10-Q

GLOBAL CROSSING AIRLINES GROUP INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value and share quantities)


	September 30, 2025			December 31, 2024
	(Unaudited)
Current Assets
Cash and cash equivalents	$	7,055		$	12,345
Restricted cash		166			1,698
Accounts receivable, net of allowance for credit losses		4,875			6,678
Prepaid expenses and other current assets		4,008			2,142
Current assets held for sale		412			489
Total Current Assets		16,516			23,352
Property and equipment, net		32,672			10,308
Finance leases, net		30,237			27,489
Operating lease right-of-use assets		75,242			89,809
Deposits		12,225			11,552
Other assets		3,857			4,229
Total Assets	$	170,749		$	166,739
Current liabilities
Accounts payable	$	14,077		$	12,568
Accrued liabilities		23,091			20,418
Deferred revenue		4,898			8,903
Customer deposits		3,989			4,080
Current portion of note payable		3,234			-
Current portion of long-term operating leases		14,326			16,479
Current portion of finance leases		6,949			3,434
Total current liabilities		70,564			65,882
Other liabilities
Note payable, net of unamortized debt issuance costs		40,882			29,729
Long-term operating leases		62,046			75,128
Long-term finance leases		25,209			25,182
Other liabilities		292			286
Total other liabilities		128,429			130,325
Total Liabilities	$	198,993		$	196,207
Commitments and Contingencies (Note 9)
Stockholders' Equity (Deficit)
Common Stock
$.001 par value; 200,000,000 authorized; 64,954,008 and 61,758,727 issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	$	65		$	62
Additional paid-in capital		43,330			40,949
Retained deficit		(71,763	)		(70,566	)
Total Company's stockholders’ deficit		(28,368	)		(29,555	)
Noncontrolling interest		124			87
Total stockholders’ deficit		(28,244	)		(29,468	)
Total Liabilities and Deficit	$	170,749		$	166,739

See accompanying notes to condensed consolidated financial statements.

GLOBAL CROSSING AIRLINES GROUP INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(In thousands, except share and per share amounts)


	Three Months Ended September 30, 2025			Three Months Ended September 30, 2024			Nine Months Ended September 30, 2025			Nine Months Ended September 30, 2024

Revenue	$	58,022		$	52,436		$	186,004		$	163,817
Operating Expenses
Salaries, Wages, & Benefits		21,279			17,404			59,979			50,923
Aircraft Fuel		1,340			4,104			11,782			17,904
Maintenance, materials and repairs		5,153			3,448			14,413			9,026
Depreciation and amortization		3,245			1,866			8,099			4,476
Contracted ground and aviation services		3,343			3,281			14,123			14,941
Travel		1,708			2,216			6,988			9,185
Insurance		1,271			1,627			3,808			4,815
Aircraft Rent		14,649			16,031			43,809			43,554
Other		4,999			4,963			15,582			13,573
Total Operating Expenses	$	56,987		$	54,940		$	178,583		$	168,397
Operating Income (Loss)		1,035			(2,504	)		7,421			(4,580	)
Non-Operating Expenses
Interest Expense		2,990			2,385			8,233			6,403
Total Non-Operating Expenses		2,990			2,385			8,233			6,403
Loss before income taxes		(1,955	)		(4,889	)		(812	)		(10,983	)
Income tax expense		-			-			-			-
Net Loss		(1,955	)		(4,889	)		(812	)		(10,983	)
Net Income (Loss) attributable to Noncontrolling Interest		4			(2	)		385			(1	)
Net Loss attributable to the Company		(1,959	)		(4,887	)		(1,197	)		(10,982	)
Loss per share:
Basic	$	(0.03	)	$	(0.08	)	$	(0.02	)	$	(0.18	)
Diluted	$	(0.03	)	$	(0.08	)	$	(0.02	)	$	(0.18	)
Weighted average number of shares outstanding		64,664,058			60,817,884			63,649,789			60,024,188

Fully diluted shares outstanding		64,664,058			60,817,884			63,649,789			60,024,188

See accompanying notes to condensed consolidated financial statements.

