common Stock, $0.0001 par value; 800,000,000 shares authorized; 300,649,177 and 285,449,911 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively. |
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27 |
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27 |
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Class B Common Stock, $0.0001 par value; 200,000,000 shares authorized; 11,215,111 and 11,227,292 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively. |
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3 |
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4 |
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Class C Common Stock, $0.0001 par value; 125,000,000 shares authorized; 78,163,078 shares issued and outstanding as of September 30, 2026 and December 31, 2025. |
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8 |
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8 |
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Additional paid-in capital |
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3,111,685 |
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2,671,770 |
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Accumulated other comprehensive income |
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1,269 |
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1,351 |
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Accumulated deficit |
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(1,385,986 |
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(831,685 |
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Noncontrolling interest |
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435,585 |
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550,850 |
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Total stockholders' equity |
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2,162,591 |
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2,392,325 |
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
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$ |
6,770,248 |
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$ |
5,014,387 |
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AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands, except share and per share data)
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For the Three Months Ended |
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For the Nine Months Ended |
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2026 |
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2025 |
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2026 |
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2025 |
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Revenues: |
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Products revenues (includes related party revenues of $1,422 and $0 for the three months ended September 30, 2026 and 2025, respectively, and $11,192 and $0 for the nine months ended September 30, 2026 and 2025, respectively) |
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$ |
20,571 |
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$ |
7,746 |
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$ |
58,404 |
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$ |
8,114 |
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Services revenues |
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21,750 |
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6,993 |
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30,171 |
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8,499 |
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Total revenues |
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42,321 |
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14,739 |
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88,575 |
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16,613 |
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Operating expenses: |
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Cost of revenues (exclusive of items shown separately below) |
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Cost of revenues - products (includes related party cost of revenues of $1,241 and $0 for the three months ended September 30, 2026 and 2025, respectively, and $7,852 and $0 for the nine months ended September 30, 2026 and 2025, respectively) |
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22,451 |
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5,511 |
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55,916 |
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5,803 |
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Cost of revenues - services |
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2,863 |
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- |
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4,614 |
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- |
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Engineering services costs |
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95,788 |
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40,836 |
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267,171 |
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96,346 |
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General and administrative costs |
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55,705 |
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29,822 |
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163,263 |
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75,448 |
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Research and development costs |
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9,094 |
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5,530 |
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23,990 |
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19,058 |
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Depreciation and amortization |
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25,078 |
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12,716 |
