AST SpaceMobile, Inc.
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 9, 2026
ASTS$36.89+14.1%Stored close · as of Nov 9, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-10.
0001193125-26-342550
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-09.
0001193125-26-453759
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 195 previous paragraphs and 219 current paragraphs.
125 unchanged; 66 reworded; 26 added; 2 removed; 2 previous and 2 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (26)
Current report
our ability to successfully develop and build our own rockets on time, or at all, using the engine architecture and intellectual property licensed from Firefly;
Current report
our ability to develop, manufacture, and deliver the mid-band satellites to RAST on time, or at all, and to ensure the proper functioning of the satellites to meet the service standards and timeline required of the grant received by RAST to fund the J-LEO Constellation;
Current report
our ability to accurately estimate the anticipated costs necessary to fund the build-out of the J-LEO Constellation, many of which are preliminary estimates that are subject to change based upon a variety of factors many of which are outside of our control, including availability of launch vehicles, supply chain constraints, and increase in costs of satellites materials and launches;
Current report
Recent Developments
Current report
On November 6, 2026, we entered into a license agreement (the “License Agreement”) and a Supply and Services Agreement (the “Supply and Services Agreement”) with Firefly Aerospace, Inc. (“Firefly”) in an effort to build our own 20-ton rocket (“Blacklift”) to deploy BB satellites in LEO using Miranda and Vira engines from Firefly. Refer to the “Liquidity and Capital Resources” section below for further details.
Current report
On November 6, 2026, we and Rakuten Group, Inc. (“Rakuten”) agreed to establish a joint venture (“Rakuten AST, Inc.” or “RAST”) in Japan to own and operate a constellation of mid-band LEO satellites (“J-LEO Constellation”). The J-LEO Constellation is expected to be capable of providing direct-to-device (“D2D”) communications network in Japan to commercially available devices including in the event of disasters and other emergencies, and D2D communications network globally subject to regulatory approvals. Refer to the “Liquidity and Capital Resources” section below for further details.
Current report
Gain (Loss) on Remeasurement of Warrant Liabilities
Current report
Other (Expense) Income, Net
Current report
Gain on Remeasurement of Warrant Liabilities
Current report
Other Expense, Net
Current report
Cost of revenues - products increased by $50.1 million to $55.9 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. The increase was primarily attributable to cost of gateway equipment and software.
Current report
Other (Expense) Income, Net
Current report
On November 6, 2026, we entered into a License Agreement and a Supply and Services Agreement with Firefly to build our own 20-ton rocket (“Blacklift”) to deploy BB satellites in LEO using Miranda and Vira engines from Firefly.
Current report
Pursuant to the License Agreement, Firefly will grant us a perpetual license to manufacture the Miranda and vacuum-variant Vira engines. In consideration for the license, we will pay Firefly $400.0 million in cash and an estimated 10 to 14 million in shares of our Class A Common Stock, a portion of which is subject to lock-up, as determined by a forward VWAP calculation. The shares will be issued pursuant to an effective registration statement of the Company filed with the Securities and Exchange Commission; however, 2.4 million shares will be freely tradable at closing, with the remaining shares subject to a lock-up that permits additional shares to be sold at six months, one year and three years post-closing.
Current report
Pursuant to the Supply and Services Agreement, Firefly will supply us engines for the first three Blacklift rockets and provide engineering and other support services over a three-year period. As consideration for the Supply and Services Agreement, we will pay Firefly (1) a services fee of $250.0 million over a three-year period and (2) a hardware fee of $250.0 million for delivery of the engines for our first three rockets. The Supply and Services Agreement has a 36-month term, extendable by mutual agreement, unless early terminated pursuant terms of the Supply and Services Agreement.
Current report
Closing of the License Agreement and the Supply and Services Agreement is expected to occur in the fourth quarter of 2026, subject to customary closing conditions.
Current report
On November 6, 2026, we and Rakuten agreed to establish RAST, a joint venture, in Japan to own and operate a constellation of mid-band LEO satellites (“J-LEO Constellation”). The J-LEO Constellation is expected to be capable of providing direct-to-device (“D2D”) communications network in Japan to commercially available devices including in the event of disasters and other emergencies, and D2D communications network globally subject to regulatory approvals.
Current report
Rakuten and we own 51% and 49%, respectively, of the voting common shares in RAST. Common share contributions were de minimis. The Japanese Ministry of Internal Affairs and Communications (the “Japanese MIC”) selected the joint proposal from Rakuten’s preparatory company and Rakuten Mobile, Inc. for the publicly solicited "J-LEO: Japan Low Earth Orbit Satellite Communications Project". Rakuten AST is expected to receive a grant of up to JPY 148.0 billion (approximately $938.0 million based on a dollar/yen exchange rate of 157.75) to be paid over approximately three years to deploy and manage the J-LEO Constellation. RAST is expected to be funded by the grant award and our investments in RAST through preferred shares subscriptions, as discussed below. Such funds will be used to buy satellites, launch support services, and software licenses from us, and establish the infrastructure to deploy and manage the J-LEO Constellation.