GLOBAL CROSSING AIRLINES GROUP INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(UNAUDITED)

(In thousands, except shares quantities)



	Common Stock Number of Shares		Amount		Additional Paid in Capital		Retained Deficit			Total			Noncontrolling Interest			Total
Beginning – January 1, 2024		58,925,871	$	59	$	38,943	$	(59,094	)	$	(20,092	)	$	225		$	(19,867	)
Issuance of shares - share based compensation on RSUs		742,079		1		342		—			343			—			343
Loss for the period		—		—		—		(6,379	)		(6,379	)		—			(6,379	)
Ending – March 31, 2024		59,667,950	$	60	$	39,285	$	(65,473	)	$	(26,128	)	$	225		$	(25,903	)
Issuance of shares - share based compensation on RSUs		544,157		1		497		—			498			—			498
Issuance of shares - ESPP		391,574		—		221		—			221			—			221
Dividends		—		—		—		—			—			(100	)		(100	)
Income for the period		—		—		—		284			284			1			285
Ending – June 30, 2024		60,603,681	$	61	$	40,003	$	(65,189	)	$	(25,125	)	$	126		$	(24,999	)
Issuance of shares - share based compensation on RSUs		419,758		1		392		—			393			—			393
Loss for the period		—		—		—		(4,887	)		(4,887	)		(2	)		(4,889	)
Ending – September 30, 2024		61,023,439	$	62	$	40,395	$	(70,076	)	$	(29,619	)	$	124		$	(29,495	)



	Common Stock Number of Shares		Amount		Additional Paid in Capital		Retained Deficit			Total			Noncontrolling Interest			Total
Beginning – January 1, 2025		61,758,727		62		40,949		(70,566	)		(29,555	)		87			(29,468	)
Issuance of shares – options exercised		50,000		—		12		—			12			—			12
Issuance of shares – share based compensation on RSUs		1,876,109		2		534		—			536			—			536
Income for the period		—		—		—		154			154			372			526
Issuance of shares - ESPP		5,496		—		3		—			3			—			3
Ending – March 31, 2025		63,690,332	$	64	$	41,498	$	(70,412	)	$	(28,850	)	$	459		$	(28,391	)
Issuance of shares – options exercised		196,667		—		49		—			49			—			49
Issuance of shares – share based compensation on RSUs		309,994		1		776		—			777			—			777
Issuance of shares - ESPP		258,796		—		168		—			168			—			168
Proceeds from disgorgement of stockholders' short-swing profits (Note 11)		—		—		12		—			12			—			12
Dividends		—		—		—		—			—			(148	)		(148	)
Income for the period		—		—		—		608			608			9			617
Ending – June 30, 2025		64,455,789	$	65	$	42,503	$	(69,804	)	$	(27,236	)	$	320		$	(26,916	)
Issuance of shares - share based compensation on RSUs		498,219		—		827		—			827			—			827
Dividends		—		—		—		—			—			(200	)		(200	)
(Loss) Income for the period		—		—		—		(1,959	)		(1,959	)		4			(1,955	)
Ending – September 30, 2025		64,954,008	$	65	$	43,330	$	(71,763	)	$	(28,368	)	$	124		$	(28,244	)

See accompanying notes to condensed consolidated financial statements.

GLOBAL CROSSING AIRLINES GROUP INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(In thousands)


