Global Crossing Airlines Group Inc.
For the period ended Dec 31, 2025. Filed Mar 5, 2026.
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FY2025 · Filed Mar 5, 2026
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Item 15. EXHIBITS AND FINANCIAL STATEMENTS SCHEDULES
- Financial Statements
The information required by this item is included in Item 8 of Part II of this Form 10-K.
Financial Statement Schedules
Financial statement schedules have been omitted because they either are not required, not applicable, or the information required to be presented is included in the Company’s consolidated financial statements and related notes.
Exhibits
The following exhibits are incorporated by reference or filed as part of this report:
| Exhibit · Incorporated by Reference · Filed (X) or Furnished (*) | ||||
|---|---|---|---|---|
| No. · Exhibit Description · Form · Date · Number · Herewith | ||||
| 2.1 | Share Exchange Agreement, dated as of February 5, 2020, between Canada Jetlines Ltd and Global Crossing Airlines, Inc. | S-1/A | 12/13/21 | 2.1 |
| 3.1 | Amended and Restated Certificate of Incorporation of Global Crossing Airlines Group Inc. | S-1/A | 12/13/21 | 3.1 |
| 3.2 | Second Amended and Restated Bylaws of Global Crossing Airlines Group Inc. | S-1 | 11/23/21 | 3.2 |
| 4.1 | Reference is made to exhibits 3.1 and 3.2. | 4.1 | ||
| 4.2 | Common Stock Purchase Warrant, dated April 20, 2021, issued by Global Crossing Airlines Group, Inc. to Ascent Global Logistics, Inc. | S-1/A | 12/13/21 | 4.2 |
| 4.4 | Indenture, dated August 2, 2023, by and among Global Crossing Airlines Group, Inc., Global Crossing Airlines, Inc., the other guarantors named therein and U.S. Bank Trust Company, National Association, as trustee and collateral agent. | 8-K | 08/07/23 | 4.4 |
| 4.5 | Form of Common Stock Warrant, dated August 2, 2023. | 8-K | 08/07/23/ | 4.5 |
| 4.6 | Third Supplemental Indenture, dated December 21, 2023, by and among Global Crossing Airlines Group, Inc., Global Crossing Airlines, Inc., the other guarantors named therein and U.S. Bank Trust Company, National Association, as trustee and collateral agent. | 8-K/A | 12/16/23 | 4.3 |
| 10.2 | Master Lease Agreement #ML 01862173 dated December 22, 2020, by and between Global Crossing Airlines LLC and CIT Bank, N.A. | S-1/A | 12/13/21 | 10.2 |
| 10.3 | Aircraft Lease Agreement by and between Global Crossing Airlines, Inc., as lessee, and Wilmington Trust Co, as owner-trustee for the Falcon MSN 2695 Trust, as lessor. | S-1/A | 12/13/21 | 10.3 |
| 10.4 | Subscription Agreement, entered into as of August 2, 2023, by and among Global Crossing Airlines Group Inc. Global Crossing Airlines Inc., and the subscribers named therein. | 8-K | 08/07/23 | 10.4 |
| 10.5 | General Security Agreement, dated August 2, 2022, by and among Global Crossing Airlines Group, Inc., Global Crossing Airlines, Inc., the other guarantors named therein and U.S. Bank Trust Company, National Association, as trustee and collateral agent. | 8-K | 08/07/23 | 10.5 |
| 10.6 | Registration Rights Agreement, entered into as of August 2, 2023, by and among Global Crossing Airlines Group Inc. and the subscribers named therein. | 8-K | 08/07/23 | 10.6 |
| 10.11 | Aircraft ACMI Lease Agreement dated June 1, 2020, by and between Global Crossing Airlines, Inc. and SmartLynx Airlines Malta, as amended by that certain Amending Agreement No. 1 dated July 29, 2020 and that certain Amending Agreement No. 2 dated October 15, 2020. | S-1/A | 12/13/21 | 10.11 |
| 10.12 | 2018 Airline Use Agreement, dated December 17, 2020, by and between Miami-Dade County and Global Crossing Airlines LLC. | S-1/A | 12/13/21 | 10.12 |
