Gogo Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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☐ Preliminary Proxy Statement

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒ Definitive Proxy Statement

☐ Definitive Additional Materials

☐ Soliciting Material Pursuant to §240.14a-12

GOGO INC.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

GOGO INC. 105 Edgeview Dr., Suite 300 Broomfield, Colorado 80021

APRIL 29, 2025

Dear Fellow Stockholder:

We are pleased to invite you to attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”), to be held on Tuesday, June 12, 2025, at 3:00 p.m. Mountain Time. The annual meeting will be a virtual meeting conducted solely online and can be attended by visiting www.virtualshareholdermeeting.com/GOGO2025. All record holders of the Company’s outstanding common stock at the close of business on April 22, 2025 will be entitled to vote at the Annual Meeting.

At the Annual Meeting, we will ask you to vote on (i) the election of the two directors named in this proxy statement; (ii) an advisory vote approving executive compensation; (iii) ratification of the appointment of our independent registered public accounting firm; and (iv) transaction of any other business that may properly be brought before the Annual Meeting.

Regardless of the number of shares of the Company’s common stock that you own, you are encouraged to read the accompanying Proxy Statement and our Annual Report on Form 10-K for the year ended December 31, 2024 carefully. Please review the proxy card for instructions on how you can vote your shares of common stock over the Internet, by telephone, or by mail. It is important that all holders of our common stock participate in the affairs of the Company. The prompt return of proxy cards will ensure the presence of a quorum.

Your vote is important to us. Please vote promptly.

Gogo Inc. uses the Securities and Exchange Commission (“SEC”) rule permitting companies to furnish proxy materials to their shareholders via the Internet. In accordance with this rule, on or about April 29, 2025, we sent to shareholders of record at the close of business on April 22, 2025, a Notice of Internet Availability of Proxy Materials (“Notice”), which includes instructions on how to access our proxy materials and the 2024 Annual Report online, and how to vote online for the Annual Meeting.

We look forward to your participation.

NOTICE OF

Annual Meeting of Stockholders

To the stockholders of Gogo Inc.:

NOTICE IS HEREBY GIVEN that the annual meeting of stockholders (the “Annual Meeting”) of Gogo Inc., a Delaware corporation (“Gogo” or the “Company”), will be held online on June 12, 2025, at 3:00 p.m. Mountain Time, at www.virtualshareholdermeeting.com/GOGO2025 for the following purposes:

Date and timeJune 12, 2025, at3:00 p.m. Mountain TimeRecord dateClose of business on April 22, 2025Holders of common stock are entitled to one vote per share.Online at www.virtualshareholdermeeting/GOGO2025AttendanceAttendance is limited to stockholders of record as of the record date, holders of valid proxies for the Annual Meeting, and invited guests. Date of mailing and releaseThe Notice of Internet Availability of Proxy Materials was sent to stockholders of record and the proxy materials were made available on the Internet on or about April 29, 2025.

The Annual Meeting will be held online at www.virtualshareholdermeeting/GOGO2025.

Our board of directors has fixed the close of business on April 22, 2025 as the record date for determining holders of our common stock entitled to notice of, and to vote at, the Annual Meeting.

Our board of directors recommends that you vote FORthe election of each of the director nominees named in Proposal 1 of the proxy statement, FORthe approval of 2024 executive compensation as described in Proposal 2 of the proxy statement, and FORthe ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm as described in Proposal 3 of the proxy statement.

For our Annual Meeting, we have elected to use the Internet as our primary means of providing our proxy materials to stockholders. Consequently, most stockholders will not receive paper copies of our proxy materials. On or about April 29, 2025, we sent to these stockholders (to the extent they were holders of record as of the close of business on the record date) a Notice of Internet Availability of Proxy Materials with instructions for accessing the proxy materials, including our

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

proxy statement and annual report, and for voting via the Internet. We also provided access to our proxy materials over the Internet beginning on that date. The Notice of Internet Availability of Proxy Materials also provides information on how stockholders may obtain paper copies of our proxy materials free of charge, if they so choose. The electronic delivery of our proxy materials will significantly reduce our printing and mailing costs.

The Notice of Internet Availability of Proxy Materials also provides the date, time and location of the Annual Meeting; the matters to be acted upon at the meeting and the board of directors’ recommendation with regard to each matter; a toll-free number, an email address and a website where stockholders may request a paper or email copy of the proxy statement, our annual report to stockholders and a form of proxy relating to the Annual Meeting; and information on how to attend the meeting and vote electronically.

You are cordially invited to attend the Annual Meeting. You are urged to mark, date and sign your proxy card and return it by mail or follow the alternative voting procedures described in this proxy statement or the proxy card (or, if you hold your shares through a bank or broker, following the voting procedures on your voting instruction form or other information provided by your bank or broker).

BY ORDER OF THE BOARD OF DIRECTORS,

Crystal L. Gordon

Executive Vice President, General Counsel, Chief Administrative Officer and Secretary

Broomfield, Colorado

April 29, 2025

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 12, 2025:

THIS NOTICE OF ANNUAL MEETING OF STOCKHOLDERS, THE ACCOMPANYING PROXY STATEMENT AND OUR 2024 ANNUAL REPORT TO STOCKHOLDERS ARE ALL AVAILABLE AT WWW.PROXYVOTE.COM AND MAY BE ACCESSED USING THE CONTROL NUMBER LOCATED ON EACH PROXY CARD.

2025 PROXY STATEMENT

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