424B5

AST SpaceMobile raised approximately $347 million in a registered direct offering of 5.78 million shares at $60.06 per share, concurrent with a $500 million convertible notes offering, with plans to use proceeds to repurchase $135 million of existing convertible debt and fund satellite manufacturing and launch operations. The company is developing satellite-based cellular broadband service through its Block 1 and next-generation Block 2 BlueBird satellites, with successful testing milestones achieved including 5G calls to unmodified smartphones and partnership agreements with major carriers like AT&T, Verizon, and Vodafone, while also securing spectrum access through a pending Ligado Networks transaction valued at $550 million.