SC 13D/A

Abel Avellan's beneficial ownership stake in AST SpaceMobile decreased from approximately 40% to 38.9% of Class A Common Stock following the company's January 23, 2024 closing of a 32.3 million share offering that he did not participate in, diluting his position while he maintained voting control through his ownership of all Class C Common Stock. Avellan continues to beneficially own 78.2 million shares through common units convertible to Class A stock and retains an 81.9% voting interest in the company despite the reduced economic ownership percentage.