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Form 8-K

sec.gov

8-K — AST SpaceMobile, Inc.

Accession: 0001493152-26-018012

Filed: 2026-04-20

Period: 2026-04-19

CIK: 0001780312

SIC: 4899 (COMMUNICATION SERVICES, NEC)

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date

of Report (Date of earliest event reported): April 19, 2026

AST

SpaceMobile, Inc.

(Exact

name of registrant as specified in its charter)

Delaware

001-39040

84-2027232

(State

or Other Jurisdiction

(Commission

(IRS

Employer

of

Incorporation)

File

Number)

Identification

No.)

Midland

International Air & Space Port

2901

Enterprise Lane

Midland,

Texas

79706

(Address

of principal executive offices)

(Zip

Code)

Registrant’s

telephone number, including area code: (432) 276-3966

N/A

(Former

name or former address, if changed since last report.)

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions:

Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title

of each class

Trading

Symbol(s)

Name

of each exchange on which registered

Class

A common stock, par value $0.0001 per share

ASTS

The

Nasdaq Stock Market LLC

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

If

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item

7.01. Regulation FD Disclosure.

On

April 19, 2026, AST SpaceMobile, Inc. (the “Company”) issued a press release addressing the orbital launch of the

Company’s Block 2 BlueBird 7 satellite on the New Glenn launch vehicle. A copy of the press release is attached hereto as Exhibit

99.1 and is incorporated by reference herein.

The

information included in this Item 7.01 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the

Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that

section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or

the Exchange Act, except as may be expressly set forth by specific reference in such a filing.

Item

8.01. Other Events.

On

April 19, 2026, during the New Glenn 3 mission, the Company’s Block 2 BlueBird 7 satellite was placed into a lower than planned

orbit by the upper stage of the launch vehicle. While the satellite separated from the launch vehicle and powered on, the altitude is

too low to sustain operations with its on-board thruster technology and will be de-orbited. The cost of the satellite is expected to

be recovered under the Company’s insurance policy.

BlueBird

7 would have been the Company’s eighth satellite deployed into low Earth orbit and is one of many planned for

the Company’s space-based cellular broadband network. The Company is currently in production of Block 2 BlueBird satellites through

BlueBird 32, with BlueBird 8 to 10 expected to be ready to ship in approximately 30 days.

The

Company continues to expect an orbital launch every one to two months on average during 2026, supported by agreements with multiple launch

providers, and it continues to target approximately 45 satellites in orbit by the end of 2026.

Forward-Looking

Statements

This

Current Report on Form 8-K contains “forward-looking statements” that are not historical facts, and involve risks and uncertainties

that could cause actual results of the Company to differ materially from those expected and projected. These forward-looking statements

can be identified by the use of forward-looking terminology, including the words “believes,” “estimates,” “anticipates,”

“expects,” “intends,” “plans,” “may,” “will,” “would,” “potential,”

“projects,” “predicts,” “continue,” or “should,” or, in each case, their negative or

other variations or comparable terminology. These forward-looking statements involve significant risks and uncertainties that could cause

the actual results to differ materially from the expected results. Most of these factors are outside the Company’s control and

are difficult to predict.

Factors

that could cause such differences include, but are not limited to: (i) expectations regarding the Company’s strategies and future

financial performance, including the Company’s future business plans or objectives, expected functionality of the SpaceMobile Service,

anticipated timing of the launch of the Block 2 BlueBird satellites, anticipated demand and acceptance of mobile satellite services,

prospective performance and commercial opportunities and competitors, the timing of obtaining regulatory approvals, ability to finance

its research and development activities, commercial partnership acquisition and retention, products and services, pricing, marketing

plans, operating expenses, market trends, revenues, liquidity, cash flows and uses of cash, capital expenditures, and the Company’s

ability to invest in growth initiatives; (ii) the negotiation of definitive agreements with mobile network operators relating to the

SpaceMobile Service that would supersede preliminary agreements and memoranda of understanding and the ability to enter into commercial

agreements with other parties or government entities; (iii) the ability of the Company to grow and manage growth profitably and retain

its key employees and the Company’s responses to actions of its competitors and its ability to effectively compete; (iv) changes

in applicable laws or regulations; (v) the possibility that the Company may be adversely affected by other economic, business, and/or

competitive factors; (vi) the outcome of any legal proceedings that may be instituted against the Company; and (vii) other risks and

uncertainties indicated in the Company’s filings with the Securities and Exchange Commission (“SEC”), including

those in the Risk Factors section of the Company’s Form 10-K filed with the SEC on March 2, 2026.

The

Company cautions that the foregoing list of factors is not exclusive. The Company cautions readers not to place undue reliance upon any

forward-looking statements, which speak only as of the date made. For information identifying important factors that could cause actual

results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors in the Company’s

Form 10-K filed with the SEC on March 2, 2026. 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.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

99.1

Press release issued on April 19, 2026

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its

behalf by the undersigned hereunto duly authorized.

