FINCO I Intermediate Holdco LLC 4

What Happened
Foundation Holdco LP, a reported 10% owner related to Fortress entities, converted a portion of NEXTNAV convertible notes into common stock. On 2026-06-17 it acquired 3,989,738 shares at an effective conversion price of $12.56 per share, a transaction valued at approximately $50,111,109. The same filing also shows a related derivative entry disposing of 50,000,000 derivative shares at $0.00 (reflecting a conversion/cancellation of previously held derivative securities).

Key Details

• Transaction date: 2026-06-17; Form 4 filed 2026-06-22 (reporting period 2026-06-17).
• Acquired: 3,989,738 shares at $12.56 each; aggregate value ~$50,111,109. (Transaction code C — conversion of a derivative security.)
• Disposed (derivative): 50,000,000 shares reported as disposed at $0.00 (derivative conversion/cancellation).
• Conversion mechanics: The convertible notes are 5.00% Senior Secured Notes due 2028, convertible into common stock at $12.56 per share (see footnote F1).
• Ownership after transaction: Not specified in the summary information of this filing.
• Filing notes: This Form 4 is one of two reports filed jointly by multiple Fortress-related entities; reporting persons disclaim beneficial ownership except to the extent of pecuniary interest (see footnote F8). This is institutional (10% owner) activity, not an executive open-market trade.

Context
This was a conversion of debt (convertible notes) into equity rather than an open-market purchase or sale. Conversions like this typically reflect noteholders exercising contractual conversion rights; they do not necessarily indicate the same trading intent signals as direct insider buys or sells. The filing contains multiple footnotes outlining a complex Fortress-related ownership structure.