Current report
We will subscribe for no coupon preferred shares to fund the remaining cost (above the grant award) for the deployment of the J-LEO Constellation. The preferred shares will have a liquidation preference over common shares in case of dissolution or termination of RAST. The amount of our subscription is subject to numerous factors such as satellite materials and launch costs and our preliminary estimate is that the subscription will be approximately $1.4 billion over an approximately three year period. The J-LEO Constellation will be used by RAST and Rakuten to provide services in Japan and three exclusive markets. RAST will receive 100% of the revenue generated in the three exclusive markets. The remaining capacity of the J-LEO Constellation will be used solely by us to provide services to our customers worldwide subject to regulatory approvals, with us sharing a pre-determined low single digit percentage of qualifying revenue with RAST. The revenue earned by RAST is expected to be used, subject to shareholders deciding otherwise, to reinvest in expanding the constellation and buying additional satellites from us.
Current report
The joint venture agreement (“Joint Venture Agreement”) contemplates a series of commercial agreements to be entered into by RAST, Rakuten and us, including a satellite supply agreement (the “Satellite Supply Agreement”) and a Mission Control and Monitoring System Software License Agreement (the “Rakuten License Agreement”) that were signed as part of the closing of the joint venture. Under the Satellite Supply Agreement, we will supply satellites to RAST. Under the Rakuten License Agreement, we will provide a non-exclusive, non-transferable and non-sublicensable license to RAST of our mission control and monitoring software to establish the Japan satellite operations center and the Japan payload operations center. In consideration for the license, RAST will pay the Company a one-time license fee of $75.0 million.
Current report
The term of the joint venture ends on the later of (i) the 8th anniversary of the Joint Venture Agreement closing or (ii) the permanent retirement of the last satellite, unless extended or terminated earlier pursuant to the terms of the Joint Venture Agreement.
Current report
On September 1, 2026, we entered into an amendment to the Schedules (the “Amendment”) with the Lenders. Under the Amendment, we made scheduled payments totaling $11.5 million, applied in inverse order of maturity, and received releases of the Lenders’ security interests in certain real property fixtures and equipment. The payments did not result in prepayment premiums, and no non-utilization fee is payable under the MEFA or any Schedule. We continue to make an aggregate monthly payment of approximately $1.1 million and an end of term payment of 9% of the drawn amounts.
Current report
Ability to close our proposed transaction with Firefly and realize the anticipated benefits;
Current report
Ability to develop, manufacture, and deliver the mid-band satellites to RAST on time and to ensure the proper functioning of the satellites to meet the persistency requirement and timeline required of the grant received by RAST to fund the J-LEO Constellation;
Current report
Ability to accurately estimate and meet the costs necessary to fund the build-out of the J-LEO Constellation,
Current report
Ability to accurately estimate and meet the costs necessary to fund the development and build-out of Blacklift rockets, and;
Removed paragraphs (2)
Previous report
Cost of product revenues of $33.5 million for the six months ended June 30, 2026 was primarily attributable to cost of gateway equipment and software. Cost of revenues for gateway equipment sold were not presented separately for the six months ended June 30, 2025.
Previous report
The Sound Point Credit Facility requires SpectrumCo to pay a commitment fee equal to 2% of the Loan Amount, which SpectrumCo has fully paid. The Sound Point Credit Facility also includes a ticking fee equal to 0.15% of the Loan Amount payable on a monthly basis from the Credit Facility Closing Date to the date the Sound Point Credit Facility is drawn. If SpectrumCo terminates the Sound Point Credit Facility prior to the end of the Availability Period, it will be required to pay a termination fee, payable in cash or shares of our Class A Common Stock at SpectrumCo’s option, ranging from 1% to 5% of the Loan Amount depending on when SpectrumCo terminates the Sound Point Credit Facility. The Sound Point Credit Facility also requires SpectrumCo to pay an upfront fee equal to 3% of the Loan Amount that will become payable when the Sound Point Credit Facility is drawn (and will act as a reduction to proceeds received) and some other fees that will become payable starting from the Credit Facility Closing Date. Loans drawn under the Sound Point Credit Facility will bear interest, at SpectrumCo’s option, at either (i) Term SOFR plus an applicable margin of 8.0% per annum or (ii) an alternate base rate plus an applicable margin of 9.0% per annum. The scheduled maturity date will depend on the funding date, ranging from 48 to 60 months after funding, and any prepayments made prior to 30 months after the funding date will be subject to a premium (which decreases over time).
Reworded paragraphs (66)
Previous wording
our ability to consummate the proposed strategic transaction with Ligado, including our ability to realize the anticipated benefits of our proposed transaction with Ligado and to satisfy the conditions to funding under the Sound Point Credit Agreement;
Current wording
our ability to consummate the proposed strategic transactions with Ligado and Firefly, including our ability to realize the anticipated benefits of our proposed transactions with Ligado and Firefly;
Previous wording
Such forward-looking statements relate to future events or future performance, but reflect management’s current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to Part I, Item 1A. Risk Factors included in our Annual Report on Form 10-K for the year ended December 31, 2025. The Company’s securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov. Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Current wording
Such forward-looking statements relate to future events or future performance, but reflect management’s current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to Part I, Item 1A. Risk Factors included in our Annual Report on Form 10-K for the year ended December 31, 2025 and Part II Item 1A. Risk Factors included in this Quarterly Report. The Company’s securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov. Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Previous wording
As of June 30, 2026, our IP portfolio consists of approximately 3,900 patent and patent pending claims worldwide, of which approximately 2,100 have been officially granted or allowed. This includes 38 patent families worldwide. Our patents have various terms expiring starting 2039. We are headquartered in Texas where we operate our satellite assembly, integration and testing (“AIT”) facilities. We also have engineering and development centers elsewhere in the United States, India and Scotland, and engineering, development and production centers in Spain and Israel. Our global footprint was approximately 500,000 square feet as of June 30, 2026.
