SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Goepel Ryan

(Last) (First) (Middle)
4200 NW 36TH ST, BLDG. 5A 4TH FLOOR

(Street)
MIAMI FL 33166

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Global Crossing Airlines Group Inc. [ JETMF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
06/11/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/16/2024 M 83,333(1) A $0.00 1,595,147 D
Common Stock 06/11/2024 M 125,000(1) A $0.00 1,720,147 D
Common Stock 06/11/2024 D 39,430 D $0.5 1,680,717 D
Common Stock 3,350 I See footnote(2)
Common Stock 3,350 I See footnote(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options to Purchase Common Stock $0.25 03/16/2022 03/23/2025 Common Stock 71,667 71,667 D
Restricted Stock Units $0.00(4) (4) 03/16/2026 Common Stock 166,667 0 D
Restricted Stock Units $0.00(5) (5) 03/20/2027 Common Stock 150,000 0 D
Explanation of Responses:
1. This relates solely to the settlement of previously granted restricted stock units ("RSUs") upon vesting. RSUs convert into common stock on a one-for-one basis..
2. Shares are held of record by the reporting person as co-custodian for a minor child under the Uniform Transfer to Minors Act (FL). The reporting person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
3. Shares are held of record by the reporting person as co-custodian for a minor child under the Uniform Transfer to Minors Act (FL). The reporting person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
4. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the issuer common stock pursuant to the issuer's Restricted Share Unit Plan. This award of RSUs was granted on March 16, 2023. Shares of common stock subject to this award are subject to service-based vesting conditions and vest in equal annual installments on each of March 16, 2025 and March 16, 2026, subject to continued service through such vesting date.
5. This award of RSUs was granted on March 20, 2024. Shares of common stock subject to this award are subject to service-based vesting conditions and vest in equal annual installments on each of March 20, 2025 and March 20, 2026 and March 20, 2027, subject to continued service through such vesting date.
Remarks:
President/Chief Financial Officer
/s/ Martin Schrier as attorney-in-fact for Ryan Goepel 07/01/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.