NN 8-K
Nextnav Inc. (NN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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).
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Item 2.02. Results of Operations and Financial Condition.
On August 11, 2026, NextNav Inc. issued a press release announcing its financial results for the three and six months ended June 30, 2026. A full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
This information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
| Description |
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104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 11, 2026
| NEXTNAV INC. | ||
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| By: | /s/ Timothy A. Gray | |
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| Name: | Timothy A. Gray |
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| Title: | Chief Financial Officer |
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NextNav Inc. Reports Second Quarter 2026 Results and Operational Highlights
RESTON, VA., August 11, 2026 -- NextNav Inc. (NASDAQ: NN) a leader in next generation positioning, navigation, and timing (PNT) and 3D geolocation, today reported its financial results and operational updates for the quarter ended June 30, 2026.
“We are pleased to have strengthened our position across every dimension of our business, from our balance sheet and strategic partnerships to our regulatory engagement and technology validation,” said Mariam Sorond, CEO of NextNav. “We continue to work constructively through the FCC and interagency process while demonstrating the real-world capabilities of our terrestrial 5G-powered 3D PNT solution. Our conviction remains unchanged that NextNav can play a critical role in enabling a resilient, future-proof complement and backup to GPS. We have full trust in an FCC process that has, time and time again, successfully resolved spectrum matters through a transparent, engineering-driven process.”
Operational Highlights
Today, NextNav is pleased to announce Tiami Networks as a sensing ecosystem partner supporting the development of 900 MHz 5G-PRS-based counter-UAS detection solutions for homeland security and critical infrastructure applications. This partnership further advances NextNav’s wide-area sensing capabilities for counter-UAS detection.
On July 29, 2026, NextNav announced a partnership with Safran Electronics & Defense, an important milestone that enables NextNav to demonstrate the potential of our terrestrial 5G-powered PNT solution in real-world operating environments and validate its role within future resilient PNT ecosystems. The collaboration will integrate and demonstrate interoperability between NextNav’s terrestrial 5G PNT Network and Safran’s navigation and timing receivers. Details can be found here.
On June 10, 2026, NextNav announced it has joined GSMA and industry partners in an industry-first call to action to collaborate in the drone ecosystem for safe, trusted, scalable drone operations in expanding market. Details can be found here.
On May 19, 2026, NextNav announced real-world field validation of timing accuracy of approximately 20 nanoseconds (billionths of a second), demonstrating how NextNav’s planned 5G-powered 3D PNT solution can deliver timing information to serve critical infrastructure needs. Details can be found here.
Financial Highlights
Balance Sheet: As of June 30, 2026, the Company held approximately $228.8 million in cash, cash equivalents, and marketable securities. In addition, approximately $69.3 million of warrant exercise proceeds were recorded as other current assets as of June 30, 2026, which were subsequently collected in on July 1, 2026, resulting in total available liquidity of approximately $298 million.
On May 27, 2026, NextNav announced the redemption of all outstanding Public Warrants, with the redemption completed on June 26, 2026. Holders exercised approximately 14.8 million warrants for cash at the contractual exercise price of $11.50 per warrant, generating approximately $169.5 million of gross proceeds. The remaining 318 thousand warrants were redeemed for $0.01 per warrant, eliminating the public warrant overhang.
On June 15, 2026, the Company exercised its optional redemption right under the indenture governing its $190 million 5.00% Senior Secured Convertible Notes due 2028. Prior to the June 25, 2026 redemption date, all noteholders elected to convert their outstanding notes and unpaid accrued interest into approximately 15.2 million shares of common stock, resulting in no cash redemption and eliminating all outstanding convertible debt and related derivative liabilities as of June 30, 2026.
Conference Call Information
NextNav will host a conference call for analysts and investors at 5:00 pm ET on Tuesday, August 11, 2026.
Registration for the conference call can be completed by visiting the following website prior to, or on the day of, the conference call: https://events.q4inc.com/attendee/857071314. After registering, each participant will be provided with call details and a registrant ID. Reminders will also be sent to registered participants via email. Alternatively, the conference call will be available via a live webcast.
