10-K/APeriod: FY2021

AST SpaceMobile, Inc. Annual Report (Amendment), Year Ended Dec 31, 2021

Filed April 22, 2022For Securities:ASTS

Summary

This filing for AST SpaceMobile, Inc. (ASTS) for the period ending December 31, 2021, provides details on its leadership team, executive compensation, and significant shareholder structures. The company's Board of Directors and executive officers possess extensive experience in technology, telecommunications, and finance, with key leadership roles held by Abel Avellan (CEO) and Thomas Severson (CFO/COO). Executive compensation is designed to attract and retain talent, aligning with shareholder interests through a mix of salary and long-term equity incentives. Significant equity awards were granted, particularly to Brian Heller, reflecting performance and service-based vesting. Director compensation includes retainers and equity awards, with specific committee assignments and independence status highlighted. Major shareholders, including Rakuten Mobile, Invesat LLC, and Vodafone Ventures Limited, hold substantial voting power, primarily through Class B and Class C common stock, with the CEO, Abel Avellan, wielding significant control via Class C shares and their multi-vote provisions. The company has established strategic relationships with key industry players like Vodafone, American Tower, and Rakuten, outlining potential commercial partnerships and service agreements. These collaborations are crucial for the development and deployment of AST SpaceMobile's satellite-based communication services. The filing also details the company's independent auditors and associated fees, indicating a transition in auditing services during the fiscal year.

Financial Highlights

49 data points
Beta

Revenue

$12.40M

39.0% Gross Margin

Net Income

-$18.97M

-152.9% Net Margin

EPS (Diluted)

$-0.37

Total Assets

$443.94M

Cash & Equivalents

$321.79M

Free Cash Flow

-$95.17M

Financial Statements
Beta
Revenue$12.40M
Cost of Revenue$7.56M
Gross Profit$4.84M
R&D Expenses$23.44M
Operating Expenses$91.59M
Net Income-$18.97M
EPS (Basic)$-0.37
Shares Outstanding (Basic)51.73M

Key Highlights

  • 1Experienced leadership team with deep industry knowledge in space technology, telecommunications, and finance.
  • 2Executive compensation emphasizes long-term equity incentives to align with shareholder interests, with significant awards granted to key officers.
  • 3Significant voting power is concentrated among major shareholders, including Rakuten, Invesat, and Vodafone, with CEO Abel Avellan holding substantial control through multi-vote Class C shares.
  • 4Strategic partnerships with major telecommunications players (Vodafone, American Tower, Rakuten) are central to the company's growth and service deployment strategy.
  • 5Director compensation structure includes cash retainers and equity awards, designed to attract and retain independent board members.
  • 6The company has undergone a transition in its independent auditor, with KPMG appointed in July 2021.
  • 7The filing details the robust corporate governance structure, including the roles and independence of various board committees such as Audit, Compensation, and Nominating & Governance.

Frequently Asked Questions

For the fiscal year ending December 31, 2021, the compensation for AST SpaceMobile's named executive officers (NEOs) consisted primarily of base salaries and long-term equity incentive awards. CEO Abel Avellan received minimal base salary, opting for amounts related to minimum wage requirements, and effective post-Business Combination, no base salary. CFO/COO Thomas Severson received a base salary and a significant bonus. Executive VP Brian Heller, who joined in February 2021, received a base salary and substantial equity awards, including performance-based restricted stock units (RSUs).

Major beneficial owners include Rakuten Mobile, Inc., Invesat LLC, and Vodafone Ventures Limited, holding significant percentages of Class A and Class B common stock. However, CEO Abel Avellan controls the vast majority of the voting power through his ownership of all Class C common stock, which carries multiple votes per share until a specified 'Sunset Date.' This structure gives him substantial control over the company's governance.

AST SpaceMobile has established crucial commercial partnership agreements and term sheets with major industry players like Vodafone, American Tower, and Rakuten. These partnerships are vital for the deployment of its satellite-based communication services, involving network integration, ground station infrastructure, and market access. For example, agreements with Vodafone and American Tower outline the use of their infrastructure for terrestrial gateway facilities, while the Rakuten agreement focuses on exclusive network capabilities in Japan.

AST SpaceMobile has a Director Compensation Program for its non-employee directors. This program includes annual cash retainer fees for service on the board and its committees (Audit, Compensation, Nominating & Governance), as well as long-term equity awards in the form of Restricted Stock Units (RSUs). Directors who are not affiliated with key partners like Invesat LLC, Vodafone, American Tower, or Rakuten are eligible to participate in this program.