Frontier Group Holdings Inc
For the period ended Dec 31, 2023. Filed Feb 20, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 20, 2024
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Item 15. Exhibits and Financial Statement Schedules
(a) Documents filed as part of this Annual Report on Form 10-K:
(1) Consolidated Financial Statements
Our consolidated financial Statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Annual Report on Form 10-K.
(2) Financial Statement Schedules
All financial statement schedules have been omitted because they are not applicable, not material, or the required information is shown in Part II, Item 8 of this Annual Report on Form 10-K.
(3) Exhibits
The exhibits listed below are filed as part of this Annual Report on Form 10-K or are incorporated herein by reference, in each case as indicated below.
| Incorporated by Reference · Filed Herewith | |||||
|---|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | File Number | Date | Number |
| 3.1 | Amended and Restated Certificate of Incorporation of Frontier Group Holdings, Inc. | 8-K | 001-40304 | 4/6/2021 | 3.1 |
| 3.2 | Amended and Restated Bylaws of Frontier Group Holdings, Inc. | 10-K | 001-40304 | 2/22/2023 | 3.2 |
| 4.1 | Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. | 10-K | 001-40304 | 2/23/2022 | 4.1 |
| 4.2 | Form of Common Stock Certificate. | S-1 | 333-254004 | 3/8/2021 | 4.2 |
| 4.3 | Registration Rights Agreement, dated April 6, 2021, by and among Frontier Group Holdings, Inc. and Indigo Frontier Holdings Company, LLC. | 8-K | 001-40304 | 4/6/2021 | 4.1 |
| 4.4† | Warrant Agreement, dated as of April 30, 2020, between Frontier Group Holdings, Inc. and the United States Department of the Treasury. | S-1 | 333-254004 | 3/8/2021 | 10.35 |
| 4.5 | Form of PSP Warrant (incorporated by reference to Annex B of Exhibit 10.35 to the Registrant’s Registration Statement on Form S-1 filed on March 8, 2021). | S-1 | 333-254004 | 3/8/2021 | 10.36 |
| 4.6 | Warrant Agreement, dated as of September 28, 2020, between Frontier Group Holdings, Inc. and the United States Department of the Treasury. | S-1 | 333-254004 | 3/8/2021 | 10.38 |
| 4.7 | Form of Warrant (incorporated by reference to Annex B of Exhibit 10.38 to the Registrant’s Registration Statement on Form S-1 filed on March 8, 2021). | S-1 | 333-254004 | 3/8/2021 | 10.39 |
| 4.8 | Warrant Agreement, dated as of January 15, 2021, between Frontier Group Holdings, Inc. and the United States Department of the Treasury. | S-1 | 333-254004 | 3/8/2021 | 10.43 |
| 4.9 | Form of PSP2 Warrant (incorporated by reference to Annex B of Exhibit 10.43 to the Registrant’s Registration Statement on Form S-1 filed on March 8, 2021). | S-1 | 333-254004 | 3/8/2021 | 10.44 |
| 4.10 | Warrant Agreement, dated as of April 29, 2021, between Frontier Group Holdings, Inc. and the United States Department of the Treasury. | 10-Q | 001-40204 | 5/13/2021 | 4.5 | |
| 4.11 | Form of PSP3 Warrant (incorporated by reference to Annex B of Exhibit 4.5 to the Registrant’s Quarterly Report on Form 10-Q filed on May 13, 2021). | 10-Q | 001-40204 | 5/13/2021 | 4.6 | |
| 10.1(a)# | 2014 Equity Incentive Plan. | S-1 | 333-254004 | 3/8/2021 | 10.2(a) | |
| 10.1(b)# | Form of Stock Option Grant Notice and Stock Option Agreement under the 2014 Equity Incentive Plan. | S-1 | 333-254004 | 3/8/2021 | 10.2(b) | |
| 10.1(c)# | Form of Stock Purchase Right Grant Notice and Restricted Stock Purchase Agreement for Non-Employee Directors. | S-1 | 333-254004 | 3/8/2021 | 10.2(c) | |
| 10.1(d)# | Form of Restricted Stock Unit Award Grant Notice and RSU Award Agreement under the 2014 Equity Incentive Plan. | S-1 | 333-254004 | 3/8/2021 | 10.2(d) | |
| 10.2(a)# | 2021 Incentive Award Plan. | S-1/A | 333-254004 | 3/23/2021 | 10.3(a) | |
| 10.2(b)# | Form of Stock Option Grant Notice and Stock Option Agreement under the 2021 Incentive Award Plan. | S-1/A | 333-254004 | 3/19/2021 | 10.3(b) | |