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63,357 |
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35,394 |
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Loss on involuntary conversion |
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47 |
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- |
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125,958 |
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- |
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Total operating expenses |
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211,026 |
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94,415 |
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704,269 |
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232,049 |
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Other (expense) income: |
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Gain (loss) on remeasurement of warrant liabilities |
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- |
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2,938 |
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(1,174 |
) |
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(65,300 |
) |
Interest expense |
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(30,340 |
) |
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(7,545 |
) |
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(80,695 |
) |
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(17,938 |
) |
Interest income |
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30,110 |
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12,239 |
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84,807 |
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28,452 |
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Other expense, net |
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(6,660 |
) |
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(91,409 |
) |
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(110,056 |
) |
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(91,852 |
) |
Total other expense, net |
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(6,890 |
) |
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(83,777 |
) |
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(107,118 |
) |
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(146,638 |
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Loss before income tax benefit (expense) |
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(175,595 |
) |
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(163,453 |
) |
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(722,812 |
) |
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(362,074 |
) |
Income tax benefit (expense) |
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3,785 |
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(374 |
) |
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1,524 |
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(1,284 |
) |
Net loss before allocation to noncontrolling interest |
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(171,810 |
) |
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(163,827 |
) |
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(721,288 |
) |
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(363,358 |
) |
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Net loss attributable to noncontrolling interest |
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(39,430 |
) |
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(40,953 |
) |
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(166,987 |
) |
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(95,384 |
) |
Net loss attributable to common stockholders |
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$ |
(132,380 |
) |
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$ |
(122,874 |
) |
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$ |
(554,301 |
) |
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$ |
(267,974 |
) |
Net loss per share attributable to holders of Class A Common Stock |
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Basic and diluted |
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$ |
(0.44 |
) |
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$ |
(0.45 |
) |
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$ |
(1.87 |
) |
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$ |
(1.09 |
) |
Weighted-average number of shares |
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Basic and diluted |
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300,131,014 |
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272,831,168 |
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296,662,011 |
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246,490,060 |
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AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)
(Dollars in thousands)
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For the Three Months Ended |
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For the Nine Months Ended |
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2026 |
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2025 |
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2026 |
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2025 |
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Net loss before allocation to noncontrolling interest |
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$ |
(171,810 |
) |
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$ |
(163,827 |
) |
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$ |
(721,288 |
) |
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$ |
(363,358 |
) |
Other comprehensive (loss) income |
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Foreign currency translation adjustments |
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(337 |
) |
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105 |
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(176 |
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1,883 |
