Avellan Abel Antonio 4
4 · AST SpaceMobile, Inc. · Filed Jun 23, 2026
Research Summary
AI-generated summary of this filing
AST SpaceMobile (ASTS) CEO Avellan Enters Variable Forward for 2.5M Shares
What Happened
- Abel Antonio Avellan, CEO of AST SpaceMobile (ASTS), through his entity AA Gables 2, LLC, entered a variable prepaid forward contract on June 22, 2026 covering up to 2,500,000 Class A shares. AA Gables 2 received approximately $146.7 million in upfront cash in exchange for an obligation to deliver up to the subject shares (or cash equivalent) on specified dates in March 2028.
- The contract is split into four components (625,000 shares each). Settlement is based on the volume-weighted average price (VWAP) on each valuation date, subject to a Floor Price of $59.58 and a Cap Price of $111.72; the number of shares deliverable varies by formulas in the filing. AA Gables 2 pledged 2,500,000 common units of AST & Science, LLC as collateral but retains voting rights. Mr. Avellan is the sole and managing member of AA Gables 2.
Key Details
- Transaction date: June 22, 2026; Form filed June 23, 2026 (appears timely).
- Instrument: Variable prepaid forward covering up to 2,500,000 Class A shares (derivative), arranged as four 625,000-share components.
- Upfront proceeds: ~ $146.7 million to AA Gables 2.
- Settlement timing: Specified dates in March 2028; delivery (or cash) determined by VWAP on valuation dates.
- Pricing mechanics: If VWAP ≤ $59.58 (Floor) → deliver full component shares; if Floor < VWAP ≤ $111.72 (Cap) → deliver component × (Floor / VWAP); if VWAP > Cap → deliver component × (Floor + (VWAP − Cap)) / VWAP.
- Collateral: 2,500,000 AST & Science, LLC common units pledged to secure obligations; AA Gables 2 retains voting rights.
- Ownership after transaction: Not specified in this Form 4.
- Reporting code: Marked as an "other acquisition or disposition" (transaction code J) and reported as a derivative transaction.
Context
- A variable prepaid forward is a monetization transaction: the holder receives cash now and may deliver shares (or cash) later depending on future share price. It is not an open-market sale of shares today and does not necessarily indicate a change in the insider’s ongoing economic exposure or voting control (voting rights retained here).
- For retail investors: this reduces the insider’s future share exposure if shares are delivered at settlement, but it does not immediately change the company’s public float.
Insider Transaction Report
Form 4
Avellan Abel Antonio
DirectorChief Executive Officer10% Owner
Transactions
- OtherSwap
Forward contract (obligation to sell)
[F1][F2][F3][F4][F5][F6]2026-06-22+2,500,000→ 2,500,000 total(indirect: See Footnote)→ Class A Common Stock (2,500,000 underlying)
Footnotes (6)
- [F1]On June 22, 2026, AA Gables 2, LLC ("AA Gables 2") entered into a master confirmation, supplemental confirmation and pricing notice under Rule 144 under the Securities Act of 1933, as amended, in respect of a variable prepaid forward transaction (the "Forward Contract") with an unaffiliated dealer covering up to a maximum of 2,500,000 shares of the Issuer's Class A Common Stock (the "Subject Shares"). The Forward Contract obligates AA Gables 2 to deliver to the dealer up to the Subject Shares (or at AA Gables 2's election, an equivalent amount of cash) on specified dates in March of 2028. The transaction is divided into four components, each comprising up to 625,000 shares of Class A Common Stock (the "Component Shares").
- [F2](Continued from Footnote 1) The number of Component Shares (or the equivalent amount of cash if AA Gables 2 elects cash settlement), to be delivered to the dealer on the related settlement date will be based on the volume-weighted average price per share of Class A Common Stock on the related valuation date (the "Settlement Price").
- [F3]The number of shares of Class A Common Stock (or, in each case, the equivalent amount of cash if AA Gables 2 elects cash settlement), to be delivered to the dealer at settlement will be determined as follows: (A) if the Settlement Price is less than or equal to $59.58 (the "Floor Price"), AA Gables 2 will deliver the Component Shares; (B) if the Settlement Price is less than or equal to $111.72 (the "Cap Price"), but greater than the Floor Price, AA Gables 2 will deliver a number of shares of Class A Common Stock equal to (i) the Component Shares, multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and
- [F4](Continued from Footnote 3) (C) if the Settlement Price is greater than the Cap Price, AA Gables 2 will deliver a number of shares of Class A Common Stock equal to (i) the Component Shares, multiplied by (ii) a fraction, the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and the denominator of which is the Settlement Price.
- [F5]In exchange for assuming these obligations, AA Gables 2 received an upfront aggregate cash payment of approximately $146.7 million. AA Gables 2 has pledged 2,500,000 common units of AST & Science, LLC (the "Pledged Securities") to secure its obligations under the Forward Contract. AA Gables 2 will retain voting rights in the Pledged Securities during the term of the Forward Contract.
- [F6]Mr. Avellan is the sole member and managing member of AA Gables 2.
Signature
/s/ Abel Avellan|2026-06-23