AST SpaceMobile (ASTS) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 12, 2026, with voting rights for holders of Class A, B, and C shares as of April 22, 2026.

• Key business includes electing 10 directors, ratifying KPMG as auditor, and a non-binding say-on-pay vote.

• The company reported $70.9 million in 2025 revenue, secured $1.2 billion in contracted commitments, and ended the year with $2.8 billion in cash.

Voting matters and shareholder proposals

• Proposals include electing 10 directors, ratifying KPMG as auditor for 2026, and approving executive compensation on an advisory basis.

• Board recommends voting FOR all proposals.

• Shareholders can vote online, by phone, mail, or during the virtual meeting.

Board of directors and corporate governance

• Board consists of 10 directors, with one vacancy; five are independent.

• Chairman and CEO roles are combined; a Lead Independent Director is designated.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, Network Planning and Spectrum, and Redemption Election.

• Controlled company status allows exemption from some Nasdaq governance requirements, but the board voluntarily maintains independent committees.

• Director nominations are governed by a Stockholders' Agreement, with major shareholders retaining nomination rights based on ownership thresholds.