| 10.2(c)# | Form of Restricted Stock Award Grant Notice and Restricted Stock Award Agreement under the 2021 Incentive Award Plan. | S-1/A | 333-254004 | 3/19/2021 | 10.3(c) | |
| 10.2(d)# | Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under the 2021 Incentive Award Plan, effective for grants after October 25, 2023. | X | ||||
| 10.3# | Form of Indemnification Agreement for directors and officers. | S-1 | 333-254004 | 3/8/2021 | 10.4 | |
| 10.4# | Form of Bonus Letter | 8-K | 001-40204 | 6/21/2021 | 10.1 | |
| 10.5# | Employment Agreement, dated as of March 15, 2016, by and between Frontier Airlines, Inc. and Barry L. Biffle. | S-1 | 333-254004 | 3/8/2021 | 10.5 | |
| 10.6(a)# | Amended and Restated Employment Agreement, dated as of April 13, 2017, by and between Frontier Airlines, Inc. and James G. Dempsey. | S-1 | 333-254004 | 3/8/2021 | 10.6 | |
| 10.6(b)# | Amendment to Amended and Restated Employment Agreement, dated as of October 16, 2023, by and between Frontier Airlines, Inc. and James G. Dempsey. | X | ||||
| 10.7# | Employment Letter, dated as of October 16, 2023, by and between Frontier Airlines, Inc. and Mark C. Mitchell. | X | ||||
| 10.8# | Employment Letter, dated as of June 30, 2014, by and between Frontier Airlines, Inc. and Howard M. Diamond. | S-1 | 333-254004 | 3/8/2021 | 10.8 | |
| 10.9# | Employment Letter, dated as of February 13, 2019, by and between Frontier Airlines, Inc. and Trevor J. Stedke. | S-1 | 333-254004 | 3/8/2021 | 10.11 | |
| 10.10# | Employment Letter, dated as of August 25, 2023, by and between Frontier Airlines, Inc. and Rajat Khanna. | X | ||||
| 10.11# | Non-Employee Director Compensation Program, as amended on February 8, 2023. | 10-Q | 001-40304 | 5/3/2023 | 10.1 | |
| 10.12# | Professional Services Agreement, dated December 3, 2013, by and among Indigo Partners LLC, Frontier Airlines Holdings, Inc. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.14 |
| 10.13# | Subscription Agreement, dated as of December 3, 2013, by and between Falcon Acquisition Group, Inc. and Indigo Frontier Holdings Company, LLC. | S-1 | 333-254004 | 3/8/2021 | 10.15 |
| 10.14(a)† | Airbus A320 Family Aircraft Purchase Agreement, dated as of September 30, 2011, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(a) |
| 10.14(b)† | Amended and Restated Letter Agreement No. 1, dated as of December 28, 2017, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(b) |
| 10.14(c)† | Third Amended and Restated Letter Agreement No. 2, dated as of November 13, 2021, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-K | 001-40304 | 2/23/2022 | 10.17(c) |
| 10.14(d)† | Second Amended and Restated Letter Agreement No. 3, dated as of October 9, 2019, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(d) |
| 10.14(e)† | Amended and Restated Letter Agreement No. 4, dated as of December 28, 2017, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(e) |
| 10.14(f)† | Letter Agreement No. 5, dated as of September 30, 2011, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(f) |
| 10.14(g)† | Letter Agreement No. 6A, dated as of September 30, 2011, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(g) |
| 10.14(h)† | Letter Agreement No. 6B, dated as of September 30, 2011, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(h) |
| 10.14(i)† | Letter Agreement No. 6D, dated as of October 9, 2019, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(i) |
| 10.14(j)† | Letter Agreement No. 6D-1, dated as of October 9, 2019, by and between and Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(j) |
| 10.14(k)† | Letter Agreement No. 6D-2, dated as of October 9, 2019, by and between and Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(k) |
| 10.14(l)† | Letter Agreement No. 6D-3, dated as of October 9, 2019, by and between and Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(l) |
| 10.14(m)† | Amended and Restated Letter Agreement No. 7, dated as of December 28, 2017, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(m) |
