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Item 9A. Controls and Procedures

2026-02-27 compared with 2025-02-28 · 27 added, 31 removed, 138 unchanged (30% of the section changed)

8 unchanged sentences

As of December 31, 2025, our management, with the participation of our Principal Executive Officer and Principal Financial Officer, evaluated our internal control over financial reporting.

Based on that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that no changes in our internal control over financial reporting occurred during the year ended December 31, 2024 have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Based on this evaluation, our Principal Executive Officer and Principal Financial Officer concluded that no changes in our internal control over financial reporting occurred during the year ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management's Annual Report on Internal Control over Financial Reporting

9 unchanged sentences

The Company’s internal control over financial reporting as of December 31, 2025 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which appears herein.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Other Information

Rule 10b5-1 Trading Plans

During the fiscal quarter ended December 31, 2024, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (each, a “10b5-1 Plan”) or any non-Rule 10b5-1 trading arrangement.

However, certain of our directors and executive officers may adopt 10b5-1 Plans or non-Rule 10b5-1 trading arrangements in the future.

During the fiscal quarter ended December 31, 2025, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company's securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (each, a “10b5-1 Plan”) or any non-Rule 10b5-1 trading arrangement.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

32 unchanged sentences

Composite Certificate of Incorporation of Globalstar, Inc.

3.2* Fifth Amended and Restated Bylaws of Globalstar, Inc.

(Exhibit 3.1 to Form 8-K filed on August 31, 2023)

(Exhibit 3.1 to Form 10-Q filed on August 7, 2025)

3.2* Sixth Amended and Restated Bylaws of Globalstar, Inc.

(Exhibit 3.2 to Form 10-Q filed on May 8, 2025)

3.3* Certificate of Designation filed November 15, 2022 (Exhibit 3.1 to Form 8-K filed on November 16, 2022)

Description of Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

S pecimen Common Stock Certificate of Globalstar, Inc.

Settlement Agreement dated December 14, 2018 (Exhibit 10.1 to form 8-K filed December 17, 2018)

2 unchanged sentences

Form of Indemnification Agreement between Globalstar, Inc.

and its Directors dated February 26, 2019 (Exhibit 10.50 to Form 10-K filed February 28, 2019)

and its Directors

Third Amended and Restated Globalstar, Inc.

1 unchanged sentence

Amended and Restated Employee Stock Purchase Plan (Appendix B to Definitive Proxy Statement filed April 16, 2019)

Form of Restricted Stock Units Agreement for Non-U.S.

Designated Executives under the Globalstar, Inc.

2006 Equity Incentive Plan (Exhibit 10.2 to Form 10-Q filed August 14, 2007)

Form of Notice of Grant and Restricted Stock Agreement under the Globalstar, Inc.

2006 Equity Incentive Plan (Exhibit 10.29 to Form 10-K filed March 17, 2008)

F orm of Notice of Grant and Rest ricted Stock Agreement under the Globalstar, Inc.

2006 Equity Incentive Plan effective February 24, 2026

Form of Non-Qualified Stock Option Award Agreement for Members of the Board of Directors under the Globalstar, Inc.

2006 Equity Incentive Plan (Exhibit 10.1 to Form 8-K filed November 20, 2008)

Form of Stock Option Award Agreement for use with executive officers (Exhibit 10.45 to Form 10-K filed March 31, 2011)

2022 Key Employee Bonus Plan (Exhibit 10.21 to Form 10-K filed February 25, 2022)

2023 Key Employee Bonus Plan (Exhibit 10.5 to Form 10-Q filed May 5, 2023)

Form of Notice of Grant of Non-Qualified Stock Option Award for Members of the Board of Directors under the Globalstar, Inc.

2006 Equity Incentive Plan

Form of Notice of Grant and Non-Qualified Stock Option Award Agreement for Members of the Board of Directors under the Globalstar, Inc.

