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.
Mesa Air Group and Republic Airways have agreed to merge, with Mesa converting to a Delaware corporation and renaming to "Republic Airways Holdings Inc." at the effective time. Former Republic stockholders are expected to own approximately 88% of the surviving company's common stock on a fully diluted basis, Pre-Merger Mesa shareholders are expected to own approximately 6%, and up to an additional 6% will be held in escrow for potential distribution based on a finally determined Net Debt Amount and Surviving Corporation stock value. The surviving common stock is expected to trade on Nasdaq under the symbol RJET, subject to meeting Nasdaq initial listing standards which may require a reverse split to satisfy a $4.00 minimum bid price. The Three Party Agreement with United Airlines governs asset dispositions, debt extinguishments, and contains a termination right for United if the final Net Debt Amount exceeds $60 million. The proxy/prospectus highlights material risks including Nasdaq listing uncertainty, potential limits on using pre-change tax attributes after the merger, prior SEC reporting delinquencies, and operational risks such as pilot shortages and reliance on CPA arrangements.
Mesa Air Group, Inc. (MESA) held a conference call on August 13, 2025 to discuss its financial results for the fiscal quarter ended June 30, 2025, and the prepared script of that call is attached to this Form 8-K as Exhibit 99.1. The filing also lists a Cover Page Interactive Data File as Exhibit 104. The company states that the information in Item 2.02 and Exhibit 99.1 is furnished, not filed, and therefore is not subject to Section 18 liabilities and is not incorporated by reference into its other registration statements.
This 8-K notifies investors of the availability of the call script but does not include numerical financial statements or earnings metrics in the body of the filing; the script itself is provided as an exhibit for review.
Mesa Air Group, Inc. filed a current report to let investors know it has released financial and operating results for its fiscal quarter ended June 30, 2025. The company announced these results in a press release dated August 13, 2025, which is attached as Exhibit 99.1. The common stock of Mesa Air Group trades on the Nasdaq Capital Market under the symbol MESA.
The company specifies that the information in this report related to the press release is being furnished, not filed, under securities laws. This means it is not subject to certain liability provisions and is not automatically incorporated into other securities law filings unless specifically referenced.
PAR Investment Partners, PAR Group II, and PAR Capital Management have jointly filed a Schedule 13G disclosing a 5.2% ownership stake in Mesa Air Group, representing 2,140,934 shares of common stock. The filing is based on 41,334,433 total outstanding shares as of May 20, 2025.
Key details of the ownership structure:
- All three entities maintain sole voting and dispositive power over the reported shares
- PAR Investment Partners is the direct holder of the shares
- PAR Group II serves as the sole general partner of PAR Investment Partners
- PAR Capital Management is the sole general partner of PAR Group II
The filing indicates that the securities were not acquired to change or influence control of Mesa Air Group. The disclosure was signed by Steven M. Smith, Chief Operating Officer and General Counsel of PAR Capital Management, on June 20, 2025.
On June 20, 2025, Director Mitchell I. Gordon filed a Form 4 with the SEC disclosing the vesting of a restricted stock award in Mesa Air Group, Inc. (MESA). The award, originally granted on June 18, 2024 under the company’s 2018 Equity Incentive Plan, delivered 31,377 common shares on June 18, 2025 (Transaction Code M, exercise price $0). After the transaction, Gordon’s direct ownership rose to 143,280 shares. No open-market purchases, sales, or 10b5-1 trading plans were reported, making this a routine equity-compensation event rather than an active investment decision.
On June 18, 2025, Mesa Air Group (MESA) director Ellen N. Artist acquired 31,377 common shares when a restricted stock award granted on June 18, 2024 under the 2018 Equity Incentive Plan fully vested. The transaction was reported under code M, indicating a conversion of derivative securities and carried an exercise price of $0, so no cash changed hands. Following the vesting, Artist’s direct beneficial ownership rose to 139,480 shares. No shares were sold, and no derivative securities remain from this award.
Form 4 overview: Director Spyridon Skiados of Mesa Air Group, Inc. (Ticker: MESA) reported a single transaction dated 18 June 2025.
- Security involved: 31,377 shares of common stock.
- Transaction code “M” indicates the conversion of a derivative security—specifically the vesting of a restricted-stock award granted on 18 June 2024 under the 2018 Equity Incentive Plan.
- Price: $0, reflecting a non-cash equity award.
- Post-transaction ownership: Skiados now directly holds 124,180 shares of MESA common stock; all related derivative units have been extinguished (0 remaining).
The filing reflects routine incentive-plan vesting rather than an open-market purchase or sale. No other equity classes or derivative instruments were reported, and there is no indication of a Rule 10b5-1 trading plan.
Form 4 filing for Mesa Air Group, Inc. (MESA) discloses that director Harvey W. Schiller acquired 31,377 common shares on 18 Jun 2025. The shares came from the automatic vesting of a restricted stock award granted on 18 Jun 2024 under the company’s 2018 Equity Incentive Plan. No cash was paid (exercise price $0). Following the transaction, Schiller’s direct beneficial ownership rose to 125,254 common shares.
The transaction is coded “M,” indicating a conversion of derivative securities (restricted stock) into common shares rather than an open-market purchase or sale. The filing is made solely by the reporting person and contains no indication of any concurrent disposition. No other derivative securities remain outstanding for Schiller post-vesting.
Because the event represents routine equity compensation vesting for a single director, it is unlikely to exert a material impact on Mesa Air Group’s share price or capital structure. Nevertheless, it modestly increases director alignment through larger direct ownership.