| 10.14(n)† | Letter Agreement No. 8, dated as of September 30, 2011, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(n) |
| 10.14(o)† | Letter Agreement No. 9, dated as of September 30, 2011, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(o) |
| 10.14(p)† | Amended and Restated Letter Agreement No. 10, dated as of October 9, 2019, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(p) |
| 10.14(q)† | Letter Agreement No. 11, dated as of November 13, 2021, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-K | 001-40304 | 2/23/2022 | 10.17(q) |
|---|---|---|---|---|---|
| 10.14(r)† | Amendment No. 1 to Airbus A320 Family Aircraft Purchase Agreement, dated as of January 10, 2013, by and between Airbus S.A.S. and Republic Airways Holdings Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(q) |
| 10.14(s)† | Amendment No. 2 to Airbus A320 Family Aircraft Purchase Agreement, dated as of December 3, 2013, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(r) |
| 10.14(t)† | Amendment No. 3 to Airbus A320 Family Aircraft Purchase Agreement, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(s) |
| 10.14(u)† | Amendment No. 4 to Airbus A320 Family Aircraft Purchase Agreement, dated as of August 7, 2017, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(t) |
| 10.14(v)† | Amendment No. 5 to Airbus A320 Family Aircraft Purchase Agreement, dated as of December 28, 2017, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(u) |
| 10.14(w)† | Amendment No. 6 to Airbus A320 Family Aircraft Purchase Agreement, dated as of July 1, 2019, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(v) |
| 10.14(x)† | Amendment No. 7 to Airbus A320 Family Aircraft Purchase Agreement, dated as of October 9, 2019, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(w) |
| 10.14(y)† | Amendment No. 8 to Airbus A320 Family Aircraft Purchase Agreement, dated as of March 16, 2020, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(x) |
| 10.14(z)† | Amendment No. 9 to Airbus A320 Family Aircraft Purchase Agreement, dated as of May 4, 2020, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(y) |
| 10.14(aa)† | Amendment No. 10 to Airbus A320 Family Aircraft Purchase Agreement, dated as of December 2, 2020, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(z) |
| 10.14(bb)† | Amendment No. 11 to Airbus A320 Family Aircraft Purchase Agreement, dated as of November 13, 2021, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-K | 001-40304 | 2/23/2022 | 10.17(bb) |
| 10.14(cc)† | Amendment No. 12 to Airbus A320 Family Aircraft Purchase Agreement, dated as of March 31, 2022, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-K | 001-40304 | 2/22/2023 | 10.17(cc) |
| 10.14(dd)† | Amendment No. 13 to Airbus A320 Family Aircraft Purchase Agreement, dated as of December 16, 2022, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-K | 001-40304 | 2/22/2023 | 10.17(dd) |
| 10.14(ee)† | Amendment No. 14 to Airbus A320 Family Purchase Agreement, dated as of March 31, 2023, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-Q | 001-40304 | 5/3/2023 | 10.2 |
| 10.14(ff)† | Amendment No. 15 to Airbus A320 Family Purchase Agreement, dated as of June 28, 2023, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-Q | 001-40304 | 8/1/2023 | 10.1 |
| 10.14(gg)† | Amendment No. 16 to Airbus A320 Family Purchase Agreement, dated as of August 9, 2023, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-Q | 001-40304 | 10/26/2023 | 10.1 |
|---|---|---|---|---|---|
| 10.14(hh)† | Amendment No. 17 to Airbus A320 Family Purchase Agreement, dated as of September 28, 2023, by and between Airbus S.A.S. and Frontier Airlines, Inc. | 10-Q | 001-40304 | 10/26/2023 | 10.2 |
| 10.14(ii)† | Letter Agreement, dated as of December 28, 2017, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.16(aa) |
| 10.15(a)† | Airbus A321 Aircraft Purchase Agreement, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.17(a) |
| 10.15(b)† | Letter Agreement No. 5, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.17(b) |