	For the nine months ended September 30,
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$	(812	)	$	(10,983	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation expense		8,099			4,476
Credit losses		111			357
Loss on sale of spare parts		82			160
Amortization of debt issue costs		584			463
Amortization of operating lease right of use assets		14,950			10,556
Share-based payments		2,166			1,266
Interest on finance leases		3,295			1,991
Changes in assets and liabilities:
Accounts receivable		1,714			3,413
Assets held for sale		(5	)		(355	)
Prepaid expenses and other current assets		(1,772	)		131
Accounts payable		1,509			5,336
Accrued liabilities and other liabilities		(1,423	)		(6,669	)
Operating lease obligations		(15,618	)		(10,507	)
Other liabilities		(3,340	)		(1,892	)
Net cash provided by (used in) operating activities		9,540			(2,257	)
CASH FLOWS FROM INVESTING ACTIVITIES
Deposits, deferred costs and other assets		(1,561	)		(1,259	)
Purchases of property and equipment		(10,042	)		(4,998	)
Net cash used in investing activities		(11,603	)		(6,257	)
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on finance leases		(3,783	)		(1,427	)
Principal payments on note payable		(678	)		—
Debt issue costs		(169	)		—
Proceeds on issuance of shares		207			188
Dividends		(348	)		(100	)
Proceeds from disgorgement of stockholders' short-swing profits		12			—
Net cash used in financing activities		(4,759	)		(1,339	)
Net decrease in cash, cash equivalents, and restricted cash		(6,822	)		(9,853	)
Cash, cash equivalents and restricted cash - beginning of the period		14,043			17,676
Cash, cash equivalents and restricted cash - end of the period	$	7,221		$	7,823
Non-cash investing and financing activities
Reclass of Property and equipment to Accounts receivable (aircraft receivable) and Prepaid expenses and other current assets (deferred maintenance)	$	117		$	-
Right-of-use (ROU) assets acquired through operating leases	$	383		$	27,229
Aircraft acquired through note payable	$	14,650		$	-
Aircraft acquired through finance leases	$	3,453		$	26,414
Airframe acquired through finance leases	$	3,536		$	-
Equipment acquired through finance leases	$	387		$	57
Cash paid for
Interest	$	7,794		$	4,385

See accompanying notes to condensed consolidated financial statements.

GLOBAL CROSSING AIRLINES GROUP INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Item 1 - Financial Statements

BASIS OF PRESENTATION AND GOING CONCERN

Global Crossing Airlines Group Inc. (the “Company” or “GlobalX”), as its principal business activity, provides passenger and cargo aircraft to customers through aircraft operating service agreements, including, crew, maintenance and insurance (“ACMI”) and charter services (“Charter”) serving the United States, Caribbean, Latin American and European markets.

The condensed consolidated financial statements include the accounts of the Company, and its subsidiaries, Global Crossing Airlines, Inc. and Global Crossing Airlines Operations, LLC (collectively “GlobalX USA”), Global Crossing Airlines Holdings, Inc, GlobalX Travel Technologies, Inc. (“Technologies”), GlobalX Air Tours, LLC (“GlobalX Tours”), LatinX Air S.A.S., UrbanX Air Mobility, Inc. (“UrbanX”), Charter Air Solutions, LLC (“Top Flight”), and MSN 3101 Acquisition LLC (“MSN 3101”). All intercompany transactions and balances have been eliminated in consolidation.

The accompanying unaudited condensed consolidated financial statements and related notes (the “Financial Statements”) have been prepared in accordance with the U.S. Securities and Exchange Commission (the “SEC”) requirements for quarterly reports on Form 10-Q, and consequently exclude certain disclosures normally included in audited consolidated financial statements prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of the management, the Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of September 30, 2025, and its results of operations for the three and nine months ended September 30, 2025, and its cash flows for the nine months ended September 30, 2025. The condensed consolidated balance sheet at December 31, 2024, was derived from the Company's audited annual consolidated financial statements as of and for the year ended December 31, 2024, but does not contain all of the footnote disclosures from such audited annual consolidated financial statements. The Financial Statements should be read in conjunction with such audited consolidated financial statements and the notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, which includes additional disclosures and a summary of our significant accounting policies.

The Company's quarterly results are subject to seasonal and other fluctuations and the operating results for any quarter are therefore not necessarily indicative of results that may be otherwise expected for the entire year.

The Financial Statements have been prepared in conformity with GAAP on a going concern basis which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. As of September 30, 2025, the Company had a working capital deficit of $54.0 million and a retained deficit of $71.8 million. Without ongoing income generation or additional financing, the Company will be unable to fund general and administrative expenses and working capital requirements for the next 12 months from the date of the filing of this Quarterly Report on Form 10-Q. These material uncertainties raise substantial doubt as to the Company’s ability to continue as a going concern. The Company is evaluating financing its future requirements through a combination of debt, equity and/or other facilities. There is no assurance that the Company will be able to obtain such financing or obtain them on favorable terms. The Financial Statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses or the statements of financial position classifications that would be necessary were the going concern assumption deemed to be inappropriate. These adjustments could be material.

