Lotz Michael Form 3 MESA AIR / MICHAEL LOTZ ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

LOTZ MICHAEL

(Last) (First) (Middle)

410 N. 44TH STREET, SUITE 700

(Street)

PHOENIX AZ 85008

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/09/2018

3. Issuer Name and Ticker or Trading Symbol
MESA AIR GROUP INC [ MESA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CFO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	236,780	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	06/01/2018	(1)	Common Stock	36,280	0.00	D
Stock Appreciation Rights	07/21/2016(2)	07/20/2025	Common Stock	180,000	6.8	D
Stock Appreciation Rights	01/19/2017(3)	01/18/2026	Common Stock	180,000	7.1	D
Restricted Stock Award	07/21/2016	(4)	Common Stock	54,000	0.00	D
Restricted Stock Award	06/01/2017	(5)	Common Stock	45,915	0.00	D
Restricted Stock Award	06/01/2018	(6)	Common Stock	59,720	0.00	D

Explanation of Responses:

1. Each restricted stock unit represents the right to receive, on a one-for-one basis, common stock of the Company. The restricted stock units shall vest annually in equal one-third increments beginning on June 1, 2018, until fully vested.

2. Cash-settled stock appreciation rights.

3. Cash-settled stock appreciation rights, of which 60,000 shares remain unvested.

4. The restricted stock award vests as follows: Annually in equal increments beginning on July 21, 2016, until fully vested.

5. The restricted stock award vests as follows: Annually in equal one-third increments beginning on June 1, 2017, until fully vested.

6. The restricted stock award vests as follows: Annually in equal one-third increments beginning on June 1, 2018, until fully vested.

Remarks:

	/s/ Michael J. Lotz	08/09/2018
	** 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 5 (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).
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