Welcome to our dedicated page for Mesa Air Group SEC filings (Ticker: MESA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Mesa Air Group, Inc. filings document the completed transition in which the Mesa legal entity became Republic Airways Holdings Inc. and the business conducted by legacy Republic became the primary business of the company. Material-event reports describe merger closing matters, amended financial-statement exhibits, operating results, Regulation FD disclosures and the registered common stock now trading under the RJET symbol on Nasdaq.
The filing record also covers capital-structure items, including an unregistered common-stock issuance, escrow share releases, debt forgiveness and share cancellation tied to legacy Mesa obligations. Proxy materials address annual meeting voting, director elections, executive compensation, auditor ratification and board governance, while later 8-Ks record executive succession and other governance matters.
Contrarian Capital Management, L.L.C. and its managing member Jon R. Bauer report beneficial ownership of 4,446,210 shares of Republic Airways Holdings Inc. common stock, representing 9.5% of the class as of 12/31/2025.
They report shared voting and dispositive power over all 4,446,210 shares and no sole voting or dispositive power. All securities are directly owned by advisory clients of Contrarian Capital Management, and each reporting person disclaims beneficial ownership beyond their pecuniary interest.
Republic Airways Holdings Inc. disclosed that 2,744,348 shares of its common stock were released from escrow and issued to United Airlines on February 5, 2026. These shares were valued at $18.84 each, for a total of about $51.7 million, in exchange for forgiveness and repayment of certain debts and obligations tied to the company’s merger with Legacy Republic. An additional 109,106 escrowed shares were returned to the company and cancelled. After this settlement, as of February 9, 2026, Republic Airways had 46,829,476 common shares issued and outstanding.
Owl Creek Asset Management, L.P. and Jeffrey A. Altman have disclosed a significant passive stake in Republic Airways Holdings Inc. They report beneficial ownership of 4,113,312 shares of common stock, representing 8.8% of the company, based on approximately 46,900,000 shares outstanding as of November 25, 2025.
The shares are held by Owl Creek-managed funds and related entities, with Owl Creek and Altman sharing voting and dispositive power and no sole authority over the stock. They certify the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of Republic Airways.
United Airlines Holdings Inc. and United Airlines, Inc. filed Amendment No. 5 to update their ownership in Republic Airways Holdings Inc. common stock. They report beneficial ownership of 10,490,745 Shares, representing 22.3% of the class, based on 46,949,601 Shares outstanding as of February 5, 2026.
On February 3, 2026, under a previously disclosed Three Party Agreement, the parties agreed that 2,744,348 Escrow Shares would be payable to United in exchange for forgiveness and repayment of certain pre-closing debts and obligations owed to United, valued at $18.84 per share, for a total value of $51,703,516.32.
United Airlines, Inc. reported receiving 2,744,348 shares of Republic Airways Holdings Inc. common stock on February 3, 2026 from escrow tied to the merger between Mesa Air Group and legacy Republic Airways. The escrow represented a 6% interest in the issuer.
The shares were allocated to United Airlines, Inc. in exchange for forgiveness and repayment of certain pre‑closing debts and obligations of the issuer, at a stated value of $18.84 per share, totaling $51,703,516.32. After this transaction, 10,490,745 shares were indirectly beneficially owned. United Airlines Holdings, Inc., as the parent of United Airlines, Inc., may be deemed to share voting and dispositive power, while both entities disclaim beneficial ownership beyond any pecuniary interest.
Republic Airways Holdings Inc., the post-merger name of Mesa Air Group, filed an amended current report to update disclosure related to its merger with Legacy Republic. The amendment does not change the description of the merger itself but adds financial information and a previously omitted corporate document.
The company is including unaudited condensed consolidated financial statements of Legacy Republic as of September 30, 2025 and December 31, 2024, with results for the nine months ended September 30, 2025 and 2024. It is also providing unaudited pro forma condensed combined financial information for the combined company as of and for the nine months ended September 30, 2025 and for the year ended December 31, 2024, reflecting the merger. In addition, the company is filing its certificate of incorporation as an exhibit, correcting an inadvertent omission in the earlier report.
Republic Airways Holdings Inc. explains its CEO succession plans as it integrates Mesa Airlines. David Grizzle, non-executive chairman since 2017, was appointed Chairman and CEO in July 2025 after the former CEO left to become Administrator of the Federal Aviation Administration.
Grizzle is expected to serve as CEO while the Mesa integration continues. The board expects to promote Matthew Koscal, currently President and Chief Commercial Officer, to CEO within 2026, at which time Grizzle would return to non-executive chairman. The company notes that any final succession decision will be made at a future, undetermined date at the sole discretion of the board and will be publicly announced as legally required. It also characterizes these succession statements as forward-looking and subject to risks and uncertainties.
United Airlines Holdings, Inc. and United Airlines, Inc. filed an initial insider ownership report for Republic Airways Holdings Inc. (RJET). They report indirect beneficial ownership of 7,746,397 shares of Republic Airways common stock, shown as indirectly held.
According to the footnote, these shares are directly held by United Airlines, Inc., and as its holding company, United Airlines Holdings, Inc. may be deemed to have voting and dispositive power over them, while both entities disclaim beneficial ownership except to the extent of any pecuniary interest. The form identifies the reporting person as a director of Republic Airways and ties the disclosure to an event dated 11/25/2025. No derivative securities are listed as beneficially owned.
United Airlines Holdings, Inc. and United Airlines, Inc. filed an initial insider ownership report for Republic Airways Holdings Inc. (RJET). They report indirect beneficial ownership of 7,746,397 shares of Republic Airways common stock, shown as indirectly held.
According to the footnote, these shares are directly held by United Airlines, Inc., and as its holding company, United Airlines Holdings, Inc. may be deemed to have voting and dispositive power over them, while both entities disclaim beneficial ownership except to the extent of any pecuniary interest. The form identifies the reporting person as a director of Republic Airways and ties the disclosure to an event dated 11/25/2025. No derivative securities are listed as beneficially owned.
Mesa Air Group, Inc. filed a Form 8-K reporting that it issued a press release on November 21, 2025 with its financial and operating results for the fiscal quarter ended September 30, 2025.
The company also used the press release to share certain financial information for Republic Airways Holdings Inc. for the nine months ended September 30, 2025 and to provide an update on their previously announced merger, under which Republic will merge into Mesa and the combined company will be renamed Republic Airways Holdings Inc.
The disclosures under Items 2.02 and 7.01, including the press release attached as Exhibit 99.1, are being furnished rather than filed, which limits how they are treated under federal securities law.
Mesa Air Group, Inc. announced that its board approved a 15‑for‑1 reverse stock split of its issued and outstanding common stock, coupled with a proportional reduction in authorized common shares from 125,000,000 to 8,333,333. The action was approved under Nevada law by the board without a stockholder vote because both authorized and outstanding shares are being reduced proportionally.
The company expects the reverse split to become effective at about 5:00 p.m. Eastern Time on November 24, 2025, with the stock trading on a post‑split basis on Nasdaq the next day under the expected new symbol "RJET", assuming the pre‑market consummation of its previously announced merger with Republic Airways Holdings Inc. At the effective time, every 15 shares will automatically combine into one share, fractional shares will be rounded up to the nearest whole share, and equity awards will be adjusted proportionately, so individual ownership percentages should remain essentially unchanged aside from rounding.