X0303 4 2009-06-11 0001374993 NextWave Wireless Inc. WAVE 0001210015 SYMINGTON ROBERT T C/O NEXTWAVE WIRELESS INC. 10350 SCIENCE CENTER DRIVE SAN DIEGO CA 92121 1 Common Stock Options (Right to Buy) .38 2009-06-11 4 A 0 166999 .38 A 2009-06-11 2019-06-10 Common Stock 166999 166999 D Common Stock Options (Right to Buy) .31 2009-01-12 2019-01-11 Common Stock 375500 375500 D Stock Options (Right to Buy) 6.00 2005-04-12 2015-04-12 Common Stock 33333 33333 D Stock Options (Right to Buy) 6.00 2006-04-26 2016-04-26 Common Stock 16666 16666 D Stock Options (Right to Buy) 11.80 2009-02-26 2017-02-25 Common Stock 52000 52000 D Stock Options (Right to Buy) 4.79 2010-03-27 2018-03-27 Common Stock 65000 65000 D On November 13, 2006, NextWave Wireless Inc. became the successor to NextWave Wireless LLC pursuant to a merger. The merger resulted in NextWave Wireless Inc. becoming the parent holding company of NextWave Wireless LLC, but did not alter the proportionate interests of security holders. The securities are owned directly by Robert T. Symington. Mr. Symington is a director of the Issuer and an employee of Avenue Capital Management II, L.P. (the "Adviser"). The Adviser is the investment adviser to Avenue Special Situations IV, L.P. and Avenue Investments, L.P. (collectively, the "Funds"). On July 17, 2006, the Funds made an investment in the Issuer. Pursuant to the Funds' limited partnership agreements, any director compensation received by an employee of the Adviser related to an entity in which the Funds have invested shall be payable to the Adviser. Such amounts shall reduce certain fees and expenses of the Funds. Therefore, Mr. Symington disclaims beneficial ownership of the options (and the common stock or other equity issued upon exercise of the options) that vest on or after July 17, 2006, except for that portion of the sale proceeds necessary for Mr. Symington to satisfy any tax liabilities related thereto. 85% Of these options will be vested on the date of the grant. The balance will vest in monthly installments over the next 10 monts. 200,000 of the options vest on date of grant and the balance in twelve monthly installments begining 1/12/2009 The option vests in twenty-four equal monthly installments beginning May 13, 2005 but was fully exercisable on the date of grant as to all 33,333 shares. Any unvested portion of the option will be exercisable for restricted units subject to the same vesting schedule. The option vests in twenty-four equal monthly installments beginning May 27, 2006 but was fully exercisable on the date of grant as to all 16,666 shares. Any unvested portion of the option will be exercisable for restricted units subject to the same vesting schedule. The option vests in twenty-four equal monthly installments begining 2/26/07. The option vests in twenty-four equal monthly installments begining 3/28/08. Roseann Rustici 2009-06-16