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Total other comprehensive (loss) income |
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(337 |
) |
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105 |
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(176 |
) |
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1,883 |
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Total comprehensive loss before allocation to noncontrolling interest |
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(172,147 |
) |
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(163,722 |
) |
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(721,464 |
) |
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(361,475 |
) |
Comprehensive loss attributable to noncontrolling interest |
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(39,504 |
) |
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(40,914 |
) |
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(167,081 |
) |
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(94,851 |
) |
Comprehensive loss attributable to common stockholders |
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$ |
(132,643 |
) |
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$ |
(122,808 |
) |
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$ |
(554,383 |
) |
|
$ |
(266,624 |
) |
AST SPACEMOBILE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)
|
|
For the Nine Months Ended September 30, |
|
|||||
|
|
2026 |
|
|
2025 |
|
||
|
|
|
|
|
|
|
||
Cash flows from operating activities: |
|
|
|
|
|
|
||
Net loss before allocation to noncontrolling interest |
|
$ |
(721,288 |
) |
|
$ |
(363,358 |
) |
Adjustments to reconcile net loss before noncontrolling interest to cash used in operating activities: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
63,357 |
|
|
|
35,394 |
|
Amortization of debt issuance costs |
|
|
6,882 |
|
|
|
1,206 |
|
Amortization of debt commitment fee |
|
|
6,600 |
|
|
|
1,833 |
|
Loss on disposal of property and equipment |
|
|
2,194 |
|
|
|
1,045 |
|
Induced conversion expense on convertible notes |
|
|
88,654 |
|
|
|
84,317 |
|
Loss on remeasurement of warrant liabilities |
|
|
1,174 |
|
|
|
65,300 |
|
Stock-based compensation |
|
|
171,158 |
|
|
|
32,338 |
|
Non-cash interest expense, net |
|
|
1,049 |
|
|
|
845 |
|
Loss from equity method investment |
|
|
8,382 |
|
|
|
- |
|
Loss on involuntary conversion |
|
|
125,958 |
|
|
|
- |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
||
Accounts receivable |
|
|
(66,336 |
) |
|
|
(10,091 |
) |
Prepaid expenses and other current assets |
|
|
(16,670 |
) |
|
|
(5,148 |
) |
Inventory |
|
|
(66,981 |
) |
|
|
(9,823 |
) |
Accounts payable and accrued expenses |
|
|
63,879 |
|
|
|
17,728 |
|
Contract liabilities |
|
|
36,329 |
|
|
|
24,597 |
|
Other assets and liabilities |
|
|
(18,818 |
) |
|
|
(12,669 |
) |
Net cash used in operating activities |
|
|
(314,477 |
) |
|
|
(136,486 |
) |
|
|
|
|
|
|
|
||
Cash flows from investing activities: |
|
|
|
|
|
|
||
Purchase of property and equipment |
|
|
(1,154,196 |
) |
|
|
(669,045 |
) |
Capital advances to Ligado |
|
|
(100,000 |
) |
|
|
- |
|
Purchase of spectrum intangibles |
|
|
(60,708 |
) |
|
|
(27,961 |
) |
Insurance proceeds received from BB7 launch |
|
|
32,395 |
|
|
|
- |
|
Capital contribution to equity method investment |
|
|
(11,559 |
) |
|
|
- |
|
Net cash used in investing activities |
|
|
(1,294,068 |
) |
|
|
(697,006 |
) |
|
|
|
|
|
|
|
||
Cash flows from financing activities: |
|
|
|
|
|
|
||
Proceeds from debt |
|
|
2,195,213 |
|
|
|
1,043,779 |
|
Repayments of debt |
|
|
(31,362 |
) |
|
|
(2,940 |
) |
Payment for debt issuance costs |
|
|
(8,349 |
) |
|
|
(5,907 |
) |
Proceeds from issuance of common stock |
|
|
85,723 |
|
|
|
576,617 |
|
Payments for third party equity issuance costs |
|
|
(458 |
) |
|
|
(11,304 |
) |
Issuance of equity under employee stock plan |
|
|
4,853 |
|
|
|
8,043 |
|
Employee taxes paid for stock-based compensation awards |
|
|
(76,362 |
) |
|
|
(18,679 |
) |
Purchase of capped call transactions |
|
|
(111,435 |
) |
|
|
(98,578 |
) |
Payments for debt commitment fee |
|
|
- |
|
|
|
(11,000 |
) |
Proceeds from share issuances to repurchase 2032 4.25% Convertible Notes |
|
|
180,537 |
|
|
|
849,827 |
|
Payments for repurchase of 2032 4.25% Convertible Notes |
|
|
(180,537 |
) |
|
|
(842,805 |
) |
Proceeds from share issuances to repurchase 2032 2.375% Convertible Notes |
|
|
433,739 |
|
|
|
- |
|
Payments for repurchase of 2032 2.375% Convertible Notes |
|
|
(430,424 |
) |
|
|
- |
|
Net cash provided by financing activities |
|
|
2,061,138 |
|
|
|
1,487,053 |
|
|
|
|
|
|
|
|
||
Effect of exchange rate changes on cash, cash equivalents and restricted cash |
|
|
927 |
|
|
|
(972 |
) |
|
|
|
|
|
|
|
||
Net increase in cash, cash equivalents and restricted cash |
|
|
453,520 |
|
|
|
652,589 |
|
Cash, cash equivalents and restricted cash, beginning of period |
|
|
2,779,960 |
|
|
|
567,534 |
|
Cash, cash equivalents and restricted cash, end of period |
|
$ |
3,233,480 |
|
|
$ |
1,220,123 |
|
|
|
|
|
|
|
|
||
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
||
Non-cash activities: |
|
|
|
|
|
|
||
Right-of-use assets obtained in exchange for operating lease liabilities |
|
$ |
8,448 |
|
|
$ |
3,204 |
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
||
Purchases of property and equipment in accounts payable and accrued expenses |
|
$ |
75,305 |
|
|
$ |
43,726 |
|
Stock-based compensation capitalized in property and equipment |
|
|
8,222 |
|
|
|
- |
|
PIK interest paid through issuance of PIK notes |
|
|
- |
|
|
|
497 |
|
Deferred asset acquisition costs paid by issuance of penny warrants |
|
|
- |
|
|
|
121,156 |
|
Convertible notes settled by issuance of Class A Common Stock |
|
|
- |
|
|
|
139,620 |
|
Spectrum intangibles acquisition costs accrued or paid by issuance of shares |
|
|
14,556 |
|
|
|
64,649 |
|
Settlement of warrant liabilities by issuing shares |
|
|
8,645 |
|
|
|
101,930 |
|
Cash paid for: |
|
|
|
|
|
|
||
Interest |
|
$ |
40,949 |
|
|
$ |
4,215 |
|
Income taxes, net |
|
|
2,982 |
|
|
|
1,662 |
|
AST SPACEMOBILE, INC.