| 10.15(c)† | Letter Agreement No. 6A, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.17(c) |
| 10.15(d)† | Letter Agreement No. 6B, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.17(d) |
| 10.15(e)† | Letter Agreement No. 8, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.17(e) |
| 10.15(f)† | Letter Agreement No. 9, dated as of October 31, 2014, by and between Airbus S.A.S. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.17(f) |
| 10.16(a)† | Amended and Restated Frontier Airlines, Inc. Credit Card Affinity Agreement, dated as of September 15, 2020, by and between Frontier Airlines, Inc. and Barclays Bank Delaware, formerly known as Juniper Bank. | S-1/A | 333-254004 | 3/18/2021 | 10.18 |
| 10.16(b)† | First Amendment to the Amended and Restated Frontier Airlines, Inc. Credit Card Affinity Agreement, dated as of June 29, 2021, by and between Barclays Bank Delaware and Frontier Airlines, Inc. | 10-Q | 001-40304 | 8/1/2023 | 10.6 |
| 10.16(c)† | Second Amendment to the Amended and Restated Frontier Airlines, Inc. Credit Card Affinity Agreement, dated as of May 23, 2023, by and between Barclays Bank Delaware and Frontier Airlines, Inc. | 10-Q | 001-40304 | 8/1/2023 | 10.7 |
| 10.17(a)† | General Terms Agreement No. 6-13616, dated as of June 30, 2000, by and between Frontier Airlines, Inc., CFM International, Inc. and Societe Nationale D’Etude et de Construction de Monteurs d’Aviation. | S-1 | 333-254004 | 3/8/2021 | 10.19(a) |
| 10.17(b)† | Letter Agreement No. 1, dated as of June 30, 2000, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(b) |
| 10.17(c)† | Letter Agreement No. 2, dated as of November 20, 2002, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(c) |
| 10.17(d)† | Letter Agreement No. 3, dated as of August 1, 2003, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(d) |
| 10.17(e)† | Letter Agreement No. 4, dated as of March 26, 2004, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(e) |
| 10.17(f)† | Letter Agreement No. 5, dated as of April 11, 2006, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(f) |
| 10.17(g) | Amendment No. 1 to GTA 6-13616, dated as of June 6, 2009, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(g) |
| 10.17(h)† | Letter Agreement No. 7, dated as of October 25, 2011, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(h) |
| 10.17(i)† | Letter Agreement No. 8, dated as of December 23, 2014, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(i) |
| 10.17(j)† | Letter Agreement No. 9, dated as of August 3, 2015, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.19(j) |
| 10.18(a)† | General Terms Agreement No. CFM-1 1-2576101711, dated as of October 17, 2011, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.20(a) |
| 10.18(b)† | Letter Agreement No. 1 to General Terms Agreement No. CFM-1 1-2576101711, dated as of October 26, 2011, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.20(b) |
| 10.18(c)† | Amendment No. 1 to Letter Agreement No. 1, dated as of December 23, 2014, by and between Frontier Airlines, Inc. and CFM International, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.20(c) |
| 10.19† | Purchase Terms Agreement (Material-Single Event), dated as of November 5, 2014, by and between Frontier Airlines, Inc. and Lufthansa Technik AG. | S-1 | 333-254004 | 3/8/2021 | 10.21 |
| 10.20(a)† | Navitaire Hosted Services Agreement, dated as of June 20, 2014, by and between Frontier Airlines, Inc. and Navitaire LLC. | S-1 | 333-254004 | 3/8/2021 | 10.22(a) |
| 10.20(b)† | Amendment No. 1 to Navitaire Hosted Services Agreement, dated as of March 1, 2015, by and between Frontier Airlines, Inc. and Navitaire LLC. | S-1 | 333-254004 | 3/8/2021 | 10.22(b) |
| 10.20(c)† | Amendment No. 2 to Navitaire Hosted Services Agreement, dated as of April 10, 2015, by and between Frontier Airlines, Inc. and Navitaire LLC. | S-1 | 333-254004 | 3/8/2021 | 10.22(c) |
| 10.20(d)† | Amendment No. 3 to Navitaire Hosted Services Agreement, dated as of January 1, 2016, by and between Frontier Airlines, Inc. and Navitaire LLC. | S-1 | 333-254004 | 3/8/2021 | 10.22(d) |
