UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


SCHEDULE 13G
(RULE 13d - 102)


Information to be included in statements filed pursuant
to Rules 13d-1(b), (c) and (d) and amendments thereto filed
pursuant to 13d-2(b)


(AMENDMENT NO. 5)*


Republic Airways Holdings Inc.
(Name of Issuer)


Common Stock, $0.001 par value

(Title of Class of Securities)


760276105

(CUSIP Number)

December 31, 2015
(Date of Event which Requires Filing of this Statement)


Check the appropriate box to designate the rule
pursuant to which this Schedule is filed:


[ ]        Rule 13d-1(b)
[x]        Rule 13d-1(c)
[ ]        Rule 13d-1(d)




*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.


The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


(Continued on the Following Pages)


(Page 1 of 18)

This statement is filed with respect to the common stock of Republic Airways Holdings Inc. (the "Issuer") beneficially owned by the Reporting Persons identified below as of December 31, 2015, and amends and supplements the Schedule 13G filed by the Reporting Persons on July 7, 2011, as previously amended (collectively, the "Schedule 13G").

Republic Airways Holdings Inc.

8909 Purdue Road, Suite 300

Indianapolis, Indiana 46268

ITEM 2(a).  NAME OF PERSON FILING:

The names of the persons filing this statement on Schedule 13G (collectively, the "Reporting Persons") are:

·	Corsair Capital Partners, L.P. ("Corsair Capital"),

·	Corsair Capital Partners 100, L.P. ("Corsair 100"),

·	Corsair Select, L.P. ("Corsair Select"),

·	Corsair Select 100, L.P. ("Select 100"),

·	Corsair Capital Investors, Ltd. ("Corsair Investors"),

·	Corsair Select Master Fund, Ltd. ("Select Master"),

·	Corsair Opportunity Fund ("Corsair Opportunity")

·	Corsair Capital Management, L.P. ("Corsair Management"),

·	Jay R. Petschek ("Mr. Petschek") and

·	Steven Major ("Mr. Major").

    

The principal business address for each of the Reporting Persons is 366 Madison Avenue, 12th Floor, New York, NY 10017.

ITEM 2(c).      CITIZENSHIP:

Each of Corsair Capital, Corsair 100, Corsair Select, Select 100 and Corsair Management is a limited partnership formed under the laws of the State of Delaware.  Corsair Opportunity is a statutory trust formed under the laws of the State of Delaware.

Each of Corsair Investors and Select Master is an exempted company formed under the laws of the Cayman Islands.

Each of Mr. Petschek and Mr. Major is a citizen of the United States.

ITEM 2(d).        TITLE OF CLASS OF SECURITIES:

Common stock, par value $0.001 per share (the "Common Stock")

 

 

 

 

760276105

ITEM 3.  IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

If this statement is filed pursuant to Rule 13d-1(c), check this box [x]

ITEM 4.   OWNERSHIP.

The Reporting Persons no longer beneficially own any shares of Common Stock.

ITEM 5.   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.


                      If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

ITEM 6.   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.


               Not applicable.

                 COMPANY.

              Not applicable.

ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

            See Exhibit B to the Schedule 13G filed with the Securities and Exchange Commission on February 13, 2015.

 

ITEM 9.  NOTICE OF DISSOLUTION OF GROUP.


        Not applicable.

ITEM 10.  CERTIFICATION.

By signing below the undersigned certifies that, to the best of its or his knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated:

February 16, 2016

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Republic Airways Holdings Inc. dated February 16, 2016, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

Dated:

February 16, 2016