Current wording
As of September 30, 2026, our IP portfolio consists of approximately 3,500 patent and patent pending claims worldwide, of which approximately 2,100 have been officially granted or allowed. This includes 40 patent families worldwide. Our patents have various terms expiring starting 2039. We are headquartered in Texas where we operate our satellite assembly, integration and testing (“AIT”) facilities. We also have engineering and development centers elsewhere in the United States, India and Scotland, and engineering, development and production centers in Spain and Israel. Our global footprint was approximately 505,000 square feet as of September 30, 2026.
Previous wording
We launched five Block 1 BB satellites on September 12, 2024. In October 2024, we completed the deployment of the communications phased array antennas and Q/V antennas in orbit and performed a series of monitoring tests and activities to confirm the successful initial operations of the Block 1 BB satellites. In January 2025, we successfully made the first SpaceMobile video call from space with Vodafone using standard unmodified smartphones. In February 2025, we completed the voice and video call tests on standard unmodified smartphones with AT&T and Verizon in the U.S. and also completed the tests for non-communication applications for the U.S. government. All five Block 1 BB satellites have participated in the tests at various stages. In April 2025, together with Rakuten Mobile, Inc., we successfully conducted a two-way broadband video call in front of a live audience using unmodified smartphones on the SpaceMobile network enabled by a Block 1 BB satellite in orbit today. On July 21, 2025, we and AT&T made the first-ever VoLTE call and short message service over satellite using AT&T’s spectrum and core network with a standard unmodified cell phone. On October 2, 2025, together with Bell Canada, we achieved Canada’s first-ever space-based 4G VoLTE voice call, broadband data connection, and video streaming using standard unmodified smartphones. Using our Block 1 BB satellite, we have continued to conduct various successful testing with our partners, including emergency communications tests, and have achieved 98.9 Mbps peak data speeds directly to a standard unmodified smartphone.
Current wording
We launched five Block 1 BB satellites on September 12, 2024. In October 2024, we completed the deployment of the communications phased array antennas and Q/V antennas in orbit and performed a series of monitoring tests and activities to confirm the successful initial operations of the Block 1 BB satellites. In January 2025, we successfully made the first SpaceMobile video call from space with Vodafone using standard unmodified smartphones. In February 2025, we completed the voice and video call tests on standard unmodified smartphones with AT&T and Verizon in the U.S. and also completed the tests for non-communication applications for the U.S. government. All five Block 1 BB satellites have participated in the tests at various stages. In April 2025, together with Rakuten Mobile, Inc., we successfully conducted a two-way broadband video call in front of a live audience using unmodified smartphones on the SpaceMobile network enabled by a Block 1 BB satellite in orbit today. On July 21, 2025, we and AT&T made the first-ever VoLTE call and short message service over satellite using AT&T’s spectrum and core network with a standard unmodified cell phone. On October 2, 2025, together with Bell Canada, we achieved Canada’s first-ever space-based 4G VoLTE voice call, broadband data connection, and video streaming using standard unmodified smartphones. Using our Block 1 BB satellites, we have continued to conduct various successful tests with our partners, including emergency communications tests, and have achieved 98.9 Mbps peak data speeds directly to a standard unmodified smartphone.
Previous wording
2026, we launched BB8, BB9, and BB10, which were successfully deployed in July 2026. On August 5, 2026, we successfully launched BB11, BB12, and BB13. The Block 2 BB satellites feature an up to approximately 2,400 square feet phased array, the largest phased array ever deployed in a LEO for commercial use, which is more than three times larger than the phased array of the Block 1 BB satellites and designed to deliver up to 10 times the bandwidth capacity of the Block 1 BB satellites. We believe the larger aperture array is expected to provide greater spectrum reuse, enhanced signal strength and increased capacity, thereby reducing the necessary number of satellites to achieve service coverage as compared to smaller apertures. Since deployment, BB6 has been used for testing and optimizing the new and unique features associated with the largest phased array.
Current wording
On December 23, 2025, we launched the first (“BB6”) of our next generation commercial BB satellites (“Block 2 BB satellites”), which was successfully deployed in February 2026. On April 19, 2026, BB7 was placed into a lower than planned orbit and, as a result, BB7 was de-orbited. In connection with the loss of BB7, we have received insurance recovery with respect to a portion of the total loss associated with this event and expect a replacement launch pursuant to the terms of the applicable contract with the launch provider. On June 17, 2026, we launched BB8, BB9, and BB10, which were successfully deployed in July 2026. On August 5, 2026, we successfully launched BB11, BB12, and BB13, which were successfully deployed by September 30, 2026. In September 2026, we completed the deployment of the communications phased array antennas and Q/V antennas in orbit and performed a series of monitoring tests and activities to confirm the successful initial operations of BB6, BB8, BB9, and BB10. The Block 2 BB satellites feature an up to approximately 2,400 square feet phased array, the largest phased array ever deployed in a LEO for commercial use, which is more than three times larger than the phased array of the Block 1 BB satellites and designed to deliver up to 10 times the bandwidth capacity of the Block 1 BB satellites. We believe the larger aperture array will provide greater spectrum reuse, enhanced signal strength and increased capacity, thereby reducing the necessary number of satellites to achieve service coverage as compared to smaller apertures.
