NextNav Inc.
|
(Name of Issuer)
|
Common Stock,
par value $0.0001 per share
|
(Title of Class of Securities)
|
65345N 106
|
(CUSIP Number)
|
May 14, 2024
|
(Date of Event which Requires Filing of this Statement)
|
1
|
NAMES OF REPORTING PERSONS
|
||
FINCO I Intermediate Holdco LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||
(a) ☐
|
|||
(b) ☐
|
|||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||
Delaware
|
|||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
||
0 shares
|
||||
6
|
SHARED VOTING POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0 shares
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||
14,178,054 shares
Refer to Item 4 below.
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||
11.75%
Refer to Item 4 below.
|
|||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||
OO
|
|||
1 |
The percentages reported in this Schedule 13G are based upon 120,700,334 shares of common stock outstanding as of May 3, 2024 (according to the issuer’s Form 10-Q as filed with
the Securities and Exchange Commission on May 8, 2024).
|
1
|
NAMES OF REPORTING PERSONS
|
||
FINCO I LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||
(a) ☐
|
|||
(b) ☐
|
|||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||
Delaware
|
|||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
||
0 shares
|
||||
6
|
SHARED VOTING POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0 shares
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||
14,178,054 shares
Refer to Item 4 below.
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||
11.75%
Refer to Item 4 below.
|
|||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||
OO
|
|||
1 |
The percentages reported in this Schedule 13G are based upon 120,700,334 shares of common stock outstanding as of May 3, 2024 (according to the issuer’s Form 10-Q as filed with
the Securities and Exchange Commission on May 8, 2024).
|
1
|
NAMES OF REPORTING PERSONS
|
||
FIG Parent, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||
(a) ☐
|
|||
(b) ☐
|
|||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||
Delaware
|
|||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
||
0 shares
|
||||
6
|
SHARED VOTING POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0 shares
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||
14,178,054 shares
Refer to Item 4 below.
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||
11.75%
Refer to Item 4 below.
|
|||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||
OO
|
|||
1 |
The percentages reported in this Schedule 13G are based upon 120,700,334 shares of common stock outstanding as of May 3, 2024 (according to the issuer’s Form 10-Q as filed with
the Securities and Exchange Commission on May 8, 2024).
|
1
|
NAMES OF REPORTING PERSONS
|
||
Foundation Holdco LP
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||
(a) ☐
|
|||
(b) ☐
|
|||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||
Delaware
|
|||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
||
0 shares
|
||||
6
|
SHARED VOTING POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0 shares
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||
14,178,054 shares
Refer to Item 4 below.
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||
11.75%
Refer to Item 4 below.
|
|||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||
PN
|
|||
1 |
The percentages reported in this Schedule 13G are based upon 120,700,334 shares of common stock outstanding as of May 3, 2024 (according to the issuer’s Form 10-Q as filed with
the Securities and Exchange Commission on May 8, 2024).
|
1
|
NAMES OF REPORTING PERSONS
|
||
FIG Buyer GP, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||
(a) ☐
|
|||
(b) ☐
|
|||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||
Delaware
|
|||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
||
0 shares
|
||||
6
|
SHARED VOTING POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0 shares
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
14,178,054 shares
Refer to Item 4 below.
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||
14,178,054 shares
Refer to Item 4 below.
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||
11.75%
Refer to Item 4 below.
|
|||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||
OO
|
|||
1 |
The percentages reported in this Schedule 13G are based upon 120,700,334 shares of common stock outstanding as of May 3, 2024 (according to the issuer’s Form 10-Q as filed with
the Securities and Exchange Commission on May 8, 2024).
|
Item 1(a) |
Name of Issuer
|
Item 1(b) |
Address of Issuer’s Principal Executive Offices |
Item 2(a) |
Name of Person Filing
|
(i) |
FINCO I Intermediate Holdco LLC, a Delaware limited liability company (“FINCO I IH”), is the sole member of Fortress Investment Group.
|
(ii) |
FINCO I LLC, a Delaware limited liability company, is the sole member of FINCO I IH.
|
(iii) |
FIG Parent, LLC, a Delaware limited liability company (“FIG Parent”), is the sole member of FINCO I LLC.
|
(iv) |
Foundation Holdco LP, a Delaware limited partnership (“Foundation Holdco”), is the sole member of FIG Parent.
|
(v) |
FIG Buyer GP, LLC, a Delaware limited liability company (“FIG Buyer”), is the general partner of Foundation Holdco.
|
Item 2(b) |
Address of Principal Business Office or, if None, Residence
|
Item 2(c) |
Citizenship
|
Item 2(d) |
Title of Class of Securities
|
Item 2(e) |
CUSIP No.
|
Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
Item 4. |
Ownership
|
(a) |
Amount Beneficially Owned:
|
(b) |
Percent of Class:
|
(c) |
Number of Shares as to which such person has:
|
(i) |
Sole power to vote or direct the vote:
|
(ii) |
Shared power to vote or direct the vote:
|
(iii) |
Sole power to dispose or direct the disposition:
|
(iv) |
Shared power to dispose or direct the disposition:
|
Item 5. |
`Ownership of Five Percent or Less of a Class
|
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
|
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding
Company
|
Item 8. |
Identification and Classification of Members of the Group
|
Item 9. |
Notice of Dissolution of Group
|
Item 10. |
Certification
|
FINCO I INTERMEDIATE HOLDCO LLC
|
|||
By:
|
/s/ David N. Brooks
|
||
Name: David N. Brooks
|
|||
Title: Secretary
|
|||
FINCO I LLC
|
|||
By:
|
/s/ David N. Brooks
|
||
Name: David N. Brooks
|
|||
Title: Secretary
|
|||
FIG PARENT, LLC
|
|||
By:
|
/s/ David N. Brooks
|
||
Name: David N. Brooks
|
|||
Title: Secretary
|
|||
FOUNDATION HOLDCO LP
|
|||
By: | FIG Buyer GP, LLC, its general partner |
||
By:
|
/s/ David N. Brooks
|
||
Name: David N. Brooks
|
|||
Title: Secretary
|
|||
FIG BUYER GP, LLC
|
|||
By:
|
/s/ David N. Brooks
|
||
Name: David N. Brooks
|
|||
Title: Secretary
|
|||