| 10.13 | Passenger Aircraft Charter Agreement dated February 23, 2021, by and between Global Crossing Airlines, LLC and CubaX Air Tours, LLC. | S-1/A | 12/13/21 | 10.13 | |
| 10.14 | Cooperation Agreement 2020 dated March 16, 2020, by and between Global Crossing Group and Airfleet Resources, Ltd., as amended by that certain Cooperation Agreement 2020, September Extension dated September 19, 2020. | S-1/A | 12/13/21 | 10.14 | |
| 10.15 | Aviation Fuel Supply Agreement dated June 3, 2020, by and between Global Crossing Airlines LLC and Associated Energy Group, LLC. | S-1/A | 12/13/21 | 10.15 | |
| 10.16 | AeroCRS Services Agreement dated December 22, 2020, by and between Global Crossing Airlines, Inc. and AERO CRS Ltd. | S-1/A | 12/13/21 | 10.16 | |
| 10.18† | Incentive Stock Option Plan. | S-8 | 05/06/22 | 4.1 | |
| 10.19† | Employee Stock Purchase Plan. | S-8 | 05/06/22 | 4.4 | |
| 10.20† | Restricted Share Unit Plan. | S-8 | 05/06/22 | 4.2 | |
| 10.21† | Performance Share Unit Plan. | S-8 | 05/06/22 | 4.3 | |
| 10.22 | Securities Purchase Agreement, dated April 20, 2021, by and between Global Crossing Airlines Group Inc. and Ascent Global Logistics, Inc. | S-1/A | 12/13/21 | 10.22 | |
| 10.23† | Form of Indemnification Agreement for Officers and Directors. | S-1/A | 12/13/21 | 10.23 | |
| 10.24 | Nomination Rights Agreement, dated April 20, 2021, by and between the Company and Ascent Global Logistics, Inc. | S-1/A | 12/13/21 | 10.24 | |
| 10.25 | Registration Rights Agreement, dated April 20, 2021, by and between the Company and Ascent Global Logistics, Inc. | S-1/A | 12/13/21 | 10.25 | |
| 10.26 | Master Service Agreement, dated May 18, 2021 by and among Global Crossing Airlines LLC and U.S. Bank National Association, acting through Elavon Canada Company. | S-1/A | 12/13/21 | 10.26 | |
| 10.28 | Framework Agreement, dated June 23, 2020 by and among the Company and SmartLynx Airlines Malta Limited. | S-1/A | 12/13/21 | 10.28 | |
| 10.29 | Joint Venture Agreement, dated September 9, 2020 between KD Holdings LLC and Global Crossing Airlines LLC. | S-1/A | 12/13/21 | 10.29 | |
| 10.31 | Operating Lease Agreement, dated July 9, 2021, between UMB Bank, NA and the Company. | S-1/A | 12/13/21 | 10.31 | |
| 10.34 | Aircraft Lease Agreement, dated November 5, 2021 between UMB Bank, National Association, and Global Crossing Airlines, Inc. | S-1/A | 12/13/21 | 10.34 | |
| 10.35 | Aircraft Lease Agreement, dated November 5, 2021 between UMB Bank, National Association, and Global Crossing Airlines, Inc. | S-1/A | 12/13/21 | 10.35 | |
| 10.36† | Employment Agreement, dated September 1, 2021, by and between the Company and Ryan Goepel. | S-1/A | 12/13/21 | 10.36 | |
| 10.40 | Amendment to Employment Agreement, dated September 26, 2024, by and between the Company and Ryan Goepel. | 10-K | 12/31/24 | 10.40 | |
| 10.41 | Aircraft Operating Lease Agreement (MSN 2481), dated November 14, 2025, between Bank of Utah, not in its individual capacity but solely as owner trustee and Global Crossing Airlines Inc. | X | |||
| 10.42 | Aircraft Operating Lease Agreement (MSN 2492), dated June 6, 2025, between UMB Bank, N.A., not in its individual capacity but solely as owner trustee and Global Crossing Airlines Inc. | X | |||
| 10.43 | Aircraft Operating Lease Agreement (MSN 2477), dated June 6, 2025, between UMB Bank, N.A., not in its individual capacity but solely as owner trustee and Global Crossing Airlines Inc. | X | |||
| 10.44 | Aircraft Operating Lease Agreement (MSN 2503), dated June 6, 2025, between UMB Bank, N.A., not in its individual capacity but solely as owner trustee and Global Crossing Airlines Inc. | X | |||
