Registration Statement (S-1)

AST SpaceMobile completed a business combination with New Providence Acquisition Corp. on April 6, 2021, transforming into a publicly traded company trading on Nasdaq under ticker ASTS, with estimated total development costs of approximately $1.7 billion to build a 168-satellite LEO constellation designed to deliver mobile broadband service to standard unmodified phones globally in partnership with mobile network operators. The company is a pre-revenue stage with net losses of $52.1 million since inception through March 31, 2021, and expects revenues to begin in 2023 following planned commercial satellite launches, with founder Abel Avellan controlling approximately 88.3% of voting power through multi-class stock structure. The offering registered 141.5 million shares of Class A common stock valued at approximately $1.35 billion at the filing price of $9.54 per share, with about 90.5% of shares subject to one-year lock-up agreements from major investors including Rakuten USA, Vodafone, and American Tower.