Reclassification

The Company reclassified $87,000 from Retained Deficit to Noncontrolling Interest related to a prior year change on its condensed consolidated balance sheet as of September 30, 2025, to conform with current year presentation. In addition, a reclassification adjustment of $2,000 was done from Additional paid-in capital to Common Stock for the condensed consolidated balance sheet as of December 31, 2024. We consider these adjustments to be immaterial to the Financial Statements.

2. NEW ACCOUNTING STANDARDS

Recently Issued Accounting Standards

In December 2023, the FASB issued ASU 2023-09 – Improvements to Income Tax Disclosures – Amendments (the "Update"). This update requires that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate). All entities disclose on an annual basis the following information about income taxes paid: (1) the amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes; and (2) the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received). All entities disclose the following information: (1) income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign; and (2) income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign. The amendments in this Update eliminate the requirement for all entities to (1) disclose the nature and estimate of the range of the reasonably possible change in the unrecognized tax benefits balance in the next 12 months or (2) make a statement that an estimate of the range cannot be made. The amendments in this Update remove the requirement to disclose the cumulative amount of each type of temporary difference when a deferred tax liability is not recognized because of the exceptions to comprehensive recognition of deferred taxes related to subsidiaries and corporate joint ventures. The amendments in this Update replace the term public entity as currently used in Topic 740 with the term public business entity as defined in the Master Glossary of the Codification. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2024. The Company will adopt ASU 2023-09 in its fourth quarter of 2025 using a prospective transition method. The Company is currently evaluating the full effect that the adoption of this standard will have on its condensed consolidated financial statements.

In March 2024, the FASB issued ASU 2024-01 – Compensation-Stock Compensation – Amendments. This update aims to improve GAAP by adding an illustrative example to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether profits interest and similar awards ("profits interest awards") should be accounted for in accordance with Topic 718, Compensation-Stock Compensation. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2024. The Company adopted the provisions of ASU 2024-01 as of January 1, 2025, which did not materially impact the Company’s Financial Statements.

In November 2024, the FASB issued ASU 2024-03 – Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures. This update require disclosure, in the notes to financial statements, of specified information about certain costs and expenses. The amendments require that at each interim and annual reporting period an entity: (1) disclose the amounts of (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization recognized as part of oil and gas-producing activities (DD&A) (or other amounts of depletion expense) included in each relevant expense caption with a relevant expense caption being an expense caption presented on the face of the income statement within continuing operations that contains any of the expense categories listed in (a)–(e); (2) include certain amounts that are already required to be disclosed under GAAP in the same disclosure as the other disaggregation requirements; (3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and (4) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. An entity is not precluded from providing additional voluntary disclosures that may provide investors with additional decision-useful information. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Managements expect no significant impact after adoption of the new standard.

In January 2025, the FASB issued ASU 2025-01 – Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures. This update amends the effective date of Update 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Managements expect no significant impact after adoption of the new standard.

In July 2025, the FASB issued ASU 2025-05 – Financial Instruments—Credit Losses. This update provides all entities with a practical expedient in developing reasonable and supportable forecasts as part of estimating expected credit losses. All entities may elect a practical expedient that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. This update will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance. Managements expect no significant impact after adoption of the new standard.

3. INVESTMENTS

Investment in Canada Jetlines Operations Ltd. (“Jetlines”):

On June 28, 2021, the Company completed the spin-out pursuant to the Arrangement under which the Company transferred 75% of shares of Jetlines to GlobalX stockholders. At that time, GlobalX retained 25% of the shares issued and outstanding of Jetlines and accounts for the investment in accordance with the equity method.

On September 11, 2024, Jetlines filed an Assignment in Bankruptcy after finding that it would be unable to secure financing to continue with its Proposal under the Bankruptcy and Insolvency Act. BDO Canada Limited was assigned as Trustee of the bankrupt estate. Prior to bankruptcy, the Company held approximately 7% ownership of Jetlines. As a result of the filing, Jetlines shares were deemed to be worthless with its outstanding shares cancelled in accordance with its Proposal under the Bankruptcy and Insolvency Act.

