AST SpaceMobile Adopts Change-of-Control Severance Policy for Senior Executives

AST SpaceMobile, Inc. has established a new severance policy for its top executives in the event of a change of control, according to an exhibit filed with the SEC.

The Senior Management Change of Control Severance Policy, effective September 25, 2026, covers the company's Chief Executive Officer, President, Executive Vice Presidents and Senior Vice Presidents.

Under the policy, if a covered executive experiences a qualifying termination in connection with a change of control, the CEO is entitled to a lump sum cash payment equal to 200% of the sum of annual base salary and annual target performance bonus. Other eligible employees receive 150% of that same sum. All covered executives are also entitled to a separate lump sum payment equal to their pro rata target bonus for the portion of the year worked.

Eligible employees additionally receive a cash payment in lieu of benefits continuation, calculated using the difference between COBRA and active-employee premium rates, multiplied by 24 months for the CEO and 18 months for other covered executives. All cash payments are due within 60 days of the qualifying termination, contingent on the executive executing a release of claims.

The policy also addresses equity awards granted after its effective date. Time-based equity awards that are assumed, converted or replaced in a change of control will vest in full upon a qualifying termination. Performance-based awards will convert to time-based awards at target upon a change of control and vest in full upon a qualifying termination, unless the transaction price falls below a share price vesting condition, in which case those awards are forfeited.

The policy includes a repayment provision requiring executives to return severance payments if the company later determines the termination involved conduct constituting cause. It also contains provisions addressing tax treatment under Sections 409A and 280G of the Internal Revenue Code. The Compensation Committee of the Board retains the right to modify or terminate the policy at any time.

Finazon · prior-day close, indicative (IEX-derived, not the official close) · Sep 25, 2026