8-KLeadership ChangesRegulation FDExhibits & Filings

AST SpaceMobile, Inc. 8-K Report, Executive Changes (Jun 25, 2024)

Filed June 25, 2024For Securities:ASTS

Summary

AST SpaceMobile, Inc. (ASTS) filed an 8-K on June 25, 2024, primarily to announce changes in its Board of Directors. Alexander Coleman resigned from the Board, serving on the Redemption Election Committee, Audit Committee, and as Chair of the Compensation Committee. His departure was not attributed to any disagreements with the Company. Following Mr. Coleman's resignation, the Board appointed Christopher Sambar as a new director, effective June 20, 2024. Mr. Sambar's appointment fills the vacancy and is intended to be an independent director. Notably, Mr. Sambar has elected to decline any cash or equity compensation for his board service. His appointment is also significant as he is AT&T's nominee, as per the recent Stockholders' Agreement, and will stand for election at the upcoming 2024 Annual Meeting. Mr. Sambar brings extensive executive experience from AT&T, particularly in network and technology operations, and has a distinguished military background.

Key Highlights

  • 1Alexander Coleman resigned from AST SpaceMobile's Board of Directors, stepping down from the Redemption Election Committee, Audit Committee, and as Chair of the Compensation Committee.
  • 2Christopher Sambar was appointed as a new independent director to the Board, effective June 20, 2024, filling the vacancy left by Mr. Coleman.
  • 3Mr. Sambar is AT&T's designated nominee under the recent Stockholders' Agreement and will stand for election at the 2024 Annual Meeting.
  • 4Christopher Sambar has elected to forgo all cash and equity compensation for his service as a director.
  • 5Mr. Sambar possesses extensive leadership experience in network and technology operations, most recently serving as Head of Network at AT&T.
  • 6The resignation and appointment were communicated via a press release on June 24, 2024, which is incorporated into the filing.
  • 7Mr. Coleman's resignation was stated to be unrelated to any disagreements with the Company.

Frequently Asked Questions

According to the filing, Alexander Coleman's decision to resign was not due to any disagreements with AST SpaceMobile regarding the Company's operations, policies, or practices.

Christopher Sambar is a seasoned corporate executive with extensive experience in network and technology operations, most recently as the Head of Network at AT&T. He also has a strong military background, having served in the Navy SEALs. He holds an MBA from the University of Southern California and a Bachelor of Science from the United States Naval Academy.

Christopher Sambar is AT&T's nominated director, as per the terms of the recently signed Stockholders' Agreement. His appointment fills a vacancy and he is expected to be formally elected at the upcoming 2024 Annual Meeting, signifying a continued strategic relationship and governance alignment with AT&T.

No, Mr. Sambar has elected to decline any cash or equity compensation that would typically be provided to directors for their service on the Board, according to the Company's compensation program.