To access the live webcast or a replay, visit the Company’s investor relations website at https://ir.nextnav.com/.
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To receive replay details, please register through the link above. After registering for replay details, each participant will be provided with call details and access codes to listen to the call playback.
About NextNav Inc.
NextNav Inc. (Nasdaq: NN) is a leader in next-generation 3D Positioning, Navigation, and Timing (PNT) solutions. As the nation’s largest license holder in a spectrum band expressly designated for terrestrial positioning services, NextNav is uniquely positioned to enable a widescale terrestrial complement and backup to GPS. Leveraging licensed low-band spectrum and the global 5G ecosystem, NextNav is focused on delivering an accurate, reliable, and resilient 3D PNT solution to protect national security, public safety, and the economy. Learn more at www.nextnav.com.
For more information, please visit https://nextnav.com/ or follow NextNav on X at https://x.com/NextNav or LinkedIn at https://www.linkedin.com/company/nextnav/.
Source: NextNav
Contact:
Sloane & Company
[email protected]
Forward-Looking Statements
This press release contains “forward‑looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward‑looking statements can be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target,” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of NextNav’s management and are not predictions of actual performance.
These forward‑looking statements are subject to a number of risks and uncertainties, including, but not limited to, the following factors: the failure to realize the anticipated benefits of, or achieve commercial acceptance for, NextNav’s technology across targeted industries (including public safety and mobility); difficulties, delays, or unforeseen challenges in the development, deployment, operation, or integration of NextNav’s network, assets, software, or other technologies, including its next‑generation terrestrial 3D PNT technology; adverse regulatory developments, including action or inaction by the Federal Communications Commission (“FCC”) or other federal or state governmental authorities affecting spectrum allocation, location‑based services, the use of licensed spectrum, or E911 or related requirements; the outcome and timing of NextNav’s pending petition for rulemaking before the FCC and the possibility that the FCC may not issue a notice of proposed rulemaking (“NPRM”), may delay or decline to adopt a subsequent report and order (“R&O”), or may adopt rules that differ materially from those sought by NextNav; opposition to NextNav’s regulatory efforts from third parties; legislative or executive branch actions, including appropriations or other measures, that could limit, condition, delay, or prevent FCC action; interagency review and coordination processes that may identify issues, impose conditions, require modifications to NextNav’s proposals, or result in additional delays or a decision not to proceed with rulemaking; and NextNav’s ability to execute its business plan, including entering into and maintaining strategic partnerships, managing growth, and achieving or sustaining profitability.
These factors are not exhaustive. Additional risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward‑looking statements are described in NextNav’s filings with the Securities and Exchange Commission, including, but not limited to, the “Risk Factors” section of NextNav’s most recent Annual Report on Form 10‑K and subsequent Quarterly Reports on Form 10‑Q. If any of these risks materialize, or if NextNav’s assumptions prove incorrect, actual results could differ materially from those contemplated by the forward‑looking statements. You are cautioned not to place undue reliance on these statements, which speak only as of the date they are made. Except as required by law, NextNav undertakes no obligation to publicly update or revise any forward‑looking statements to reflect subsequent events or circumstances.