| 10.21(a)† | Ninth Amended and Restated Credit Agreement, dated as of August11, 2023, by and among Vertical Horizons, Ltd., as borrower, Citibank, N.A., as facility agent and arranger, Bank of Utah, not in its individual capacity but solely as security trustee, and each lender identified on Schedule I thereto. | 10-Q | 001-40304 | 10/26/2023 | 10.3 |
| 10.21(b)† | Amendment No. 1 to Ninth Amended and Restated Credit Agreement, dated as of October 13, 2023, by and among Vertical Horizons, Ltd., as borrower, Citibank N.A., as facility agent and arranger, Bank of Utah, not in its individual capacity but solely as security trustee, and each lender identified on the signature pages thereto. | 10-Q | 001-40304 | 10/26/2023 | 10.4 |
| 10.22(a) | Guarantee, dated as of December 23, 2014, by Frontier Airlines Holdings, Inc. for the benefit of Airbus S.A.S. | S-1 | 333-254004 | 3/8/2021 | 10.24(a) |
| 10.22(b) | Guarantee, dated as of December 23, 2014, by Frontier Airlines, Inc. for the benefit of Airbus S.A.S. | S-1 | 333-254004 | 3/8/2021 | 10.24(b) |
| 10.23 | Ninth Amended and Restated Guarantee, dated as of August 11, 2023, by Frontier Airlines, Inc., as guarantor, in favor of Bank of Utah, not in its individual capacity but solely as security trustee. | 10-Q | 001-40304 | 10/26/2023 | 10.5 |
| 10.24 | Ninth Amended and Restated Guarantee, dated as of August 11, 2023, by Frontier Airlines Holdings, Inc., as guarantor, in favor of Bank of Utah, not in its individual capacity but solely as security trustee. | 10-Q | 001-40304 | 10/26/2023 | 10.6 |
| 10.25† | Second Amended and Restated Guarantee, dated as of August 11, 2023, by Frontier Group Holdings, Inc., as guarantor, in favor of Bank of Utah, not in its individual capacity but solely as security trustee. | 10-Q | 001-40304 | 10/26/2023 | 10.7 |
| 10.26(a)† | Amended and Restated Step-In Agreement, dated as of August 11, 2023, by and among Vertical Horizons, Ltd., Bank of Utah, not in its individual capacity but solely as security trustee, and Airbus S.A.S. | 10-Q | 001-40304 | 10/26/2023 | 10.8 |
| 10.26(b)† | Amendment to Amended and Restated Step-In Agreement, dated as of October 13, 2023, by and among Vertical Horizons, Ltd., Bank of Utah, not in its individual capacity but solely as security trustee, and Airbus S.A.S. | 10-Q | 001-40304 | 10/26/2023 | 10.9 |
| 10.27 | Subordinated Loan Agreement, dated as of December 23, 2014, by and between Frontier Airlines, Inc. and Vertical Horizons, Ltd. | S-1 | 333-254004 | 3/8/2021 | 10.28 |
| 10.28† | Fifth Amended and Restated CFMI Engine Benefits Agreement, dated as of March 19, 2020, by and among Vertical Horizons, Ltd., CFM International, Inc., Bank of Utah and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.29 |
| 10.29† | Master Services Agreement, dated April 26, 2023, by and among Frontier Airlines Holdings, Inc., on behalf of itself and Frontier Airlines, Inc., U.S. Bank National Association, acting through its Canadian branch, Elavon Company Canada, and Elavon Inc. | 10-Q | 001-40304 | 8/1/2023 | 10.5 |
| 10.30(a)† | Rate per Flight Hour Agreement, dated as of August 29, 2017, by and between CFM International, Inc. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.31(a) |
| 10.30(b)† | Amendment No. 1 to Rate per Flight Hour Agreement, dated as of August 29, 2017, by and between CFM International, Inc. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.31(b) |
| 10.31† | Codeshare Agreement, dated as of January 16, 2018, by and between Concesionaria Vuela Compania Aviacion S.A.P.I. de C.V. and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.32 |
| 10.32 | Promissory Note, dated as of April 30, 2020, issued by Frontier Group Holdings, Inc. in the name of the United States Department of the Treasury and guaranteed by Frontier Airlines, Inc. and Frontier Airlines Holdings, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.33 |