| 10.45 | Aircraft Operating Lease Agreement between Bank of Utah, and Global Crossing Airlines, Inc. | 10-Q | 3/31/25 | 10.1 | |
| 10.46 | Loan Agreement, dated as of July 9, 2025, by and among MSN 3101 Acquisition LLC, Bank of Utah, not in its individual capacity but solely as owner trustee of MSN 3101 Trust, volofin Capital Management Ltd., volofin Holdings Designated Activity Company, | 10-Q | 6/30/25 | 10.2 | |
| volofin Holdings Designated Activity Company and the lenders party thereto. | |||||
|---|---|---|---|---|---|
| 10.47 | Aircraft Mortgage and Security Agreement, dated as of July 11, 2025, by and between Bank of Utah, not in its individual capacity but solely as owner trustee of MSN 3101 Trust, and volofin Holdings Designated Activity Company. | 10-Q | 6/30/25 | 10.2 | |
| 10.48 | Promissory Note, dated as of July 11, 2025, by MSN 3101 Acquisition LLC and Bank of Utah, not in its individual capacity but solely as owner trustee of MSN 3101 Trust, as Borrowers. | 10-Q | 6/30/25 | 10.3 | |
| 10.49 | Aircraft Airframe Finance Lease Agreement between TVPX Aircraft Solutions, Inc., not in its individual capacity but solely as Owner Trustee, and Global Crossing Airlines, Inc. | 10-Q | 9/30/25 | 10.1 | |
| 10.50 | Certificate of Acceptance (MSN 2840), by Global Crossing Airlines, Inc., to TVPX Aircraft Solutions Inc., not in its individual capacity but solely as Owner Trustee. | 10-Q | 9/30/25 | 10.2 | |
| 10.51 | IATA Document No. 5016-01 Master Short-term Engine Lease Agreement October 2012, prepared in conjunction with the Aviation Working Group. | 10-Q | 9/30/25 | 10.3 | |
| 10.52 | Lease Agreement ESN V12844, dated as of August 15, 2025 between Gryphon Trading Company, LLC, and Global Crossing Airlines, Inc. | 10-Q | 9/30/25 | 10.4 | |
| 10.53 | Engine Lease General Terms Agreement, dated as of January 17, 2024 between WWTAI Airopco 1 Bermuda LTD., and Global Crossing Airlines, Inc. | 10-Q | 9/30/25 | 10.5 | |
| 10.54 | Equipment Schedule No. 3, dated as of August 8, 2025 between WWTAI Airopco 1 Bermuda LTD., and Global Crossing Airlines, Inc. | 10-Q | 9/30/25 | 10.6 | |
| 10.55 | Aircraft Lease Extension and Amendment Agreement (MSN 3869), dated November 14, 2025, between Bank of Utah, not in its individual capacity but solely as owner trustee and Global Crossing Airlines Inc. | X | |||
| 10.56 | Aircraft Lease Extension and Amendment Agreement (MSN 2993), dated December 11, 2025, between UMB Bank, N.A., and Global Crossing Airlines Inc. | X | |||
| 14.1 | Code of Business Conduct and Ethics. | X | |||
| 19.1 | Global Crossing Airlines Group Inc. Insider Trading Policy. | 10-K | 12/31/24 | 19 | |
| 21.1 | Subsidiaries of the Company. | X | |||
| 23.1 | Consent of Rosenberg Rich Baker Berman, P.A. | X | |||
| 31.1 | Certification of Executive Chairman and President pursuant Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 31.2 | Certification of President & Chief Financial Officer pursuant Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.1 | Certifications of Executive Chairman and President pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. | * | |||
| 32.2 | Certifications of President & Chief Financial Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. | * | |||
| 101.INS | Inline XBRL Instance Document-the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document. | ||||
| 101 SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | ||||
| 104 | Cover page formatted as Inline XBRL and contained in Exhibit 101 | ||||
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