Black James S 4

What Happened

• James S. Black, General Counsel of NEXTNAV, sold 9,429 shares in open-market transactions on March 20, 2026, for total proceeds of $169,429 (6,678 shares @ $17.91 = $119,608; 2,751 shares @ $18.11 = $49,821).
• On March 19, 2026 Black was awarded equity: 8,862 bonus RSUs that vested 100% on the grant date, 27,354 RSUs that vest over four years, and a grant of 40,231 stock options (derivative) with a four‑year vesting schedule. The awards were reported at $0.00 acquisition price (compensatory awards).

Key Details

• Transaction dates: RSU/option grants on 2026-03-19; share sales on 2026-03-20. Filing date: 2026-03-23 (no late filing indicated in the report).
• Sale prices: weighted average reported; sales ranged from $17.51 to $18.33 per share (weighted averages shown: $17.91 and $18.11 for the two reported lots).
• Proceeds: ~$169,429 total from the two sales.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Notable footnotes: the 6,678-share sale was effected under a Rule 10b5-1 plan adopted Dec 11, 2025; proceeds from the sales are intended to satisfy tax withholding obligations triggered by the vesting of the RSUs (including the bonus RSUs). Vesting schedules: bonus RSUs vested fully on grant; other RSUs vest 1/4 after one year then quarterly (1/16) thereafter; options vest 25% after one year then quarterly over three years.

Context

• These transactions are primarily compensatory (awards) and routine tax‑related sales rather than a discretionary market-timing purchase. The bonus RSUs vested immediately on grant, which commonly triggers withholding obligations that insiders satisfy by selling a portion of shares; a 10b5-1 plan was used for at least some of the sales.
• The option grant is a standard time‑based grant with multi-year vesting; no exercise or cashless sale of option shares was reported here.