The Company had provided a guarantee for one of Jetlines’ aircraft and as a result the Company settled a $1.3 million obligation with Jetlines’ lessor of related aircraft during the year ended December 31, 2024, which was recorded in current liabilities and non-operating expenses on the Company’s condensed consolidated balance sheet and statement of operations, respectively.

PROPERTY AND EQUIPMENT, NET

Property and equipment are recorded at cost at the acquisition date of such property or equipment and depreciated on a straight-line basis to an estimated residual value over their estimated useful lives or lease term, whichever is shorter, as follows:

Leasehold Improvements, Aircraft, other 1-10 years (or life of lease, if shorter)

Office and Ground Equipment 5 years

Computer Hardware and Software 3-5 years

Property and Equipment under Finance Leases 5-30 years (or life of lease, if shorter)

Rotable Parts Average remaining life of aircraft fleet, currently estimated to be 48 months

Airframe 6 years (lesser of 25 years or date until next 12-Y check)

Engines Average remaining life of aircraft fleet associated to the engines, currently estimated to be 43 months

Modifications that enhance the operating performance or extend the useful lives of leased airframes are considered leasehold improvements and are capitalized and depreciated over the economic life of the asset or the term of the lease, whichever is shorter.

The Airframe and Engines of the Company have an estimated salvage and residual value of $2.8 million and $11.0 million, respectively. Such amounts were determined in conjunction with third-party appraisers.

The components of property and equipment, net are as follows:



	September 30, 2025			December 31, 2024
Rotable Parts	$	15,288		$	6,657
Engines		12,082			-
Leasehold Improvements, Aircraft, Other		3,368			2,880
Airframe		3,000			-
Office and Ground Equipment		1,516			1,289
Computer Hardware and Software		1,379			1,303
Less: Accumulated Depreciation		(3,961	)		(1,821	)
Total Property and Equipment, Net	$	32,672		$	10,308

During the three and nine months ended September 30, 2025, depreciation of property and equipment was $3.3 million and $8.1 million, respectively.

During the three and nine months ended September 30, 2024, depreciation of property and equipment was $1.9 million and $4.5 million, respectively.

5. NOTES PAYABLE

On August 2 and December 21, 2023, the Company consummated the placement of $35 million and $0.7 million, respectively, of senior secured notes due 2029 (the “Secured Notes”).

The terms of the Secured Notes include:

•

a term of 6 years and maturity date of June 30, 2029 with no principal payments due until maturity date;

•

the notes bear interest at a fixed rate of 15% per annum and include an upfront fee of 2% of the principal payment;

•

the Company is permitted to prepay all (but not less than all) of the notes beginning on July 1, 2025 subject to a redemption premium of (i) 7.5% of the principal to be redeemed on or prior to August 2, 2026, (ii) 5.0% of the principal to be redeemed after August 2, 2026 and on or prior to August 2, 2027, (iii) 2.5% of the principal to be redeemed after August 2, 2027 and on or prior to August 2, 2028, (iv) 0% of the principal to be redeemed after August 2, 2028;

•

the investors were granted 10 million warrants, each exercisable into one share of Class A common stock at an exercise price of $1.00 per share, with such warrants expiring on June 30, 2030;

•

each of the Company's material subsidiaries guaranteed the notes;

•

the notes and the related guarantees are secured by a lien on substantially all of the property and assets of the Company and the guarantors of the notes.

•

financial covenants requiring minimum adjusted EBITDA of (i) $5,000,000 for the fiscal year ended December 31, 2023, (ii) $15,000,000 for the fiscal year ended December 31, 2024 and (iii) $25,000,000 for the fiscal year ending December 31, 2025;

•

minimum liquidity of $5,000,000 measured at each quarter end; and

•

collateral of substantially of all the Company's assets.

The Company determined that the terms of the warrants issued in the financing require the warrants to be classified as equity. Accordingly, upon issuance, the Company recorded debt issuance costs of $3.8 million related to the warrants along with a corresponding credit to additional paid in capital. As the warrants are classified as equity warrants the Company will not remeasure the warrants each accounting period.

The debt issuance costs resulting from the warrants along with other direct costs of the financing will be amortized to interest expense using the effective interest method.