RECONCILIATION OF GAAP REPORTED TO NON-GAAP ADJUSTED MEASURES (UNAUDITED)
(Dollars in thousands)
|
|
For the Three Months Ended September 30, 2026 |
|
|||||||||
|
|
GAAP Reported |
|
|
Stock-Based Compensation Expense |
|
|
Adjusted |
|
|||
Cost of revenues (exclusive of items shown below) |
|
$ |
25,314 |
|
|
$ |
(1,137 |
) |
|
$ |
24,177 |
|
Engineering services costs |
|
|
95,788 |
|
|
|
(27,619 |
) |
|
|
68,169 |
|
General and administrative costs |
|
|
55,705 |
|
|
|
(23,582 |
) |
|
|
32,123 |
|
Research and development costs |
|
|
9,094 |
|
|
|
|
|
|
9,094 |
|
|
Depreciation and amortization |
|
|
25,078 |
|
|
|
|
|
|
25,078 |
|
|
Loss on involuntary conversion |
|
|
47 |
|
|
|
|
|
|
47 |
|
|
Total operating expenses |
|
$ |
211,026 |
|
|
$ |
(52,338 |
) |
|
$ |
158,688 |
|
Less: Depreciation and amortization |
|
|
|
|
|
|
|
|
(25,078 |
) |
||
Less: Loss on involuntary conversion |
|
|
|
|
|
|
|
|
(47 |
) |
||
Adjusted operating expenses |
|
|
|
|
|
|
|
|
133,563 |
|
||
Less: Adjusted cost of revenues |
|
|
|
|
|
|
|
|
(24,177 |
) |
||
Adjusted operating expenses, excluding Adjusted cost of revenues |
|
|
|
|
|
|
|
$ |
109,386 |
|
||
|
|
For the Three Months Ended June 30, 2026 |
|
|||||||||
|
|
GAAP Reported |
|
|
Stock-Based Compensation Expense |
|
|
Adjusted |
|
|||
Cost of revenues (exclusive of items shown below) |
|
$ |
23,567 |
|
|
$ |
(394 |
) |
|
$ |
23,173 |
|
Engineering services costs |
|
|
87,286 |
|
|
|
(30,120 |
) |
|
|
57,166 |
|
General and administrative costs |
|
|
63,901 |
|
|
|
(32,953 |
) |
|
|
30,948 |
|
Research and development costs |
|
|
7,768 |
|
|
|
|
|
|
7,768 |
|
|
Depreciation and amortization |
|
|
20,664 |
|
|
|
|
|
|
20,664 |
|
|
Loss on involuntary conversion |
|
|
125,911 |
|
|
|
|
|
|
125,911 |
|
|
Total operating expenses |
|
$ |
329,097 |
|
|
$ |
(63,467 |
) |
|
$ |
265,630 |
|
Less: Depreciation and amortization |
|
|
|
|
|
|
|
|
(20,664 |
) |
||
Less: Loss on involuntary conversion |
|
|
|
|
|
|
|
|
(125,911 |
) |
||
Adjusted operating expenses |
|
|
|
|
|
|
|
|
119,055 |
|
||
Less: Adjusted cost of revenues |
|
|
|
|
|
|
|
|
(23,173 |
) |
||
Adjusted operating expenses, excluding Adjusted cost of revenues |
|
|
|
|
|
|
|
$ |
95,882 |
|
||
Adjusted operating expenses; Adjusted cost of revenues; Adjusted engineering services costs; Adjusted general and administrative costs; and Adjusted operating expenses, excluding Adjusted cost of revenues are alternative financial measures used by management to evaluate our operating performance as a supplement to our most directly comparable U.S. GAAP financial measure. We define Adjusted operating expenses as Total operating expenses adjusted to exclude amounts of stock-based compensation expense, loss on involuntary conversion, and depreciation and amortization expense. We define Adjusted cost of revenues, Adjusted engineering services costs, and Adjusted general and administrative costs, as cost of revenues, engineering services costs, and general and administrative costs, respectively, adjusted to exclude stock-based compensation expenses. We define Adjusted operating expenses, excluding Adjusted cost of revenues as Total operating expenses adjusted to exclude amounts of stock-based compensation expense, loss on involuntary conversion, depreciation and amortization expense, and Adjusted cost of revenues.
We believe Adjusted operating expenses; Adjusted cost of revenues; Adjusted engineering services costs; Adjusted general and administrative costs; and Adjusted operating expenses, excluding Adjusted cost of revenues are useful measures across time in evaluating our operating performance as we use these measures to manage the business, including in preparing our annual operating budget and financial projections. Adjusted operating expenses; Adjusted cost of revenues; Adjusted engineering services costs; Adjusted general and administrative costs; and Adjusted operating expenses, excluding Adjusted cost of revenues are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP, and therefore have limits in their usefulness to investors. Because of the non-standardized definitions, these measures may not be comparable to the calculation of similar measures of other companies and are presented solely to provide investors with useful information to more fully understand how management assesses performance. These measures are not, and should not be viewed as, a substitute for their most directly comparable GAAP measure of Total operating expenses, Cost of revenues, Engineering services costs, and General and administrative costs.
