false 0001846084 0001846084 2022-12-08 2022-12-08

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

December 8, 2022

Date of Report (Date of earliest event reported)

 

 

Global Crossing Airlines Group Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   000-56409   98-1350261

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

4200 NW 36th Street, Building 5A

Miami International Airport

Miami, FL 33166

(Address of Principal Executive Offices, including zip code)

(786) 751-8503

(Registrant’s Telephone Number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 

 


Item 5.07.

Submission of Matters to a Vote of Security Holders.

On December 8, 2022, Global Crossing Airlines Group Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders voted on the following matters:

 

1.

Election, as directors, of the seven nominees, with each director to serve until the next annual meeting of stockholders and until the election and qualification of such director’s successor.

Each nominee for director was elected by a vote of the stockholders as follows:

 

Nominee

   Votes For      Votes
Withheld
     Broker
Non-Votes
 

Edward J. Wegel

     11,313,042        9,815        2,118,280  

Ryan Goepel

     11,312,871        9,986        2,118,280  

Alan Bird

     11,312,922        9,935        2,118,280  

T. Allan McArtor

     11,311,122        11,735        2,118,280  

John Quelch

     11,310,922        11,935        2,118,280  

Deborah Robinson

     11,310,755        12,102        2,118,280  

Cordia Harrington

     11,305,955        16,902        2,118,280  

 

2.

Approval of the Amendment to the Global Crossing Airlines Group Inc. Incentive Stock Option Plan

The proposal was approved by a vote of stockholders as follows:

 

Votes For

 

Votes Against

 

Broker Non-Votes

 

Interested Stockholder Vote
(Excluded)

5,704,306   173,408   2,118,280   5,445,143

 

3.

Approval of the Amendment to the Global Crossing Airlines Group Inc. Restricted Share Unit Plan

The proposal was approved by a vote of stockholders as follows:

 

Votes For

 

Votes Against

 

Broker Non-Votes

 

Interested Stockholder Vote
(Excluded)

5,703,589   174,125   2,118,280   5,445,143

 

4.

Approval of the Amendment to the Global Crossing Airlines Group Inc. Performance Share Unit Plan

The proposal was approved by a vote of stockholders as follows:

 

Votes For

 

Votes Against

 

Broker Non-Votes

 

Interested Stockholder Vote
(Excluded)

5,717,890   159,824   2,118,280   5,445,143


5.

Ratification of the appointment of Rosenberg Rich Baker Berman P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.

The proposal was approved by a vote of stockholders as follows:

 

Votes For

 

Votes Against

13,408,382   32,755


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Global Crossing Airlines Group Inc.
By:  

/s/ Edward J. Wegel

  Edward J. Wegel
  Chief Executive Officer

Date: December 9, 2022