424B5

AST SpaceMobile established an equity distribution agreement with eight financial institutions to sell up to $400 million in Class A common stock on an at-the-market basis, with the company retaining broad discretion on timing and pricing of share sales. The company has completed assembly of five Block 1 BlueBird satellites awaiting launch in September 2024 to begin limited commercial SpaceMobile Service in the United States, with plans to generate revenue from government contracts and gateway equipment sales in 2024. New investors face significant dilution of approximately $25.52 per share, as the company requires substantial capital to develop its satellite constellation, obtain regulatory approvals, and execute its business plan to provide cellular broadband directly to standard smartphones in areas without terrestrial coverage.