Business Update and Third Quarter 2026 Results Monday, November 9, 2026 | 5:00 p.m. ET Midland, Texas | NASDAQ: ASTS EARNINGS CONFERENCE CALL The company building the first and only space-based cellular broadband network accessible directly by everyday smartphones, designed for both commercial and government applications
Forward Looking Statements This communication contains “forward-looking statements” that are not historical facts, and involve risks and uncertainties that could cause actual results of AST SpaceMobile to differ materially from those expected and projected. These forward-looking statements can be identified by the use of forward-looking terminology, including the words “believes,” “estimates,” “anticipates,” “expects,” “intends,” “plans,” “may,” “will,” “would,” “potential,” “projects,” “predicts,” “continue,” or “should,” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside AST SpaceMobile’s control and are difficult to predict. Factors that could cause such differences include, but are not limited to: (i) expectations regarding AST SpaceMobile’s strategies and future financial performance, including AST SpaceMobile’s future business plans or objectives, expected functionality of the SpaceMobile Service, anticipated timing of the launch of the Block 2 BlueBird satellites, anticipated timing and performance of AST SpaceMobile’s Blacklift rocket, anticipated demand and acceptance of mobile satellite services, prospective performance and commercial opportunities and competitors, the timing of obtaining regulatory approvals, ability to finance its research and development activities, commercial partnership acquisition and retention, products and services, pricing, marketing plans, operating expenses, market trends, revenues, liquidity, cash flows and uses of cash, capital expenditures, and AST SpaceMobile’s ability to invest in growth initiatives; (ii) the negotiation of definitive agreements with mobile network operators relating to the SpaceMobile Service that would supersede preliminary agreements and memoranda of understanding and the ability to enter into commercial agreements with other parties or government entities; (iii) AST SpaceMobile’s ability to consummate the proposed transactions with Firefly Aerospace, Inc., to develop and build its own rockets on time, or at all, using the licensed engine technology, to develop, manufacture and deliver satellites for the J-LEO Constellation to meet the service standards and timeline required by the grant received by RAST, and to accurately estimate the costs necessary to fund the J-LEO Constellation; (iv) the ability of AST SpaceMobile to grow and manage growth profitably and retain its key employees and AST SpaceMobile’s responses to actions of its competitors and its ability to effectively compete; (v) changes in applicable laws or regulations; (vi) the possibility that AST SpaceMobile may be adversely affected by other economic, business, and/or competitive factors; (vii) the outcome of any legal proceedings that may be instituted against AST SpaceMobile; and (viii) other risks and uncertainties indicated in the Company’s filings with the Securities and Exchange Commission (“SEC”), including those in the Risk Factors section of AST SpaceMobile’s Form 10-K filed with the SEC on March 2, 2026, and the future reports that it may file from time to time with the SEC.AST SpaceMobile cautions that the foregoing list of factors is not exclusive. AST SpaceMobile cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors in AST SpaceMobile’s Form 10-K filed with the SEC on March 2, 2026, and the future reports that it may file from time to time with the SEC. AST SpaceMobile’s securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov. Except as expressly required by applicable securities law, AST SpaceMobile disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. Use of Non-GAAP Financial Measures We refer to certain non-GAAP financial measures in this press release, including Adjusted operating expenses; Adjusted cost of revenues; Adjusted engineering services costs; Adjusted general and administrative costs; and Adjusted operating expenses, excluding Adjusted cost of revenues. We believe these non-GAAP financial measures are useful measures across time in evaluating our operating performance as we use these measures to manage the business, including in preparing our annual operating budget and financial projections. These non-GAAP financial measures have no standardized meaning prescribed by U.S. GAAP, and therefore have limits in their usefulness to investors. Because of the non-standardized definitions, these measures may not be comparable to the calculation of similar measures of other companies and are presented solely to provide investors with useful information to more fully understand how management assesses performance. These measures are not, and should not be viewed as, a substitute