NextNav Inc 2024年度报告

FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION13OR15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year endedDecember 31, 2024 OR ☐TRANSITION REPORT PURSUANT TO SECTION13OR15(d) OF THE SECURITIES EXCHANGE ACT OF1934For the transition period from _____ to _____Commission File Number:001-40985 NextNavInc. (Exact name of registrant as specified in its charter) Delaware87-0854654(State or other jurisdiction of(I.R.S. Employer incorporation or organization)Identification No.) 11911 Freedom Dr.Ste. 200Reston,VA20190(Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code(800)775-0982 Securities registered pursuant to Section12(b) of the Act: Securities registered pursuant to Section12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13or15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section13or15(d) of the SecuritiesExchange Act of1934during the preceding12months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405of Regulation S-T during the preceding12months (or for such shorter period that the registrant was required tosubmit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule12b-2of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒ Smaller reporting company☒Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section404(b) of the Sarbanes-Oxley Act (15U.S.C.7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to Section240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2of the Exchange Act). Yes☐No☒ As of June 28,2024, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market valueof common stock held by non-affiliates of the registrant was $627,979,108(based on the closing price of $8.11per share as reported onthe Nasdaq Capital Market as of that date). There were131,451,767shares of the registrant’s common stock outstandingas ofMarch 7, 2025. Documents Incorporated by Reference Portions of the registrant’s Definitive Proxy Statement relating to the2025Annual Meeting of Stockholders, which will be filed withthe Securities and Exchange Commission within120days after the end of the registrant’s fiscal year endedDecember 31, 2024, areincorporated by reference into Part III of this Annual Report on Form 10-K. NEXTNAV INC. Annual Report on Form 10-K for the Fiscal Year endedDecember 31, 2024 Table of Contents PageCautionary Note Regarding Forward-looking StatementsiiRisk Factors SummaryiiiPART IItem 1.Business.1Item 1A.Risk Factors.9Item 1B.Unresolved Staff Comments.28Item1C.Cybersecurity.28Item 2.Properties.29Item 3.Legal Proceedings.29Item 4.Mine Safety Disclosures.29PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities.30Item 6.Reserved.31Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.31Item 7A.Quantitative and Qualitative Disclosures About Market Risk.40Item 8.Financial Statements and Supplementary Data.41Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.41Item 9A.Controls and Procedures.41Item 9B.Other Information.42Item 9C.Discl