AST

SPACEMOBILE, INC.

Date:

April 20, 2026

By:

/s/

Andrew M. Johnson

Andrew

M. Johnson

Executive

Vice President, Chief Financial Officer and Chief Legal Officer

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

AST

SpaceMobile Addresses Today’s Orbital Launch of BlueBird 7 on the New Glenn Launch Vehicle

AST

SpaceMobile, Inc. (“AST SpaceMobile”) (NASDAQ: ASTS), the company building the first and only space-based cellular broadband

network accessible directly by everyday smartphones, designed for both commercial and government applications, addresses today’s

orbital launch of BlueBird 7 on the New Glenn launch vehicle.

During

the New Glenn 3 mission, BlueBird 7 was placed into a lower than planned orbit by the upper stage of the launch vehicle. While the satellite

separated from the launch vehicle and powered on, the altitude is too low to sustain operations with its on-board thruster technology

and will de-orbited. The cost of the satellite is expected to be recovered under the company’s insurance policy.

BlueBird

7 would have been AST SpaceMobile’s eighth deployed into low Earth orbit and is one of many planned for its space-based cellular

broadband network. The company is currently in production through BlueBird 32, with BlueBird 8 to 10 expected to be ready to ship in

approximately 30 days.

The

company continues to expect an orbital launch every one to two months on average during 2026, supported by agreements with multiple launch

providers, and it continues to target approximately 45 satellites in orbit by the end of 2026.

About

AST SpaceMobile

AST

SpaceMobile is building the first and only global cellular broadband network in space to operate directly with standard, unmodified mobile

devices based on our extensive IP and patent portfolio, and designed for both commercial and government applications. Our engineers and

space scientists are on a mission to eliminate the connectivity gaps faced by today’s five billion mobile subscribers and finally

bring broadband to the billions who remain unconnected. For more information, follow AST SpaceMobile on YouTube, X (Formerly

Twitter), LinkedIn and Facebook. Watch this video for an overview of the SpaceMobile mission.

Forward-Looking

Statements

This

communication contains “forward-looking statements” that are not historical facts, and involve risks and uncertainties that

could cause actual results of AST SpaceMobile to differ materially from those expected and projected. These forward-looking statements

can be identified by the use of forward-looking terminology, including the words “believes,” “estimates,” “anticipates,”

“expects,” “intends,” “plans,” “may,” “will,” “would,” “potential,”

“projects,” “predicts,” “continue,” or “should,” or, in each case, their negative or

other variations or comparable terminology. These forward-looking statements involve significant risks and uncertainties that could cause

the actual results to differ materially from the expected results. Most of these factors are outside AST SpaceMobile’s control

and are difficult to predict.

Factors

that could cause such differences include, but are not limited to: (i) expectations regarding AST SpaceMobile’s strategies and

future financial performance, including AST’s future business plans or objectives, expected functionality of the SpaceMobile Service,

anticipated timing of the launch of the Block 2 BlueBird satellites, anticipated demand and acceptance of mobile satellite services,

prospective performance and commercial opportunities and competitors, the timing of obtaining regulatory approvals, ability to finance

its research and development activities, commercial partnership acquisition and retention, products and services, pricing, marketing

plans, operating expenses, market trends, revenues, liquidity, cash flows and uses of cash, capital expenditures, and AST SpaceMobile’s

ability to invest in growth initiatives; (ii) the negotiation of definitive agreements with mobile network operators relating to the

SpaceMobile Service that would supersede preliminary agreements and memoranda of understanding and the ability to enter into commercial

agreements with other parties or government entities; (iii) the ability of AST SpaceMobile to grow and manage growth profitably and retain

its key employees and AST SpaceMobile’s responses to actions of its competitors and its ability to effectively compete; (iv) changes

in applicable laws or regulations; (v) the possibility that AST SpaceMobile may be adversely affected by other economic, business, and/or

competitive factors; (vi) the outcome of any legal proceedings that may be instituted against AST SpaceMobile; and (vii) other risks

and uncertainties indicated in the Company’s filings with the Securities and Exchange Commission (SEC), including those in the

Risk Factors section of AST SpaceMobile’s Form 10-K filed with the SEC on March 2, 2026.

AST

SpaceMobile cautions that the foregoing list of factors is not exclusive. AST SpaceMobile cautions readers not to place undue reliance

upon any forward-looking statements, which speak only as of the date made. For information identifying important factors that could cause

actual results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors in AST

SpaceMobile’s Form 10-K filed with the SEC on March 2, 2026. AST SpaceMobile’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, AST SpaceMobile

disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future

events or otherwise.

Investor

Contact:

Scott

Wisniewski

investors@ast-science.com

Media

Contact:

Allison

Eva

Murphy Ryan

917-547-7289

AstSpaceMobile@allisonpr.com

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