UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

GLOBAL CROSSING AIRLINES GROUP INC.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

At the Annual Meeting of Stockholders of Global Crossing Airlines Group Inc. (the “Company”) held on November 22, 2024 (the “2024 Annual Meeting”), the Company’s stockholders approved an amendment to the Company’s Employee Stock Purchase Plan (the “Plan”). The amendment was approved by Company’s Board of Directors, subject to the approval of Company’s stockholders, and became effective with such stockholder approval on November 22, 2024.

As a result of such stockholder approval, the Plan was amended to increase the number of shares authorized for issuance under the Plan by 3,000,000 shares (from 1,000,000 shares to 4,000,000 shares).

A more complete description of the terms of the Plan and the material amendment thereto can be found in “Proposal No. 2 - Approval of An Amendment to the Global Crossing Airlines Group Inc. Employee Stock Purchase Plan” (pages 32 through 33) in the Company’s definitive proxy statement dated October 15, 2024, and filed with the Securities and Exchange Commission on October 8, 2024.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On November 22, 2024, the Company's stockholders at the 2024 Annual Meeting in Miami, Florida voted on the following matters:

Detailed results of the vote for the election of directors held at the 2024 Annual Meeting, are set out below:

The election of Mr. Martins is subject to the terms of the Company’s Majority Voting Policy.

Stockholders at the 2024 Annual Meeting also voted in favor of the amendment to the Company’s Employee Share Purchase Plan to increase the number of shares of common stock reserved for issuance by 3,000,000 shares:

Stockholders at the 2024 Annual Meeting also voted in favor of appointing Rosenberg Rich Baker Berman P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

Item 8.01. Other Events

On November 25, 2024, the Company announced the results of the stockholder voting on the proposals at the 2024 Annual Meeting. A copy of the press release announcing this information is attached hereto as exhibit 99.1. The

information in this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Exhibits.

99.1 Press release of the Company, dated November 25, 2024

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.