Previous wording
We have entered into launch agreements with multiple launch service providers which will enable us to continue our planned launch campaign to launch over 60 Block 2 BB satellites. We have commenced our launch campaign with the launch of BB6 on December 23, 2025 and based on our current expectations regarding launch availability, we are targeting approximately 45 BB satellites in early 2027. The timing of launch of the Block 2 BB satellites is contingent on a number of factors including satisfactory and timely completion of the assembly and testing of the Block 2 BB satellites, readiness of the launch vehicle, logistics and other factors, many of which are beyond our control.
Current wording
We have entered into launch agreements with multiple launch service providers which will enable us to continue our planned launch campaign to launch over 60 Block 2 BB satellites. In addition to our currently contracted 10 launches, our expected new launches based on our Defense Priorities and Allocations System (“DPAS”) rating and our newly signed non-binding agreement for at least five (5) additional launches, we now expect to have launches to support a total of over 100 BB satellites on a cumulative basis by the end of 2028. We have commenced our launch campaign with the launch of BB6 on December 23, 2025 and based on our current expectations regarding launch availability, we are targeting approximately 45 BB satellites by the middle of 2027. The timing of launch of the Block 2 BB satellites is contingent on a number of factors including satisfactory and timely completion of the assembly and testing of the Block 2 BB satellites, readiness of the launch vehicle, logistics and other factors, many of which are beyond our control.
Previous wording
Our manufacturing, assembly, and testing strategy for Block 2 BB satellites includes continuous production and assembly of various components and subsystems for economies of scale, cost efficiencies, and unlocking capacity constraints, to build sufficient quantity of components and subsystems readily available on hand to be able to complete the final integration and testing of the required number of Block 2 BB satellites closer to the planned launch timelines. We have completed our planned investments to increase the capacity to assemble, integrate, and test up to six Block 2 BB satellites per month. As the planned capacity has been achieved, we continue to accelerate our manufacturing, assembly, integration and testing to reach the production run rate of up to six Block 2 BB satellites per month to meet our planned launches in 2026 and 2027. As of the date of this Quarterly Report, we have completed fully assembled microns for up to 36 BB satellites which include the BB satellites shipped or launched. BB14 to BB46 are in various stages of production and integration including certain satellites in final pre-shipment quality review.
Current wording
Our manufacturing, assembly, and testing strategy for Block 2 BB satellites includes continuous production and assembly of various components and subsystems for economies of scale, cost efficiencies, and unlocking capacity constraints, to build sufficient quantity of components and subsystems readily available on hand to be able to complete the final integration and testing of the required number of Block 2 BB satellites closer to the planned launch timelines. We have completed our planned investments to increase the capacity to assemble, integrate, and test up to six Block 2 BB satellites per month. As the planned capacity has been achieved, we continue to accelerate our manufacturing, assembly, integration and testing to reach the production run rate of up to six Block 2 BB satellites per month to meet our planned launches in 2026 and 2027. As of the date of this Quarterly Report, we have completed fully assembled microns for up to BB51 which include the BB satellites shipped or launched. Satellites BB14, BB15 and BB16 are in Cape Canaveral, Florida, awaiting an available launch window, and BB17 to BB51 are in various stages of production and integration including certain satellites in final pre-shipment quality review.
Previous wording
The SpaceMobile Service has not been launched and therefore has not yet generated any revenue. We continue to plan to utilize the initial BB satellites to initiate a limited, noncontinuous SpaceMobile Service in targeted geographical markets, including in the United States. We believe initiation of limited, noncontinuous SpaceMobile Service, as well as completing the milestones under the agreements with the U.S. government and prime contractors for the U.S. government, will help to demonstrate the advantages of our satellite-based Cellular Broadband service in the market. We have deployed and released many fixed cells across multiple gateways over the continental U.S. to our MNO and Original Equipment Manufacturer partners as the reference cells for network integration. We have received approval to activate fixed cells from multiple MNOs and continue to test the spectrum quality and persistency of those fixed cells. In addition, we have validated satellite fixed cell handover, which demonstrated our ability to seamlessly handover cell service from one satellite to the other without impacting cell service. We expect to continue testing for the SpaceMobile Service automation including beta testing and mature our network prior to rollout of initial noncontinuous SpaceMobile Service in select markets including the United States, Europe, Japan and other strategic markets.
Current wording
The SpaceMobile Service has not been launched and therefore has not yet generated any revenue. We plan to utilize the initial BB satellites to initiate intermittent coverage in targeted geographical markets, including in the United States. We believe initiation of intermittent coverage, as well as completing the milestones under the agreements with the U.S. government and prime contractors for the U.S. government, will help to demonstrate the advantages of our satellite-based Cellular Broadband service in the market. We have deployed and released many fixed cells across multiple gateways over the continental U.S. to our MNO and Original Equipment Manufacturer partners as the reference cells for network integration. We have received approval to activate fixed cells from multiple MNOs and continue to test the spectrum quality and persistency of those fixed cells. In addition, we have validated satellite fixed cell handover, which demonstrated our ability to seamlessly handover cell service from one satellite to the other without impacting cell service. We have also recently achieved successful handoff between an MNO’s ground-based cellular network and our direct-to-device satellite network. We expect to continue to activate fixed cells, test the SpaceMobile Service automation, and integrate our network to MNOs’ core networks prior to rollout of the initial intermittent coverage. During the initial intermittent coverage phase, service will be available within the satellites’ coverage area. Additional satellite deployments will extend the duration and frequency of coverage as we advance toward continuous service.
