Global Crossing Airlines (JETMF) Form 4 Global Crossing Airlines / Ryan Goepel ownership change

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

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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)
02/03/2025

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(1)								1,680,717	D
Common Stock(1)								3,350	I	See footnote(2)
Common Stock(1)								3,350	I	See footnote(2)

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(3)							(3)	03/16/2026	Common Stock	166,667		83,333	D
Restricted Stock Units	$0(4)							(4)	03/20/2027	Common Stock	150,000		50,000	D
Restricted Stock Units	$0(5)	02/03/2025		A		860,000(2)		(5)	02/03/2025	Common Stock	860,000	$0	205,000	D

Explanation of Responses:

1. Reporting person owns only shares of issuer common stock and does not own any shares of Class A common stock or Class B common stock.

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. 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.

4. Each 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 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.

5. Each 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 February 3, 2025. Shares of common stock subject to this award are subject to service-based vesting conditions and these RSUs vest one-third on each of August 3, 2026, August 3, 2027 and August 3, 2028,subject to continued service through such vesting date.

Remarks:

President/Chief Financial Officer

	/s/ Martin Schrier as attorney-in-fact for Ryan Goepel	02/05/2025
	** 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).
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