Gogo Inc. ownership filing: Nantahala Capital Management, LLC and its managing members report beneficial ownership of 8,882,036 shares of common stock, representing 6.59% of the class as of March 31, 2026. The filing states the shares are held by funds and separately managed accounts under Nantahala's control and that each of Wilmot B. Harkey and Daniel Mack may be deemed beneficial owners in their capacities as managing members.
The Reporting Persons report shared voting and dispositive power over the 8,882,036 shares and no sole voting or dispositive power. The schedule is an amendment to the prior filing and is signed by the reporting persons and a compliance officer.
Positive
None.
Negative
None.
Insights
Nantahala holds a notable minority stake and discloses shared control.
Nantahala Capital Management, LLC is reported as the beneficial owner of 8,882,036 shares (6.59%) as of March 31, 2026. The filing attributes shared voting and dispositive power to Nantahala and to its managing members, indicating control via pooled fund/account arrangements rather than direct sole authority.
Key dependencies include the composition of the underlying funds and any future changes in holdings; subsequent filings would show increases or decreases. Cash‑flow treatment or sale intent is not stated in the excerpt.
Disclosure clarifies ownership scale but does not indicate transactions.
The schedule specifies the percentage of the class (6.59%) and the exact share count, useful as a baseline for assessing institutional ownership. The Reporting Persons report shared—not sole—voting/dispositive powers, which is typical for investment adviser holdings managed across funds and accounts.
For changes to the public float or potential selling pressure, look for future amendments or Form 13D/13G updates that amend the share count or voting status.
Key Figures
Shares beneficially owned:8,882,036 sharesPercent of class:6.59%CUSIP:38046C109+2 more
5 metrics
Shares beneficially owned8,882,036 sharesAs of March 31, 2026
Percent of class6.59%As of March 31, 2026
CUSIP38046C109Gogo Inc. common stock identifier
Sole voting power0 SharesReported for Nantahala and each managing member
Shared voting power8,882,036 SharesReported for Nantahala and each managing member
""Nantahala may be deemed to be the beneficial owner of 8,882,036 Shares""
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
Shared voting powerregulatory
""Shared power to vote or to direct the vote: 8,882,036 Shares.""
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
Schedule 13G/Aregulatory
""(Amendment No. 1 )" and header identifying the filing as Schedule 13G/A"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Gogo Inc.
(Name of Issuer)
Common stock, par value $0.0001 per share
(Title of Class of Securities)
38046C109
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
38046C109
1
Names of Reporting Persons
Nantahala Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
8,882,036.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
8,882,036.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,882,036.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.59 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
38046C109
1
Names of Reporting Persons
Wilmot B. Harkey
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
8,882,036.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
8,882,036.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,882,036.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.59 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
38046C109
1
Names of Reporting Persons
Daniel Mack
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
8,882,036.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
8,882,036.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,882,036.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.59 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Gogo Inc.
(b)
Address of issuer's principal executive offices:
105 EDGEVIEW DR., SUITE 300 BROOMFIELD, COLORADO, 80021
Item 2.
(a)
Name of person filing:
(1) Nantahala Capital Management, LLC ("Nantahala")
(2) Wilmot B. Harkey
(3) Daniel Mack (together the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
130 Main St. 2nd Floor, New Canaan, Connecticut 06840
(c)
Citizenship:
(1) Nantahala is a Massachusetts limited liability company.
(2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)
Title of class of securities:
Common stock, par value $0.0001 per share
(e)
CUSIP No.:
38046C109
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of March 31, 2026, Nantahala may be deemed to be the beneficial owner of 8,882,036 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares.
(b)
Percent of class:
As of March 31, 2026, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding:
(1) Nantahala Capital Management, LLC ("Nantahala") : 6.59%
(2) Wilmot B. Harkey: 6.59%
(3) Daniel Mack: 6.59%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(ii) Shared power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 8,882,036 Shares.
(2) Wilmot B. Harkey: 8,882,036 Shares.
(3) Daniel Mack: 8,882,036 Shares.
(iii) Sole power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(iv) Shared power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 8,882,036 Shares.
(2) Wilmot B. Harkey: 8,882,036 Shares.
(3) Daniel Mack: 8,882,036 Shares.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What stake does Nantahala report in Gogo Inc. (GOGO)?
Nantahala reports beneficial ownership of 8,882,036 shares, equal to 6.59% of the outstanding common stock as of March 31, 2026. The shares are held by funds and separately managed accounts under Nantahala's control.
Who are the reporting persons on the Schedule 13G/A for GOGO?
The filing lists Nantahala Capital Management, LLC and its managing members Wilmot B. Harkey and Daniel Mack as the Reporting Persons, each deemed to beneficially own the same 8,882,036 shares as of March 31, 2026.
Does Nantahala have sole voting or dispositive power over the reported Gogo shares?
No. The filing states 0 shares of sole voting or dispositive power and reports 8,882,036 shares of shared voting and shared dispositive power for Nantahala, Harkey, and Mack.
What does 'shared voting power' mean in this Schedule 13G/A?
It indicates the Reporting Persons share authority to vote or direct voting of the reported shares—here 8,882,036 shares—typically reflecting control exercised through pooled funds or managed accounts rather than individual sole control.
What is the as-of date for the ownership figures in this filing?
The ownership amounts are reported as of March 31, 2026. The amendment and signatures are dated in May 2026, but the share count and percentage refer to the March 31, 2026 snapshot.