2006 Equity Incentive Plan effective February 24, 2026

2 0 25 Key Employee Bonus Plan

10 unchanged sentences

2 to 2023 Prepayment Agreement by and between Globalstar, Inc.

and Customer dated as of November 5, 2024

and Customer dated as of November 5, 2024 (Exhibit 10.20 to Form 10-K filed February 28, 2025)

2024 Prepayment Agreement by and between Globalstar, Inc.

and Customer dated as of November 5, 2024

and Customer dated as of November 5, 2024 (Exhibit 10.21 to Form 10-K filed February 28, 2025)

Conformed Copy of Key Terms Agreement reflecting amendments through September 7, 2022 (Exhibit 10.1 to Form 8-K filed September 7, 2022)

2 unchanged sentences

Amendment No.

5 to the Key Terms Agreement between Customer and Globalstar dated November 5, 2024

5 to the Key Terms Agreement between Customer and Globalstar dated November 5, 2024 (Exhibit 10.24 to Form 10-K filed February 28, 2025)

Statement of Work by and between Customer Parent and Globalstar, Inc.

dated as of November 5, 2024

Intellectual Property License Agreement between XCOM Labs, Inc.

and Globalstar, Inc.

dated August 29, 2023 (Exhibit 10.37 to Form S-1 filed September 8, 2023)

Support Services Agreement by and between XCOM Labs, Inc.

and Globalstar, Inc.

dated August 29, 2023 (Exhibit 10.38 to Form S-1 filed September 8, 2023)

dated as of November 5, 2024 (Exhibit 10.25 to Form 10-K filed February 28, 2025)

Amended and Restated Employment Agreement dated January 24, 2024 by and between Globalstar, Inc.

1 unchanged sentence

Guaranty dated as of December 7, 2023 made by Thermo Funding II, LLC (Exhibit 10.25 to Form 10-K filed February 29, 2024)

Amended Guaranty Agreement dated as of May 20, 2025 made by Thermo Funding II, LLC (Exhibit 10.1 to Form 10-Q filed August 7, 2025)

Common Stock Purchase Warrant between Thermo Funding II, LLC and Globalstar, Inc.

2 unchanged sentences

dated January 31, 2023 (Exhibit 10.30 to Form 10-K filed March 1, 2023)

Conformed copy of Amendment to Support Services Agreement by and between Virewirx, Inc.

and Globalstar, Inc.

dated June 28, 2024 (Exhibit 10.1 to Form 10-Q filed August 8, 2024)

Purchase Agreement by and among Globalstar, Inc., Globalstar Licensee LLC and Customer Parent dated as of October 29, 2024

Contribution Agreement by and among Globalstar, Inc., GCL Licensee LLC and Globalstar Licensee LLC dated as of November 5, 2024

Purchase Agreement by and among Globalstar, Inc., Globalstar Licensee LLC and Customer Parent dated as of October 29, 2024 (Exhibit 10.33 to Form 10-K filed February 28, 2025)

Contribution Agreement by and among Globalstar, Inc., GCL Licensee LLC and Globalstar Licensee LLC dated as of November 5, 2024 (Exhibit 10.34 to Form 10-K filed February 28, 2025)

Second Amended and Restated Limited Liability Company Agreement for Globalstar Licensee LLC by and among Globalstar, Inc.

and Customer Parent dated as of November 5, 2024

First Amendment to Guarantee and Collateral Agreement by and among Globalstar, Inc., the other Guarantors signatory hereto, and Customer dated as of November 5, 2024

and Customer Parent dated as of November 5, 2024 (Exhibit 10.35 to Form 10-K filed February 28, 2025)

First Amendment to Guarantee and Collateral Agreement by and among Globalstar, Inc., the other Guarantors signatory hereto, and Customer dated as of November 5, 2024 (Exhibit 10.36 to Form 10-K filed February 28, 2025)

Globalstar, Inc.

Insider Trading Policy

Insider Trading Policy (Exhibit 19.1 to Form 10-K filed February 28, 2025)

21.1 Subsidiaries of Globalstar, Inc.

6 unchanged sentences

Globalstar, Inc.

Executive Compensation Clawback Policy

Executive Compensation Clawback Policy (Exhibit 97.1 to Form 10-K filed February 28, 2025)

101.INS XBRL Instance Document

33 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures