AST Spacemobile, Inc. current report, 17 August 2023

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Business Context and Reporting Period

AST SpaceMobile, Inc. filed this Form 8-K on August 17, 2023, reporting results of its 2023 Annual Meeting of Stockholders held the same day. The filing is not a quarterly or annual financial report and does not provide operating or financial results.

Financial and Liquidity Metrics

The filing does not provide revenue, profit or loss, cash flow, margins, debt, liquidity, or other financial metrics.

Material Changes Versus Prior Period

  • Tareq Amin did not stand for re-election, as previously disclosed in the company’s August 10, 2023 Form 8-K.
  • Nine director nominees were elected to serve until the 2024 Annual Meeting.
  • Stockholders ratified KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023.

Voting Results, Outlook, and Other Matters

  • There were 114,639,962 shares represented in person or by proxy, representing 90.0% of total voting power and constituting a quorum.
  • Each of the nine director nominees—Abel Avellan, Adriana Cisneros, Alexander Coleman, Luke Ibbetson, Edward Knapp, Hiroshi Mikitani, Ronald Rubin, Richard Sarnoff, and Julio A. Torres—was elected.
  • Director nominees received approximately 792.7 million to 795.3 million votes for, with 0.4 million to 3.0 million votes withheld and 22.4 million broker non-votes each.
  • KPMG’s appointment was ratified with 816,004,626 votes for, 1,908,005 against, and 195,033 withheld; there were no broker non-votes.
  • Class A and Class B common stockholders had one vote per share, while Class C common stockholders had ten votes per share.
  • The filing provides no management guidance, operating outlook, contingencies, or unusual financial items.

Important Facts for Investors to Verify

  • Confirm the board composition following the election and the absence of Tareq Amin from the re-election slate.
  • Review the company’s subsequent periodic filings for financial performance, liquidity, capital needs, and business outlook, none of which are addressed in this filing.
  • Verify KPMG LLP’s appointment and any subsequent auditor changes or audit-related disclosures.
  • Consider the effect of the company’s three-class voting structure on voting control and corporate governance.