NEXTNAV INC.·4

Jun 24, 8:10 PM ET

SUBIN NEIL S 4

4 · NEXTNAV INC. · Filed Jun 24, 2026

Research Summary

AI-generated summary of this filing

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NextNav (NN) Director Neil Subin Exercises Warrants, Converts Notes

What Happened
Neil S. Subin (listed as a Director) reported two main acquisitions: (1) conversion of 2028 Senior Secured Convertible Notes into 502,707 shares of NextNav common stock (no cash paid on conversion) and (2) a cash exercise of 250,000 public warrants at $11.50 each for a total cash outlay of $2,875,000, resulting in 250,000 shares issued. The note conversion occurred June 22, 2026; the warrant exercise occurred June 23, 2026.

Key Details

  • Transaction dates: note conversion on 2026-06-22; warrant exercise on 2026-06-23. Filing date: 2026-06-24 (no late filing indicated).
  • Note conversion: 502,707 shares received upon conversion of 2028 Notes (includes 501,592 shares from principal + remainder from accrued interest). Conversion involved Persian Road I, LP’s holdings pursuant to a March 12, 2025 Note Purchase Agreement. No cash paid on conversion.
  • Warrant exercise: 250,000 Public Warrants exercised for $11.50 each = $2,875,000 cash paid by MILFAM Investments.
  • Reporting relationships: the filer is Manager of MILFAM LLC (and related entities) and disclaims beneficial ownership except to the extent of any pecuniary interest.
  • Shares owned after transaction: not fully specified in the provided data. Filing notes inclusion of 7,550 restricted shares that vest May 1, 2027.
  • Redemption context: issuer elected to redeem 2028 Notes (accelerating conversion deadline to 6/23/26) and announced redemption of Public Warrants with a redemption date of 6/26/26; the conversions/exercises occurred prior to those deadlines.

Context

  • These are acquisitions (conversion and cash exercise), not open‑market buys or sales. The note conversion generated shares without cash payment; the warrants were paid for in cash.
  • The filing reflects activity through managed entities (Persian Road / MILFAM structures), so the reporting person disclaims direct beneficial ownership beyond any pecuniary interest.
  • No indication in the filing that acquired shares were immediately sold (i.e., not a cashless exercise followed by sale).

Insider Transaction Report

Form 4
Period: 2026-06-22
SUBIN NEIL S
Director
Transactions
  • Conversion

    Common Stock

    [F2][F3][F1]
    2026-06-22+502,707502,707 total(indirect: Persian Road I, LP)
  • Exercise of In-Money

    Common Stock

    [F5][F4]
    2026-06-23$11.50/sh+250,000$2,875,0002,765,213 total(indirect: By LLC)
  • Conversion

    5.00% Senior Secured Convertible Notes due 2028

    [F2][F3][F1]
    2026-06-22502,7070 total(indirect: Persian Road I, LP)
    Exercise: $12.56Common Stock (502,707 underlying)
  • Exercise of In-Money

    Warrants

    [F5][F6][F7][F4]
    2026-06-23250,0000 total(indirect: By LLC)
    Exercise: $11.50Common Stock (250,000 underlying)
Holdings
  • Common Stock

    [F8]
    168,892
Footnotes (8)
  • [F1]The Reporting Person is Manager of MILFAM LLC. MILFAM LLC is the manager of MILFAM GP LLC, the general partner of Persian Road I, LP, a limited partnership ("Persian Road").
  • [F2]Pursuant to a Note Purchase Agreement with NextNav Inc. (the "Issuer"), dated March 12, 2025 (the "NPA"), Persian Road purchased $6,300,000 aggregate principal amount of the Issuer's 5.00% Senior Secured Convertible Notes due 2028 (the "2028 Notes"), at a price of 100% of the principal amount. The 2028 Notes are convertible, as of the date of issue on March 27, 2025, into the Issuer's shares of common stock, $0.0001 par value per share (the "Common Stock"), at a price of $12.56 per share. The 2028 Notes originally had a maturity date of June 30, 2028. On June 15, 2026, the Issuer elected to redeem all outstanding 2028 Notes pursuant to their terms, which accelerated the last date for their conversion to June 23, 2026. Persian Road converted the 2028 Notes prior to such redemption deadline. The Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
  • [F3]The Reporting Person previously reported beneficial ownership of 2028 Notes representing the number of shares into which the principal amount was convertible. At the time of conversion, the 2028 Notes converted into 502,707 shares of Common Stock, consisting of 501,592 shares attributable to outstanding principal and the remaining shares attributable to accrued but unpaid interest. Accordingly, the number of shares of Common Stock acquired upon conversion exceeds the number of shares initially reported as underlying the 2028 Notes.
  • [F4]The Reporting Person is the Manager of MILFAM LLC. MILFAM LLC is the manager of MILFAM Investments LLC ("MILFAM Investments"). The Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
  • [F5]Represents the cash exercise of 250,000 warrants (the "Public Warrants") to purchase shares of the Issuer's Common Stock at an exercise price of $11.50 per share, pursuant to the terms of the Amended and Restated Warrant Agreement, dated as of October 28, 2021 (the "Warrant Agreement"), by and among Spartacus Acquisition Corporation, the Issuer, and Continental Stock Transfer & Trust Company, as warrant agent. MILFAM Investments paid the aggregate exercise price in cash and received 250,000 shares of Common Stock upon exercise. No separate consideration was received for the Public Warrants upon exercise.
  • [F6]The Public Warrants became exercisable 30 days after the completion of the Issuer's initial business combination, which closed on October 28, 2021 (the "Business Combination").
  • [F7]The Public Warrants originally had an expiration date five years after the completion of the Business Combination. On May 27, 2026, the Issuer announced that it elected to redeem all outstanding Public Warrants, and set a redemption date of June 26, 2026 (the "Redemption Date"). Holders of Public Warrants may exercise their Public Warrants for cash at the exercise price at any time prior to 5:00 p.m. New York City time on the Redemption Date, in accordance with the terms of the Warrant Agreement. MILFAM Investments exercised the Public Warrants prior to such redemption deadline.
  • [F8]Includes 7,550 restricted shares, 100% of which will vest on May 1, 2027, subject to the Reporting Person's continued service through the applicable vesting date.
Signature
/s/ James S. Black, by power of attorney|2026-06-24

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT