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  4. [8-K] Global Crossing Airlines Group Inc. Reports Material Event

Hedge fund CIO joins Global Crossing Airlines (JETBF) board

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Global Crossing Airlines Group Inc. reported changes to its Board of Directors. On August 14, 2026, T. Allan McArtor resigned from the Board, effective the same day, and will continue with the company as Senior Advisor to the Executive Chairman. On August 11, 2026, the Board appointed David Sandberg, founder and Chief Investment Officer of Red Oak Partners, LLC, as a director with a term expiring at the company’s next Annual Meeting of Stockholders. The Board has not yet determined committee assignments for Sandberg. His compensation as a non-employee director will follow the company’s existing non-employee director compensation program.

Positive

  • None.

Negative

  • None.

Filing Explained

David Sandberg’s appointment as a director took effect August 11, 2026; the filing also says he may be deemed to beneficially own Company common stock held by The Red Oak Fund, L.P. and The Red Oak Long Fund, L.P.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
McArtor resignation effective date August 14, 2026 Effective date of T. Allan McArtor’s resignation from the Board
Sandberg appointment date August 11, 2026 Date David Sandberg was appointed to the Board
Sandberg age 54 Age of David Sandberg at time of appointment
Green River hedge fund size $300 million Fund co-managed by David Sandberg at JH Whitney until 2002
Red Oak founding year 2003 Year David Sandberg founded Red Oak Partners, LLC
Proxy statement filing date October 28, 2025 Date of definitive proxy describing director compensation
Schedule 13D/A filing date November 12, 2025 Date of latest Schedule 13D/A describing Red Oak ownership
Form signature date August 17, 2026 Date the report was signed by the President and CFO
Senior Advisor to the Executive Chairman other
"will remain with the Company in the role of Senior Advisor to the Executive Chairman"
Chief Investment Officer financial
"he currently serves as Red Oak’s Chief Investment Officer"
A chief investment officer (CIO) is the person responsible for managing a company or organization’s investments and financial strategies. They make key decisions about where to put money to help grow wealth or achieve financial goals, much like a coach plans a team’s game strategy. Their work matters to investors because it influences how effectively an organization’s assets are used to generate returns.
beneficially own financial
"may be deemed to beneficially own the shares of the Company’s common stock"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Schedule 13D/A regulatory
"as further described in the most recent Schedule 13D/A filed with the"
A Schedule 13D/A is an amended disclosure filed with regulators by an investor who already reported owning more than 5% of a company’s shares and needs to update their original filing. Think of it as a public status update that tells markets whether the investor’s ownership, plans, or source of funds have changed; such updates matter because they can signal a push for control, major strategic moves, or increased pressure on management, which can affect stock prices.
non-employee director other
"compensation for service as a non-employee director will be consistent"
definitive proxy statement regulatory
"program is described under the caption “Director Compensation” in the definitive proxy statement"
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.

FAQ

What board changes did Global Crossing Airlines Group Inc. (JETBF) announce on August 2026?
Global Crossing Airlines announced that T. Allan McArtor resigned from the Board on August 14, 2026, and David Sandberg was appointed as a director on August 11, 2026, with his term running until the next Annual Meeting of Stockholders.

Will T. Allan McArtor remain involved with Global Crossing Airlines Group Inc. (JETBF) after his resignation?
Yes. After resigning from the Board effective August 14, 2026, T. Allan McArtor will remain with Global Crossing Airlines as Senior Advisor to the Executive Chairman, providing ongoing support in an advisory capacity rather than as a director.

Who is David Sandberg, the new director of Global Crossing Airlines Group Inc. (JETBF)?
David Sandberg, age 54, is the founder and Chief Investment Officer of Red Oak Partners, LLC, formed in 2003. He previously co-managed JH Whitney’s $300 million Green River hedge fund and currently chairs the Board of CBA Florida, Inc.

What compensation will David Sandberg receive as a director of Global Crossing Airlines Group Inc. (JETBF)?
David Sandberg’s compensation as a non-employee director will be consistent with that of the company’s other non-employee directors, under the director compensation program described in the definitive proxy statement filed on October 28, 2025.

When was the Form 8-K for these Global Crossing Airlines Group Inc. (JETBF) board changes signed?
The report documenting these board changes was signed on behalf of Global Crossing Airlines Group Inc. by its President and Chief Financial Officer, Ryan Goepel, on August 17, 2026, indicating formal authorization of the disclosure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →
0001846084false00018460842026-08-112026-08-11

 

ms

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

Date of Report (Date of earliest event reported): August 11, 2026

GLOBAL CROSSING AIRLINES GROUP INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Delaware

 

000-56409

 

86-2226137

(State or Other Jurisdiction

 

(Commission File Number)

 

(I.R.S. Employer

of Incorporation)

 

 

 

Identification No.)

4200 NW 36th Street, Building 5A

Miami International Airport
Miami, FL 33166

(Address of Principal Executive Office) (Zip Code)

(786) 751-8503

(Registrant’s telephone number, including area code)

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:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol

Name of each exchange on which registered

None

 

 

 

 

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

Common stock, par value $0.001
Class B non-voting common stock, par value $0.001

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. ☐

 

 

Item 5.02

 

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(b)
On August 14, 2026, T. Allan McArtor submitted to Global Crossing Airlines Group Inc. (the “Company”) his notice of resignation from the Board of Directors (the “Board”) of the Company, effective August 14, 2026. Although retired from the Board, Mr. McArtor will remain with the Company in the role of Senior Advisor to the Executive Chairman.

 

(d)
On August 11, 2026, the Board of the Company appointed David Sandberg to serve as a director on the Board of the Company, effective immediately, with a term expiring at the Company’s next Annual Meeting of Stockholders. Mr. Sandberg, age 54, founded Red Oak Partners, LLC (“Red Oak”) in 2003, and he currently serves as Red Oak’s Chief Investment Officer. Prior to founding Red Oak, Mr. Sandberg co-managed private equity firm JH Whitney’s $300 million Green River hedge fund until 2002. Mr. Sandberg currently serves as the Chairman of the Board of CBA Florida, Inc. Mr. Sandberg is a graduate of Carnegie Mellon University with a B.S. in Industrial Management and a B.A. in Economics in 1994.

 

The Board has not yet determined committee assignments for Mr. Sandberg.

 

As the managing member of Red Oak, Mr. Sandberg may be deemed to beneficially own the shares of the Company’s common stock held by The Red Oak Fund, L.P. and The Red Oak Long Fund, L.P., each of which is a beneficial owner of the Company’s common stock as further described in the most recent Schedule 13D/A filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2025.

 

Mr. Sandberg’s compensation for service as a non-employee director will be consistent with that of the Company’s other non-employee directors. The non-employee director compensation program is described under the caption “Director Compensation” in the definitive proxy statement filed with the SEC on October 28, 2025.

 

Item 9.01

Exhibits

Exhibit No.

Name

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.

 

 

 

 

GLOBAL CROSSING AIRLINES GROUP INC.

 

 

 

Date: August 17, 2026

By:

/s/ Ryan Goepel

 

 

Name: Ryan Goepel

Title: President and Chief Financial Officer

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

1 document

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