for their most directly comparable GAAP measures. Reconciliation of non-GAAP financial measures and the most directly comparable GAAP financial measures are included in the tables accompanying this press release. Industry and Market Data This presentation includes market data and other statistical information from sources believed to be reliable, including independent industry publications, governmental publications or other published independent sources. Although AST SpaceMobile believes these sources are reliable, we have not independently verified the information and cannot guarantee its accuracy and completeness. Trademarks and Trade Names AST SpaceMobile owns or has rights to various trademarks, service marks and trade names that they use in connection with the operation of their respective businesses. This presentation also contains trademarks, service marks and trade names of third parties, which are the property of their respective owners. The use or display of third parties’ trademarks, service marks, trade names or products in this presentation is not intended to, and does not imply, a relationship with AST SpaceMobile, or an endorsement or sponsorship by or of AST SpaceMobile. Solely for convenience, the trademarks, service marks and trade names referred to in this presentation may appear without the ®, TM or SM symbols, but such references are not intended to indicate, in any way, that AST SpaceMobile will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks and trade names. Forward-Looking Statements and Non-GAAP Measures LEGAL
Four Milestones That Define the Quarter Q3 2026 AT A GLANCE Service Nationwide intermittent service activation in the United States and other key markets before year-end 2026 First step of coverage roll-out to strategic partners in the United States, Canada, Japan, Saudi Arabia and United Kingdom Launch Secured contracts to reach a total of over 100 BlueBird satellites deployed in aggregate during 2027 and 2028 Announced Blacklift, our own 20-ton reusable rocket using Miranda and Vira engines, starting in late 2028 Government Secured United States priority DPAS rating for dual-use government and commercial satellite program Awarded U.S. Space Force Contract for advanced space-based sensing capabilities (SB-AMTI) with ~$100 million in revenue Capital $1.0 billion in non-dilutive funding for satellite manufacturing and launch of midband satellites from the Japan Ministry of Internal Affairs and Communications $42.3M Q3 revenue $3.2B Cash, cash equivalents, and restricted cash 100+ BlueBirds under launch agreements 6 per month BlueBird production rate targeted for December
Message from Abel Avellan CHAIRMAN AND CEO “We advanced several important initiatives to support the global expansion of our space-based cellular broadband network and expect to work with all major mobile network operators in the United States and Europe, providing potential expansion of our commercial ecosystem of over 60 mobile network operators representing over 3 billion subscribers.” “On the manufacturing front, we are transitioning to full-scale ASIC integration beginning with BlueBird 34, while advancing production through BlueBird 51. We expect to achieve a production rate of six ASIC satellites per month in December of this year.” “Looking ahead, our priorities are to advance service readiness across our initial markets, complete the transition to ASIC-enabled production, and scale our constellation deployment.” HIGHLIGHTED PRIORITIES Advance service readiness across initial markets Complete the transition to ASIC-enabled production Scale constellation deployment Direct-to-device partner of choice for MNOs, technology leaders and the U.S. Government
Advancing to Service Readiness by Year-End 2026 COMMERCIAL SERVICE Nationwide intermittent coverage expected in key markets by year-end 2026, leveraging mobile network infrastructure, spectrum, customer relationships and technology leadership. First step of coverage roll-out to strategic partners in the United States, Canada, Japan, Saudi Arabia and United Kingdom Expecting to work with all major mobile network operators in the United States and Europe, providing potential expansion of commercial ecosystem of over 60 mobile network operators representing over 3 billion subscribers Shared MNO spectrum and controlled MSS spectrum targeting ~100 MHz access in the U.S. and 60+ MHz access globally on a market-by-market basis 60+ Agreement with mobile network operators 3B+ Subscribers represented ~100 MHz spectrum access targeted in the U.S. 60+ MHz access targeted globally 5 key markets First coverage roll-out: United States, Canada, Japan, Saudi Arabia, United Kingdom NTN-TO-TN INTEGRATION WITH AT&T First-ever satellite beam handovers between ground and space Validated handovers between ground-based (terrestrial) and space-based cellular broadband networks with partner AT&T, using everyday smartphones.
