Republic Airways holders back director slate

Republic Airways Holdings Inc. reported the results of its 2026 annual stockholder meeting held on May 21, 2026.

Rhea-AI Filing Summary

Republic Airways Holdings Inc. reported the results of its 2026 annual stockholder meeting held on May 21, 2026. Stockholders elected six directors — Ellen N. Artist, David Grizzle, Michael C. Lenz, Ruth Okediji, Barry W. Ridings, and James E. Sweetnam — each to serve until the 2027 annual meeting.

Stockholders also approved, on an advisory basis, the compensation of the company’s named executive officers, with 38,417,100 votes in favor and 135,353 against. In addition, they ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 39,999,193 votes for and 32,846 against.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

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Accepted by SEC EDGAR 05/26/2026 - 05:12 PM EDT Learn about SEC filing dates

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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): May 21, 2026

Republic Airways Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-38626		85-0302351
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
2 Brickyard Lane
Carmel, Indiana				46032
(Address of principal executive offices)				(Zip Code)

(317) 484-6000

(Registrant’s telephone number, including area code)

Not Applicable

(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:

☐ 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(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		RJET		The Nasdaq Stock Market LLC

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 5.07 Submission of Matters to a Vote of Security Holders.

At the 2026 annual meeting of stockholders of Republic Airways Holdings Inc. (the “Company”), held on May 21, 2026, the Company’s stockholders considered and voted on the below proposals, which are described in more detail in the Company’s definitive proxy statement, dated April 9, 2026, filed with the Securities and Exchange Commission.

Proposal No. 1: Election of Directors

The Company’s stockholders elected the following nominees as directors of the Company, each to serve until the 2027 annual meeting of stockholders, based upon the following votes:

Director/Nominee		For				Against				Abstain				Broker Non-Votes
Ellen N. Artist			38,482,672				58,134				18,625				1,478,416
David Grizzle			38,501,983				38,976				18,472				1,478,416
Michael C. Lenz			38,481,484				59,398				18,549				1,478,416
Ruth Okediji			38,484,055				56,793				18,583				1,478,416
Barry W. Ridings			38,479,777				61,112				18,542				1,478,416
James E. Sweetnam			38,480,112				60,777				18,542				1,478,416

Proposal No. 2: Advisory vote to approve compensation of named executive officers

The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, based upon the following votes:

For		Against		Abstain		Broker Non-Votes
38,417,100		135,353		6,978		1,478,416

Proposal No. 3: Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2026

The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026, based upon the following votes:

For		Against		Abstain		Broker Non-Votes
39,999,193		32,846		5,808		0

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.

Date: May 26, 2026				REPUBLIC AIRWAYS HOLDINGS INC.
				By:		/s/ Joseph P. Allman
				Name:		Joseph P. Allman
				Title:		Senior Vice President and Chief Financial Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.5 KB