| 10.33 | Payroll Support Program Agreement, dated as of April 30, 2020, between Frontier Airlines, Inc. and the United States Department of the Treasury. | S-1 | 333-254004 | 3/8/2021 | 10.34 |
| 10.34† | Loan and Guarantee Agreement, dated as of September 28, 2020, by and among Frontier Airlines, Inc., Frontier Group Holdings, Inc., the United States Department of the Treasury and The Bank of New York Mellon, as administrative and collateral agent. | S-1 | 333-254004 | 3/8/2021 | 10.37 |
| 10.35 | Letter Agreement, dated as of January 15, 2021, among Frontier Airlines, Inc., Frontier Group Holdings, Inc. and the United States Department of the Treasury and acknowledged by The Bank of New York Mellon, as administrative and collateral agent. | S-1 | 333-254004 | 3/8/2021 | 10.40 | |
| 10.36 | Payroll Support Program Extension Agreement, dated as of January 15, 2021, between Frontier Airlines, Inc. and the United States Department of the Treasury. | S-1 | 333-254004 | 3/8/2021 | 10.41 | |
| 10.37 | Promissory Note, dated as of January 15, 2021, issued by Frontier Group Holdings, Inc. in the name of the United States Department of the Treasury and guaranteed by Frontier Airlines, Inc. and Frontier Airlines Holdings, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.42 | |
| 10.38 | Payroll Support Program Agreement, dated as of April 29, 2021, between Frontier Airlines, Inc. and the United States Department of the Treasury. | 10-Q | 001-40304 | 5/13/2021 | 10.8 | |
| 10.39 | Promissory Note, dated as of April 29, 2021, issued by Frontier Group Holdings, Inc. in the name of the United States Department of the Treasury and guaranteed by Frontier Airlines, Inc. and Frontier Airlines Holdings, Inc. | 10-Q | 001-40304 | 5/13/2021 | 10.9 | |
| 10.40† | Fifth Amended and Restated IAE Engine Benefits Agreement A320neo and A321neo Aircraft (2022, 2023, 2024 and 2025 Deliveries), dated as of December 19, 2023, among Vertical Horizons, Ltd., International Aero Engines, LLC, Bank of Utah, not in its individual capacity but solely as security trustee, and Frontier Airlines, Inc. | X | ||||
| 10.41(a)† | PW1100G-JM Engine Purchase and Support Agreement, dated as of April 13, 2020, by and between International Aero Engines, LLC and Frontier Airlines, Inc. | S-1 | 333-254004 | 3/8/2021 | 10.46 | |
| 10.41(b)† | Amendment No. 1 to PW1100G-JM Engine Purchase and Support Agreement, dated as of April 18, 2022, by and between International Aero Engines, LLC and Frontier Airlines, Inc. | 10-Q | 001-40304 | 7/27/2022 | 10.9 | |
| 19.1 | Insider Trading Compliance Policy and Procedures | X | ||||
| 21.1 | List of subsidiaries. | X | ||||
| 23.1 | Consent of Ernst & Young LLP, independent registered public accounting firm. | X | ||||
| 24.1 | Power of Attorney (included in the signature pages hereto). | X | ||||
| 31.1 | Certification of the Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of the Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1* | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2* | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X |
| 97.1 | Policy for Recovery of Erroneously Awarded Compensation of Frontier Group Holdings, Inc., dated as of October 2, 2023. | X |
| 101.INS | Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. | X |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | X |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | X |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | X |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | X |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | X |
| 104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101). | X |
- The certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Annual Report on Form 10-K and are not deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall they be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, irrespective of any general incorporation language contained in such a filing.
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