Axar Capital Management Form 3 Global Crossing Airlines / Andrew Axelrod 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^*

Axelrod Andrew

(Last) (First) (Middle)

C/O AXAR CAPITAL MANAGEMENT L.P.

402 W 13TH STREET, FLOOR 5

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/02/2023

3. Issuer Name and Ticker or Trading Symbol
Global Crossing Airlines Group Inc. [ JETMF ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)

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
Warrants to purchase Common Stock	08/02/2023	06/30/2030	Common Stock	5,000,000(1)	1	I	See footnotes(1)(2)

1. Name and Address of Reporting Person^*

Axelrod Andrew

(Last) (First) (Middle)

C/O AXAR CAPITAL MANAGEMENT L.P.

402 W 13TH STREET, FLOOR 5

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Axar GP, LLC

(Last) (First) (Middle)

C/O AXAR CAPITAL MANAGEMENT L.P.

402 W 13TH STREET, FLOOR 5

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

AXAR CAPITAL MANAGEMENT L.P.

(Last) (First) (Middle)

C/O AXAR CAPITAL MANAGEMENT L.P.

402 W 13TH STREET, FLOOR 5

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Explanation of Responses:

1. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

2. Andrew Axelrod serves as the sole member of Axar GP, LLC, a Delaware limited liability company (the "GP"), which is the general partner of Axar Capital Management, L.P., a Delaware limited partnership, that serves as the investment manager (the "Investment Manager") to certain funds and/or managed accounts (collectively, the "Axar Vehicles"), with respect to these warrants (and any common stock received upon exericise thereof) held by the Axar Vehicles.

Remarks:

Exhibit No. 24.1 Power of Attorney. Because Mr. Axelrod serves on the board of directors of the Issuer as a representative of the Reporting Persons, each of the Investment Manager and the GP may be deemed a director of the Issuer by deputization of Mr. Axelrod.

	/s/ Martin T. Schrier, as Attorney-in-Fact for Andrew Axelrod	08/31/2023
	AXAR CAPITAL MANAGEMENT, L.P., By: Axar GP LLC, its general partner, By: /s/ Andrew Axelrod, its Sole Member	08/31/2023
	AXAR GP LLC, By: /s/ Andrew Axelrod, its Sole Member	08/31/2023
	** Signature of Reporting Person	Date
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