Previous wording
Our planned non-geostationary orbit constellation will provide services from LEO that rely on the use of radio frequency spectrum. We have received FCC authorization to deploy our 248 satellite network including operating in the low-band International Mobile Telecommunications terrestrial frequencies domestically and internationally, as well as Q/V band feeder links in the V band. Additionally, we rely on contractual agreements with third parties to access some of the spectrum we will utilize to provide services. We have entered into a space-based wireless connectivity agreement with AT&T to provide the SpaceMobile Service to AT&T’s end users for use within the continental U.S. (excluding Alaska) and Hawaii. On December 18, 2025, we entered into a reseller agreement with our and Vodafone’s 50/50 jointly owned European satellite service business headquartered in Luxembourg (“SatCo”) to exclusively distribute the SpaceMobile Service to MNOs in Europe, the UK and certain other markets. We also have an agreement with Vodafone to provide the SpaceMobile Service to Vodafone’s end users outside of the markets covered by our agreement with SatCo. On October 8, 2025, we announced the signing of a definitive commercial agreement with Verizon to provide direct-to-device SpaceMobile Service when needed for Verizon customers within the continental U.S. (excluding Alaska) and Hawaii. On October 29, 2025, we entered into a ten-year commercial agreement with Saudi Telecom Company (“STC”) to enable direct-to-device satellite mobile connectivity across Saudi Arabia and key regional markets. We currently have partnerships with over 60 MNOs with over 3 billion subscribers globally.
Current wording
Our planned non-geostationary orbit constellation will provide services from LEO that rely on the use of radio frequency spectrum. We have received Federal Communications Commission authorization to deploy our 248 satellite network including operating in the low-band International Mobile Telecommunications terrestrial frequencies domestically and internationally, as well as Q/V band feeder links in the V band. Additionally, we rely on contractual agreements with MNOs to access some of the spectrum we will utilize to provide services. We currently have partnerships with over 60 MNOs with over 3 billion subscribers globally.
Previous wording
We are an early stage company and, as such, we are subject to all of the risks associated with early stage companies. Please refer to Risk Factors contained in Part I, “Item 1A. Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2025.
Current wording
We are an early stage company and, as such, we are subject to all of the risks associated with early stage companies. Please refer to Risk Factors contained in Part I, “Item 1A. Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2025 and Part II Item 1A. Risk Factors included in this Quarterly Report.
Previous wording
While the tariffs imposed on certain supply chain products manufactured in several jurisdictions have not had a material impact to our operations, the U.S. government may in the future announce, reimpose or increase these tariffs or expand them to other jurisdictions which may have a material impact to our technology development efforts or results of our operations. Our operations in Israel constituted approximately 1% of our consolidated total assets and approximately 5% of our consolidated total operating expenses during the six months ended June 30, 2026. To date, our operations in Israel have not been materially impacted by the geopolitical conflict in the Middle East. We currently do not expect potential interruptions to our operations in Israel to have a material impact on the Company.
Current wording
While the tariffs imposed on certain supply chain products manufactured in several jurisdictions have not had a material impact to our operations, the U.S. government may in the future announce, reimpose or increase these tariffs or expand them to other jurisdictions which may have a material impact to our technology development efforts or results of our operations. Our operations in Israel constituted approximately 1% of our consolidated total assets and approximately 6% of our consolidated total operating expenses during the nine months ended September 30, 2026. To date, our operations in Israel have not been materially impacted by the geopolitical conflict in the Middle East. We currently do not expect potential interruptions to our operations in Israel to have a material impact on the Company.
Previous wording
Our historical financial performance has been, and we expect our financial performance in the future to be, driven by our ability to execute on our strategy. We believe that our future results of operations could differ materially from the historical results of operations as we initiate the SpaceMobile Service, complete the deployment of the planned constellation, complete the development of the next generation of satellites, secure additional contracts with the U.S. government or its prime contractors for non-commercial use of our BB satellites, enter into commercial arrangements with additional MNOs including contracts to sell gateway equipment, software and related services, and close our proposed transaction with Ligado and related financing.
Current wording
Our historical financial performance has been, and we expect our financial performance in the future to be, driven by our ability to execute on our strategy. We believe that our future results of operations could differ materially from the historical results of operations as we initiate the SpaceMobile Service, complete the deployment of the planned constellation, complete the development of the next generation of satellites, complete the development and production of our own Blacklift rockets, secure additional contracts with the U.S. government or its prime contractors for non-commercial use of our BB satellites, enter into commercial arrangements with additional MNOs including contracts to sell gateway equipment, software and related services, close our proposed transactions with Ligado and with Firefly, and fulfill our promises in various commercial arrangements with RAST.
Previous wording
Costs of revenues - products primarily consist of those costs directly attributable to the sale of gateway equipment and software to MNOs.
Current wording
Costs of revenues - products primarily consists of those costs directly attributable to the sale of gateway equipment and software to MNOs.
Previous wording
Cost of revenues - services primarily consist of labor costs and sales commissions directly attributable to providing the service.
Current wording
Cost of revenues - services primarily consists of labor costs and sales commissions directly attributable to providing the service.
Previous wording
Depreciation and amortization expense includes depreciation expense related to property and equipment including the Block 1 BB satellites. We began depreciating the Block 1 BB satellites as of October 29, 2024 over their expected remaining useful lives of approximately 60 months.