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CONDENSED Consolidated Balance Sheets
(IN THOUSANDS, EXCEPT SHARE DATA)
| June 30, 2026 (unaudited) |
| December 31, 2025 | ||
Assets |
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Current assets: |
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Cash and cash equivalents | $ | 77,715 |
| $ | 44,757 |
Short term investments |
| 151,122 |
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| 107,381 |
Accounts receivable |
| 2,109 |
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| 2,346 |
Other current assets |
| 72,866 |
|
| 2,927 |
Total current assets | $ | 303,812 |
| $ | 157,411 |
Property and equipment, net of accumulated depreciation of $17,756 and $16,458 at June 30, 2026 and December 31, 2025, respectively |
| 10,510 |
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| 11,763 |
Operating lease right-of-use assets |
| 12,867 |
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| 14,856 |
Goodwill |
| 18,580 |
|
| 19,161 |
Intangible assets, net |
| 41,772 |
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| 42,167 |
Other assets |
| 1,510 |
|
| 1,661 |
Total assets | $ | 389,051 |
| $ | 247,019 |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable | $ | 958 |
| $ | 661 |
Accrued expenses and other current liabilities |
| 7,971 |
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| 8,560 |
Operating lease current liabilities |
| 2,386 |
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| 2,673 |
Deferred revenue |
| 537 |
|
| 491 |
Total current liabilities | $ | 11,852 |
| $ | 12,385 |
Warrants |
| 29,116 |
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| 33,167 |
Operating lease noncurrent liabilities |
| 10,777 |
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| 12,337 |
Other long-term liabilities |
| 2,806 |
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| 1,776 |
Long-term debt, net |
| — |
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| 273,589 |
Total liabilities | $ | 54,551 |
| $ | 333,254 |
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Stockholders’ equity: |
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Common stock, authorized 500,000,000 shares; 167,130,020 and 135,504,497 shares issued and 166,997,792 and 135,372,269 shares outstanding at June 30, 2026 and December 31, 2025, respectively |
| 18 |
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| 15 |
Additional paid-in capital |
| 1,428,059 |
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| 961,991 |
Accumulated other comprehensive income |
| 2,851 |
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| 3,811 |
Accumulated deficit |
| (1,095,735) |
|
| (1,051,359) |
Common stock in treasury, at cost; 132,228 shares at both June 30, 2026 and December 31, 2025 |
| (693) |
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| (693) |
Total stockholders’ equity (deficit) | $ | 334,500 |
| $ | (86,235) |
Total liabilities and stockholders’ equity | $ | 389,051 |
| $ | 247,019 |
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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
| Three Months Ended June 30, |
| Six Months Ended June 30, | ||||||||
| 2026 |
| 2025 |
| 2026 |
| 2025 | ||||
Revenue | $ | 1,150 |
| $ | 1,202 |
| $ | 2,145 |
| $ | 2,741 |
Operating expenses: |
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Cost of goods sold (exclusive of depreciation and amortization) |
| 2,055 |
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| 2,035 |
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| 4,177 |
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| 4,568 |
Research and development |
| 5,463 |
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| 4,824 |
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| 11,404 |
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| 8,862 |
Selling, general and administrative |
| 12,561 |
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| 10,233 |
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| 23,302 |
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| 20,753 |
Depreciation and amortization |
| 1,320 |
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| 1,350 |
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| 2,854 |
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| 2,802 |
Total operating expenses | $ | 21,399 |
| $ | 18,442 |
| $ | 41,737 |
| $ | 36,985 |
Operating loss | $ | (20,249) |
| $ | (17,240) |
| $ | (39,592) |
| $ | (34,244) |
Other income (expense): |
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Interest expense, net |
| (3,080) |
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| (3,020) |
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| (6,993) |
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| (5,758) |
Debt extinguishment gain (loss) |
| 21,429 |
|
| — |
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| 21,429 |
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| (14,434) |
Change in fair value of warrants |
| (3,297) |
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| (8,836) |
|
| 133 |
|
| (2,795) |
Change in fair value of derivative liability |
| (28,434) |
|
| (30,658) |
|
| (19,259) |
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| (55,181) |
Other income (loss), net |
| (64) |
|
| (3,399) |
|
| 22 |
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| (9,262) |
Loss before income taxes | $ | (33,695) |
| $ | (63,153) |
| $ | (44,260) |
| $ | (121,674) |
Provision for income taxes |
| (60) |
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| (42) |
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| (116) |
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| (100) |
Net loss | $ | (33,755) |
| $ | (63,195) |
| $ | (44,376) |
| $ | (121,774) |
Foreign currency translation adjustment |
| (183) |
|
| 2,149 |
|
| (960) |
|
| 3,141 |
Comprehensive loss | $ | (33,938) |
| $ | (61,046) |
| $ | (45,336) |
| $ | (118,633) |
Net loss |
| (33,755) |
|
| (63,195) |
|
| (44,376) |
|
| (121,774) |
Net loss attributable to common stockholders – basic | $ | (33,755) |
| $ | (63,195) |
| $ | (44,376) |
| $ | (121,774) |
Net loss attributable to common stockholders – diluted |
| (33,755) |
|
| (63,195) |
|
| (45,633) |
|
| (121,774) |
Weighted average of shares outstanding – basic |
| 141,629 |
|
| 132,318 |
|
| 138,495 |
|
| 131,509 |
Weighted average of shares outstanding – diluted |
| 141,629 |
|
| 132,318 |
|
| 139,800 |
|
| 131,509 |
Net loss attributable to common stockholders per share – basic | $ | (0.24) |
| $ | (0.48) |
| $ | (0.32) |
| $ | (0.93) |
Net loss attributable to common stockholders per share – diluted | $ | (0.24) |
| $ | (0.48) |
| $ | (0.33) |
| $ | (0.93) |
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CONDENSED Consolidated Statements of Cash Flows
(UNAUDITED)
(IN THOUSANDS)
| Six Months Ended June 30, | ||||
| 2026 |
| 2025 | ||
Operating activities |
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Net loss | $ | (44,376) |
| $ | (121,774) |
Adjustments to reconcile net loss to net cash used in operating activities: |
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Depreciation and amortization |
| 2,854 |
|
| 2,802 |
Equity-based compensation |
| 10,974 |
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| 7,974 |
Change in fair value of warrants |
| (133) |
|
| 2,795 |
Debt extinguishment (gain) loss |
| (21,429) |
|
| 13,734 |
Issuance of common warrants |
| — |
|
| 9,006 |
Change in fair value of derivative liability |
| 19,259 |
|
| 55,181 |
Realized and unrealized gain on short term investments |
| (1,991) |
|
| (1,160) |
Equity method investment loss |
| 137 |
|
| 74 |
Asset retirement obligation accretion |
| 100 |
|
| 52 |
Amortization of debt discount |
| 5,207 |
|
| 4,275 |
Changes in operating assets and liabilities: |
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Accounts receivable |
| 237 |
|
| 1,064 |
Other current assets |
| (614) |
|
| (918) |
Other assets |
| 9 |
|
| 67 |
Accounts payable |
| 297 |
|
| 752 |
Deferred revenue |
| 46 |
|
| 65 |
Accrued expenses and other liabilities |
| 1,256 |
|
| (120) |
Operating lease right-of-use assets and liabilities |
| 146 |
|
| 428 |
Net cash used in operating activities | $ | (28,021) |
| $ | (25,703) |
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Investing activities |
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Purchases of network assets, property, and equipment |
| (15) |
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| (57) |
Purchase of internal use software |
| (315) |
|
| (200) |
Purchase of marketable securities |
| (210,751) |
|
| (132,141) |
Sale and maturity of marketable securities |
| 169,000 |
|
| 56,900 |
Net cash used in investing activities | $ | (42,081) |
| $ | (75,498) |
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Financing activities |
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Proceeds from 2028 senior convertible notes |
| — |
|
| 190,000 |
Repayment of 2026 senior secured notes |
| — |
|
| (70,000) |
Payments towards debt issuance cost |
| — |
|
| (1,517) |
Payments towards debt |
| (50) |
|
| (56) |
Proceeds from exercise of common warrants |
| 100,305 |
|
| 582 |
Proceeds from exercise of common stock options |
| 3,021 |
|
| 1,422 |
Net cash provided by financing activities | $ | 103,276 |
| $ | 120,431 |
Effect of exchange rates on cash and cash equivalents |
| (216) |
|
| 306 |
Net increase in cash and cash equivalents |
| 32,958 |
|
| 19,536 |
Cash and cash equivalents at beginning of period |
| 44,757 |
|
| 39,330 |
Cash and cash equivalents at end of period | $ | 77,715 |
| $ | 58,866 |
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Supplemental disclosures of cash information |
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Income taxes paid, net | $ | 117 |
| $ | 90 |
Interest paid in cash | $ | 4,731 |
| $ | 4,244 |
Supplemental disclosure of non-cash financing activity |
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Conversion of debt and accrued interest into common stock | $ | 190,451 |
| $ | — |
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