A Global Gateway Network Built for Scale GROUND INFRASTRUCTURE More than 60 gateways deployed, installed, or in planning worldwide, supporting a global ecosystem of over 60 mobile network operators representing over 3 billion subscribers. 60+ Gateways deployed, installed or planned 60+ Mobile network operators 3B+ Subscribers represented Q3 REVENUE DRIVER Gateway deliveries and U.S. Government milestones JAPAN GATEWAY CANADA GATEWAY
ASIC Satellites Pulled Forward; Achieving Run-Rate Production in December MANUFACTURING Next-generation ASIC microns pulled forward to BlueBird 34 from BlueBird 50. ASIC INTEGRATION ROADMAP Block 1 and Block 2 In orbit today BlueBird 34 Full-scale ASIC integration begins BlueBird 50 Original ASIC plan (pulled forward) BlueBird 51 Production horizon as of 11/09/2026 10x Processing bandwidth improvement vs. in-orbit Block 1 BlueBirds 6 / mo BlueBird production rate expected in December 2026 BB 51 Now in production through BlueBird 51 in Texas 2 Factories running full shifts to reach run-rate production
Scaling BlueBird Production in Texas MANUFACTURING Two factories running full shifts to reach run-rate production of six ASIC satellites per month in December 2026. 2 Factories running full shifts BB 51 Now in production in Texas 6 / mo BlueBird production rate expected in December 2026 10x Processing bandwidth with ASIC MICRON ASSEMBLY Micron assembly on the factory floor NEW CONSTRUCTION Manufacturing and integration site SATELLITE ASSEMBLY BlueBird manufacturing on the factory floor
More Microns to Orbit, on the Largest Phased Arrays Ever Deployed in Low Earth Orbit TECHNOLOGY The ability to deploy more microns to orbit, faster and cheaper, on larger arrays than any satellite manufacturer in history. 200+ microns Form the phased array for one Block 2 BlueBird satellite 2,000+ microns On orbit today, growing to 11,000+ with ~45 satellites by middle 2027 ~20,000 sq ft Combined aperture hardware in space today Purpose-built Designed for D2D from inception, for on-orbit resilience and manufacturing scale Largest in LEO¹ ~2,400 sq ft enables digital beamforming across multiple frequencies End result True space-based cellular broadband, not just basic texting ARRAY SIZE TO SCALE A Block 2 BlueBird satellites is approximately 24x the footprint of a car, or the size of a tennis court. ¹ Largest phased arrays ever deployed in low Earth orbit (LEO) Car ~100 sq. ft. Block 2 satellite ~2,400 sq. ft. Block 1 satellite ~700 sq. ft. Human ~6 feet tall Micron ~9 sq. ft.
BlueBirds Are on the Move CONSTELLATION DEPLOYMENT Launch agreements now cover over 100 BlueBird satellites expected to be deployed cumulatively between 2027 and 2028. DPAS RATING BlueBirds 20–25 shipping during December and January for expected DPAS-rated dual-use launches during Q1 2027 IN ORBIT BlueBirds 1, 2, 3, 4, 5, 6, 8, 9, 10, 11, 12, 13 Unfolded successfully and in operations in orbit SEPT 2026 BlueBirds 14, 15, 16 shipped to Cape Canaveral in September 2026 awaiting SpaceX launch date confirmation END NOV 2026 BlueBirds 17, 18, 19 to ship by end of November 2026 for a Blue Origin launch expected in early Q1 2027 MID-2027 ~45 BlueBirds Targeted in orbit 2027–2028 100+ BlueBirds Cumulative deployment under launch agreements LATE 2028 Blacklift Own rocket begins launches MIDLAND, TEXAS Antonov arrives at AST SpaceMobile DPAS DEC AND JAN BlueBirds 20, 21, 22, 23, 24, 25 Expected DPAS-rated dual-use launches during Q1 2027
Blacklift: Regular, Unconstrained Access to Orbit with Attractive Owners’ Economics LAUNCH ACCESS Blacklift AST SpaceMobile’s purpose-built, reusable rocket to deploy BlueBird satellites into low Earth orbit. 20-ton Reusable rocket Up to 5 BlueBirds per launch Late 2028 First orbital launch Miranda + Vira Engines with over a decade of development and proven flight heritage WHY IT MATTERS Greater control over launch availability and deployment schedules Attractive ownership economics over launch Complements launch agreements with SpaceX, Blue Origin and others for 2027 and 2028 Miranda hot-fire test Miranda rocket engine
Expanding Scope of Services and Total Addressable Market MARKET EXPANSION Positioning AST SpaceMobile as the partner-of-choice for global mobile network operators, technology leaders and the United States Government. U.S. GOVERNMENT ~$100M U.S. Space Force contract for advanced space-based sensing (SB‑AMTI) — with 16 U.S. Government awards to date. INTERNATIONAL S-band + IMT Growing partnership strategy through combined S-band and IMT spectrum allocations in markets like Brazil and Colombia. TECHNOLOGY Largest arrays Largest phased arrays in LEO with ASIC microns address a dramatically expanded TAM beyond direct-to-device. U.S. GOVERNMENT Space-based connectivity for communications and non-communications use cases
FINANCIAL RESULTS Non-GAAP. See appendix for a reconciliation. Adjusted operating expenses is equal to total operating expense adjusted to exclude depreciation and amortization, loss on involuntary conversion, and stock based-compensation expense. Depreciation and amortization for the three months ended September 30, 2026 and June 30, 2026 was $25.1 million and $20.7 million, respectively. Loss on involuntary conversion was less than $0.1 million and $125.9 million for three months ended September 30, 2026 and June 30, 2026, respectively. Stock-based compensation for the three months ended September 30, 2026 and June 30, 2026 consisted of $27.6 million and $30.1 million of engineering services costs, $23.6 million and $33.0 million of general and administrative costs, and $1.1 million and $0.4 million of cost of revenues, respectively. Non-GAAP. See appendix for a reconciliation. Adjusted operating expenses, excluding Adjusted cost of revenues is equal to total operating expense adjusted to exclude depreciation and amortization expense, loss on involuntary conversion, stock based-compensation expense, and Adjusted cost of revenues. Adjusted operating expenses in Q3 2026 and Q2 2026 included cost of revenue related to our products and services revenue during the quarter. If you further adjust for these costs, our Adjusted operating expenses, excluding Adjusted cost of revenues were closer to $109.4 million during Q3 2026 and $95.9 million during Q2 2026, respectively. Gross property and equipment as of September 30, 2026, December 31, 2025, and September 30, 2025 was approximately $2,591.7 million, $1,572.5 million, and $1,165.8 million, respectively. Accumulated depreciation and amortization as of September 30, 2026, December 31, 2025, and September 30, 2025 was approximately $236.8 million, $173.7 million, and $158.0 million, respectively. Capital expenditures during Q2 2026 adds back decrease in gross balance due to BB7 write off. Cash Position as of September 30, 2026 and June 30, 2026 includes $434.6 million of restricted cash. Capital Expenditures3 Liquidity4 $M $B Operating and Capital Metrics $M Adj. Operating Expenses1 $95.92 $109.42
Reconciliation to Non-GAAP Measures APPENDIX ADJ. OPERATING EXPENSES - 3 MONTHS ENDED ADJ. OPERATING EXPENSES - 9 MONTHS ENDED FOOTNOTES ($ in thousands) Sep 30, ‘26 Jun 30, ‘26 Sep 30, ’25 Cost of revenues (exclusive of items shown below) 25,314 23,567 5,511 Engineering services costs 95,788 87,286 40,836 General and administrative costs 55,705 63,901 29,822 Research and development costs 9,094 7,768 5,530 Depreciation and amortization 25,078 20,664 12,716 Loss on involuntary conversion 47 125,911 - Total operating expenses 211,026 329,097 94,415 Less: Depreciation and amortization (25,078) (20,664) (12,716) Less: Stock-based compensation expense 1 (52,338) (63,467) (13,987) Less: Loss on involuntary conversion (47) (125,911) - Total adj. operating expenses 133,563 119,055 67,712 Less: Adjusted cost of revenues2 (24,177) (23,173) - Total adj. operating expenses, excluding Adjusted cost of revenues 109,386 95,882 67,712 ($ in thousands) Sep 30, ‘26 Sep 30, ‘25 Cost of revenues (exclusive of items shown below) 60,530 5,803 Engineering services costs 267,171 96,346 General and administrative costs 163,263 75,448 Research and development costs 23,990 19,058 Depreciation and amortization 63,357 35,394 Loss on involuntary conversion 125,958 - Total operating expenses 704,269 232,049 Less: Depreciation and amortization (63,357) (35,394) Less: Stock-based compensation expense 3 (171,158) (32,338) Less: Loss on involuntary conversion (125,958) - Total adj. operating expenses 343,796 164,317 Less: Adjusted cost of revenues2 (58,733) - Total adj. operating expenses, excluding Adjusted cost of revenues 285,063 164,317 Stock-based compensation for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025 consisted of $27.6 million, $30.1 million, and $8.0 million of engineering services costs, $23.6 million, $33.0 million, and $6.0 million of general and administrative costs, and $1.1 million, $0.4 million, and $0.0 million of cost of revenues, respectively. Adjusted cost of revenues is equal to cost of revenues adjusted to exclude stock based-compensation expense. Stock-based compensation for the nine months ended September 30, 2026 and 2025, respectively, consisted of $96.9 million and $15.4 million of engineering services costs, $72.4 million and $16.9 million of general and administrative costs, and $1.8 million and $0.0 million of cost of revenues, respectively.
Questions and Answers Thank you for joining the AST SpaceMobile Q3 2026 Business Update Investor contact: investors@ast-science.com Media contact: Allison Worldwide | ASTSpaceMobile@allisonpr.com Webcast archive: ast-science.com/investors AST SpaceMobile | Q3 2026 Business Update | NASDAQ: ASTS