Sec Form 4 Filing - Lantz Robert @ NEXTNAV INC. - 2024-03-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Lantz Robert 2. Issuer Name and Ticker or Trading Symbol NEXTNAV INC. [ NN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) General Counsel (Last) (First) (Middle) 1775 TYSONS BLVD.,, 5TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/15/2024 (Street) MCLEAN, VA22102 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/15/2024 A 20,626 ( 1 ) A $ 0 64,969 D Common Stock 03/15/2024 A 34,240 ( 2 ) A $ 0 99,209 D Common Stock 03/18/2024 S 8,776 ( 3 ) ( 4 ) D $ 4.23 90,433 D Common Stock 03/19/2024 S 2,032 ( 3 ) D $ 4.75 88,401 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Deriv ative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) $ 4.68 03/15/2024 A 53,848 ( 5 ) 03/15/2034 Common Stock 53,848 $ 0 117,693 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lantz Robert 1775 TYSONS BLVD., 5TH FLOOR MCLEAN, VA22102 General Counsel Signatures /s/ Christian Gates by power of attorney 03/19/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a bonus grant of restricted stock units (the "RSUs"). 100% of the RSU's vested on March 15, 2024 (grant date). ( 2 )Represents a grant of restricted stock units (the "RSUs"). Subject to the Reporting Person's continued service through each of the applicable vesting dates, 1/4 of the RSUs shall vest on the one-year anniversary of March 15, 2025, and 1/16 of the RSUs shall vest at the end of each consecutive three-month period thereafter. ( 3 )Represents the number of shares that had been sold to satisfy tax obligation upon vesting of the restricted stock units ("RSU"). ( 4 )Represents the sale of securities for tax purpose of shares granted and immediately vesting that are not subject to the existing plan under Rule 10b5-1. ( 5 )Represents a grant of stock options (the "Options"). Subject to the Reporting Person's continued service through each of the applicable vesting dates, 1/4 of the Options vested on the one-year anniversary of March 15, 2025, and 1/16 of the Options shall vest at the end of each consecutive three-month period (quarterly) thereafter.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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