Current wording
Depreciation and amortization expense includes depreciation expense related to property and equipment. We began depreciating the BB6, BB8, BB9, and BB10 satellites as of September 1, 2026 over their expected remaining useful lives of approximately 84 months and the Block 1 BB satellites as of October 29, 2024 over their expected remaining useful lives of approximately 60 months.
Previous wording
Other income (expense), net primarily consists of non-operating expense and income, including induced conversion expense related to the repurchase of a portion of the 2032 4.25% Convertible Notes and the 2032 2.375% Convertible Notes, losses on disposal of property and equipment, and foreign exchange gains or losses.
Current wording
Other (expense) income, net primarily consists of non-operating expense and income, including induced conversion expense related to the repurchase of a portion of the 2032 4.25% Convertible Notes and the 2032 2.375% Convertible Notes, losses on disposal of property and equipment, and foreign exchange gains or losses.
Previous wording
Noncontrolling interest primarily represents the equity interest in AST LLC held by members other than us. We attribute a portion of net income or loss generated at AST LLC to the noncontrolling interest based on their ownership interests. As of June 30, 2026 and December 31, 2025, the noncontrolling interest in AST LLC was approximately 23.0% and 23.9%, respectively. The decrease in noncontrolling interest percentage during the six months ended June 30, 2026 was a result of the issuance of Class A Common Stock in connection with the repurchase of a portion of the 2032 4.25% Convertible Notes and 2032 2.375% Convertible Notes, payment for a portion of the L-band Annual Payment and the Crown Castle Annual Payment in shares, issuance of Class A Common Stock under the October 2025 Sales Agreement, exercises of the Private Placement Warrants and Penny Warrants, redemptions of AST LLC Common Units in exchange for Class A Common Stock, exercises of options and vesting of restricted stock units and restricted stock.
Current wording
Noncontrolling interest primarily represents the equity interest in AST LLC held by members other than us. We attribute a portion of net income or loss generated at AST LLC to the noncontrolling interest based on their ownership interests. As of September 30, 2026 and December 31, 2025, the noncontrolling interest in AST LLC was approximately 22.9% and 23.9%, respectively. The decrease in noncontrolling interest percentage during the nine months ended September 30, 2026 was a result of the issuance of Class A Common Stock in connection with the repurchase of a portion of the 2032 4.25% Convertible Notes and 2032 2.375% Convertible Notes, payment for a portion of the L-band Annual Payment and the Crown Castle Annual Payment in shares, issuance of Class A Common Stock under the October 2025 Sales Agreement and in a subscription agreement, exercises of the Private Placement Warrants and Penny Warrants, redemptions of AST LLC Common Units in exchange for Class A Common Stock, exercises of options and vesting of restricted stock units and restricted stock.
Previous wording
Products revenues of $24.4 million and less than $0.1 million for the three months ended June 30, 2026 and 2025, respectively, were primarily attributable to sales of gateway equipment and software to MNOs.
Current wording
Products revenues of $20.6 million and $7.7 million for the three months ended September 30, 2026 and 2025, respectively, were primarily attributable to sales of gateway equipment and software to MNOs.
Previous wording
Services revenues of $7.1 million and $1.1 million for the three months ended June 30, 2026 and 2025, respectively, were primarily attributable to the completion of performance obligations under agreements with the U.S. government either directly as a prime contractor or indirectly through prime contractors.
Current wording
Services revenues of $21.8 million and $7.0 million for the three months ended September 30, 2026 and 2025, respectively, were primarily attributable to the completion of performance obligations under agreements with the U.S. government either directly as a prime contractor or indirectly through prime contractors.
Previous wording
Cost of product revenues of $22.4 million for the three months ended June 30, 2026 was primarily attributable to cost of gateway equipment and software. Cost of revenues for gateway equipment sold were not presented separately for three months ended June 30, 2025.
Current wording
Cost of revenues - products increased by $16.9 million to $22.5 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase was primarily attributable to cost of gateway equipment and software.
Previous wording
Cost of service revenues of $1.2 million for the three months ended June 30, 2026 was primarily attributable to labor costs and sales commissions in provision of services. Cost of service revenues were not presented separately for three months ended June 30, 2025.
Current wording
Cost of revenues - services of $2.9 million for the three months ended September 30, 2026 was primarily attributable to labor costs and sales commissions in provision of services. Cost of revenues - services were not presented separately for three months ended September 30, 2025.
Previous wording
Total engineering services costs increased by $58.7 million to $87.3 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was attributable to a $34.7 million increase in payroll and employee related costs driven by an increase in headcount and higher stock-based compensation expenses, a $12.2 million increase in consulting and professional fees, a $8.4 million increase in third-party engineering activities, equipment, and other overhead, including facilities costs, and a $3.4 million increase in travel expenses and other costs.
Current wording
Total engineering services costs increased by $55.0 million to $95.8 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase was attributable to a $26.6 million increase in payroll and employee-related costs driven by an increase in headcount and higher stock-based compensation expense, a $16.1 million increase in consulting and professional fees, a $7.1 million increase in third-party engineering activities, equipment, and other overhead, including facilities costs, and a $5.1 million increase in travel expenses and other costs.
Previous wording
Total general and administrative costs increased by $36.7 million to $63.9 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was attributable to a $30.6 million increase in payroll and employee related costs driven by an increase in headcount and higher stock-based compensation expenses, a $2.1 million increase in consulting and professional fees, a $1.2 million increase in office and facilities expenses, and a $2.8 million increase in travel expenses and other costs.
