AST SpaceMobile, Inc. Enters Amendment to Stockholders’ Agreement with Rakuten

AST SpaceMobile, Inc. recently disclosed a significant development involving an amendment to its Stockholders’ Agreement with Rakuten. The company, formally known as RMUSA, had been a party to the Agreement dated June 5, 2024, with Rakuten Mobile USA Service Inc. (RMUSA). Following a blocker merger with AST SpaceMobile’s subsidiaries on October 10, 2024, Rakuten acquired the economic interests previously held by RMUSA.

The terms of the Amendment, effective February 5, 2025, stipulate several key changes. Rakuten is now fully liable under the Stockholders’ Agreement, reducing its board appointment rights from two directors to one. The company will also have the right to appoint an observer to the Board, while the board size decreases from 13 to 12 directors. Additionally, amendments were made to the “Sunset Date” definition and removal provisions regarding directors.

A resolution was passed on February 4, 2025, by AST SpaceMobile’s Board to adjust its size accordingly to eliminate a vacant Rakuten-designated board seat. Despite these changes, the present board composition remains unchanged.

This information has been extracted from the Amendment itself, which is available as Exhibit 10.1, attached to the Form 8-K filed by AST SpaceMobile with the Securities and Exchange Commission (SEC).

No notable impact on the company’s financial standing as reflected in the 8-K filing was reported. Though the Amendment presents governance alterations, the overall operations and financial health of AST SpaceMobile remain unaltered at this time.

The company, listed under NASDAQ as ASTS, discloses this Amendment as a material definitive agreement pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

In additional disclosure activity, A-Mark Precious Metals, Inc., another entity, recently reported fiscal second-quarter results for 2025. Their financial statements and operational highlights are detailed in the attached Exhibit 99.1 of the filing.

This filing provides valuable insights into AST SpaceMobile’s corporate governance structure and ongoing commitment to compliance and transparency within its operations.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read AST SpaceMobile’s 8K filing here.

AST SpaceMobile Company Profile

AST SpaceMobile, Inc, together with its subsidiaries, develops and provides access to a space-based cellular broadband network for smartphones in the United States. Its SpaceMobile service provides cellular broadband services to end-users who are out of terrestrial cellular coverage. The company was founded in 2017 and is headquartered in Midland, Texas.