Current wording
Total general and administrative costs increased by $25.9 million, or 87%, to $55.7 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase was attributable to a $21.1 million increase in payroll and employee-related costs driven by an increase in headcount and higher stock-based compensation expense, a $1.7 million increase in office and facilities expenses, a $0.8 million increase in consulting and professional fees, and a $2.3 million increase in travel expenses and other costs.
Previous wording
Total R&D costs increased by $1.4 million, or 22%, to $7.8 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase in R&D costs was primarily attributable to the development and design of our satellites.
Current wording
Total R&D costs increased by $3.6 million, or 64%, to $9.1 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase in R&D costs was primarily attributable to the development and design of our satellites.
Previous wording
Total depreciation and amortization expense increased by $8.9 million, or 76%, to $20.7 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily attributable to higher depreciation expense associated with lab, assembly, and integration equipment.
Current wording
Total depreciation and amortization expense increased by $12.4 million, or 97%, to $25.1 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase was primarily attributable to higher depreciation expense associated with lab, assembly, and integration equipment, in addition to BB6, BB8, BB9, and BB10 having been placed into service on September 1, 2026.
Previous wording
Loss on involuntary conversion of $125.9 million for the six months ended June 30, 2026 consisted of the loss recognized for the asset write-off of the BB7 satellite, net of related insurance recoveries.
Current wording
Loss on involuntary conversion of less than $0.1 million for the three months ended September 30, 2026 consisted of immaterial adjustments associated with the loss recognized for the asset write-off of the BB7 satellite, net of related insurance recoveries, during the three months ended June 30, 2026.
Previous wording
There was no remeasurement of warrant liabilities for the three months ended June 30, 2026 as compared to a loss of $65.0 million for the three months ended June 30, 2025. The loss in the prior year period was largely driven by increases in our share price which increased the fair value of warrant liabilities.
Current wording
There was no remeasurement of warrant liabilities for the three months ended September 30, 2026 as compared to a gain of $2.9 million for the three months ended September 30, 2025. The gain in the prior year period was largely driven by a decrease in fair value of warrant liabilities upon exercises of the Private Placement Warrants from the prior quarter-end valuation date.
Previous wording
Interest expense increased by $20.4 million to $26.1 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was due to the net increase in borrowings following June 30, 2025 that included the issuance of the 2032 2.375% Convertible Notes, the 2036 2.00% Convertible Notes, the 2036 2.25% Convertible Notes, the UBS Bridge Financing Loan, and an increase in the Trinity Capital Equipment Loan, partially offset by decreases in the 2032 4.25% Convertible Notes, of which $456.5 million was repurchased, and the Prosperity Capital Equipment Loan and Prosperity Term Loan, which were fully repaid on March 11, 2026.
Current wording
Interest expense increased by $22.8 million to $30.3 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase was due to the net increase in borrowings that included the issuance of the 2032 2.375% Convertible Notes, the 2036 2.00% Convertible Notes, the 2036 2.25% Convertible Notes, the 2034 1.625% Convertible Notes, the UBS Bridge Financing Loan, and an increase in the Trinity Capital Equipment Loan, partially offset by decreases in the 2032 4.25% Convertible Notes, of which $456.5 million was repurchased, and the Prosperity Capital Equipment Loan and Prosperity Term Loan, which were fully repaid on March 11, 2026.
Previous wording
Interest income increased by $19.7 million to $27.7 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was driven by a higher cash and cash equivalents balance held primarily in interest bearing short-term money market funds.
Current wording
Interest income increased by $17.9 million to $30.1 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The increase was driven by a higher cash and cash equivalents balance held primarily in interest bearing short-term money market funds.
Previous wording
Other expense, net was $2.9 million for the three months ended June 30, 2026, as compared to $0.3 million other income, net for the three months ended June 30, 2025. The approximately $3.2 million increase in other expense, net was due to a $2.5 million increase in finance charges and other borrowing related fees and a $1.6 million increase in loss from our equity method investment, partially offset by a $0.9 million decrease in other charges.
Current wording
Other expense, net was $6.7 million for the three months ended September 30, 2026, as compared to $91.4 million for the three months ended September 30, 2025. The $84.7 million decrease in other expense, net was primarily due to an $84.3 million decrease in induced conversion expense related to the July 2025 repurchases of our 2032 4.25% Convertible Notes in the prior year period and a $2.8 million decrease in finance charges and other borrowing related fees, partially offset by a $1.5 million increase in loss from our equity method investment and a $0.9 million increase in other charges.
Previous wording
The provision for income taxes was $1.1 million and $0.7 million for the three months ended June 30, 2026 and 2025, respectively. The consolidated effective tax rate for the three months ended June 30, 2026 and June 30, 2025 was (0.37%) and (0.54%), respectively. Refer to Note 11 Income Taxes in the accompanying notes to the unaudited condensed consolidated financial statements for further information.
Current wording
Income tax benefit was $3.8 million for the three months ended September 30, 2026 as compared to the income tax expense of $0.4 million for the three months ended September 30, 2025. The consolidated effective tax rate for the three months ended September 30, 2026 and September 30, 2025 was 2.17% and (0.23%), respectively. Refer to Note 11 Income Taxes in the accompanying notes to the unaudited condensed consolidated financial statements for further information.
Previous wording
Net loss attributable to noncontrolling interest was $69.0 million for the three months ended June 30, 2026 as compared to $36.5 million in the three months ended June 30, 2025. This increase in net loss attributable to noncontrolling interest was due to an increase in net loss generated at AST LLC, partially offset by a decrease in noncontrolling interest’s ownership percentage in AST LLC.
Current wording
Net loss attributable to noncontrolling interest was $39.4 million for the three months ended September 30, 2026 as compared to $41.0 million in the three months ended September 30, 2025. This decrease in net loss attributable to noncontrolling interest was due to a decrease in noncontrolling interest’s ownership percentage in AST LLC, partially offset by an increase in net loss generated at AST LLC.
Previous wording
Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025
Current wording
Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025
Previous wording
The following table sets forth a summary of our unaudited condensed consolidated statements of operations for the six months ended June 30, 2026 and 2025 (in thousands), and the discussion that follows compares the six months ended June 30, 2026 to the six months ended June 30, 2025.
Current wording
The following table sets forth a summary of our unaudited condensed consolidated statements of operations for the nine months ended September 30, 2026 and 2025 (in thousands), and the discussion that follows compares the nine months ended September 30, 2026 to the nine months ended September 30, 2025.
Previous wording
Products revenues of $37.8 million and $0.4 million for the six months ended June 30, 2026 and 2025, respectively, were primarily attributable to sales of gateway equipment and software to MNOs.
Current wording
Products revenues of $58.4 million and $8.1 million for the nine months ended September 30, 2026 and 2025, respectively, were primarily attributable to sales of gateway equipment and software to MNOs.
Previous wording
Services revenues of $8.4 million and $1.4 million for the six months ended June 30, 2026 and 2025, respectively, were primarily attributable to the completion of performance obligations under agreements with the U.S. government either directly as a prime contractor or indirectly through prime contractors.
Current wording
Services revenues of $30.2 million and $8.5 million for the nine months ended September 30, 2026 and 2025, respectively, were primarily attributable to the completion of performance obligations under agreements with the U.S. government either directly as a prime contractor or indirectly through prime contractors.
Previous wording
Cost of service revenues of $1.8 million for the six months ended June 30, 2026 was primarily attributable to labor costs and sales commissions in provision of services. Cost of service revenues were not presented separately for the six months ended June 30, 2025.
Current wording
Cost of revenues - services of $4.6 million for the nine months ended September 30, 2026 was primarily attributable to labor costs and sales commissions in provision of services. Cost of revenues - services were not presented separately for the nine months ended September 30, 2025.
Previous wording
Total engineering services costs increased by $115.6 million to $171.4 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. The increase was attributable to a $78.1 million increase in payroll and employee related costs driven by an increase in headcount and higher stock-based compensation expenses, a $19.0 million increase in consulting and professional fees, and a $13.9 million increase in third-party engineering activities, equipment, and other overhead, including facilities costs, resulting from the expansion of our global facilities footprint, and a $4.6 million increase in travel expenses and other costs.
Current wording
Total engineering services costs increased by $170.8 million to $267.2 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. The increase was attributable to a $104.7 million increase in payroll and employee-related costs driven by an increase in headcount and higher stock-based compensation expense, a $35.2 million increase in consulting and professional fees, a $21.0 million increase in third-party engineering activities, equipment, and other overhead, including facilities costs, resulting from the expansion of our global facilities footprint, and a $9.9 million increase in travel expenses and other costs.
Previous wording
Total general and administrative costs increased by $61.9 million to $107.6 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. The increase was attributable to a $47.8 million increase in payroll and employee related costs driven by an increase in headcount and stock-based compensation expenses, a $3.4 million increase in consulting and professional fees, a $3.1 million increase in legal costs largely driven by our Spectrum Usage Rights Transaction and regulatory initiatives, a $2.4 million increase in facility and office expense, and a $5.2 million increase in travel and other expenses.
Current wording
Total general and administrative costs increased by $87.8 million to $163.3 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. The increase was attributable to a $68.9 million increase in payroll and employee-related costs driven by an increase in headcount and higher stock-based compensation expense, a $7.2 million increase in travel and other expenses, a $4.2 million increase in consulting and professional fees, a $4.1 million increase in facility and office expense, and a $3.4 million increase in legal costs largely driven by regulatory initiatives.
Previous wording
Total R&D costs increased by $1.4 million, or 10%, to $14.9 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. The increase in R&D costs was primarily attributable to the development and design of our satellites.
Current wording
Total R&D costs increased by $4.9 million, or 26%, to $24.0 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. The increase in R&D costs was primarily attributable to the development and design of our satellites.
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Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Loss on Remeasurement of Warrant Liabilities
Current report — wording carried from elsewhere
Ability to realize the anticipated benefits of our proposed transaction with Ligado;
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
On December 23, 2025, we launched the first (“BB6”) of our next generation commercial BB satellites (“Block 2 BB satellites”), which was successfully deployed in February 2026. On April 19, 2026, BB7 was placed into a lower than planned orbit and, as a result, BB7 was de-orbited. In connection with the loss of BB7, we have received insurance recovery with respect to a portion of the total loss associated with this event and expect a replacement launch pursuant to the terms of the applicable contract with the launch provider. On June 17,
Previous report — wording carried elsewhere
Ability to realize the anticipated benefits of our proposed transaction with Ligado; and