Related to issuance of Secured Notes of $0.7 million on December 21, 2023, the Company and the purchasers of the Secured Notes amended the original placement of $35 million of the Secured Notes to allow for the sale of an additional $5 million senior secured notes due 2029 to current purchasers and the total warrants increased by 142,874 warrants with an exercise price of $1.00 per warrant. The net proceeds from the sale of the additional notes were used to repurchase $4.3 million principal amount of Secured Notes from a current purchaser of the Secured Notes plus payment of accrued interest due of $251,000, with the remaining balance used for general corporate purposes, including the transaction expenses and deposits to expand its current fleet of aircraft. No other substantial modification to the terms of the $35 million Secured Notes from August 2, 2023 was made in the issuance of the additional notes.

On July 11, 2025, MSN 3101 Acquisition LLC, a wholly owned subsidiary of the Company, consummated the Company’s first aircraft acquisition, an Airbus A320 (MSN 3101), currently operating in its fleet as N630VA and powered by two CFM56-5B engines. The aircraft was purchased from former lessor Falcon 2019-1 Aerospace Limited, and the lease agreement with Falcon 2019-1 Aerospace Limited was terminated simultaneously with the consummation of the purchase of the aircraft.

The purchase price of approximately $17.0 million (including transaction costs, less deposits and cash maintenance reserves of approximately $2.4 million) paid to seller was financed by Volofin Capital Management Ltd. of London pursuant to, among other documents, a loan agreement and a promissory note (the “Loan Documents”).

The terms of the Loan Documents include monthly payments equal to (i) $375,000, for the first twelve monthly payments, (ii) $300,000, for the subsequent twelve monthly payments, and (iii) $225,000, for each monthly payment thereafter, and all remaining outstanding indebtedness shall be due and payable on the earlier of (a) March 1, 2031, and (b) the day immediately prior to the next scheduled 12Y-Check for the aircraft. Interest on the debt will accrue at the annual rate of 8.84 %.

The Loan Documents include customary covenants including, maintenance of a “loan to value” ratio of at least 85% on the first anniversary of the first utilization of the loan which shall be reduced by 5% on each anniversary thereafter.

Notes Payable is comprised of the following in thousands:


	For the Nine Months Ended September 30, 2025			For the Year Ended December 31, 2024
Subscription Agreement	$	35,684		$	35,684
Promissory Note		13,972			-
Less unamortized debt issuance costs, noncurrent		(5,540	)		(5,955	)
Total carrying amount		44,116			29,729
Less current maturities		(3,234	)	—
Total long-term Note Payable	$	40,882		$	29,729

6. SHARE CAPITAL AND ADDITIONAL PAID IN CAPITAL AUTHORIZED

As of September 30, 2025 and December 31, 2024, the Company had 49,695,529 and 44,667,815 common shares, 5,537,313 and 5,537,313 Class A Non-Voting Common Shares, and 9,721,166 and 11,553,599 Class B Non-Voting Shares outstanding, respectively.

7. WARRANTS

Following is a summary of the warrant activity during the three and nine months ended September 30, 2025 and 2024:


	Number of Share Purchase Warrants			Weighted Average Exercise Price
Outstanding January 1, 2024		22,571,471		$	1.22
Issued		—			—
Exercised		—			—
Expired		(4,838,707	)		1.24
Outstanding March 31, 2024		17,732,764		$	1.21
Issued		—			—
Exercised		—			—
Expired		—			—
Outstanding June 30, 2024		17,732,764		$	1.21
Issued		—			—
Exercised		—			—
Expired		—			—
Outstanding September 30, 2024		17,732,764		$	1.21


Outstanding January 1, 2025		17,732,764		$	1.21
Issued		—			—
Exercised		—			—
Expired		—			—
Outstanding March 31, 2025		17,732,764		$	1.21
Issued		—			—
Exercised		—			—
Expired		—			—
Outstanding June 30, 2025		17,732,764		$	1.21
Issued		—			—
Exercised		—			—
Expired		—			—
Outstanding September 30, 2025		17,732,764		$	1.21

As of September 30, 2025, the following share purchase warrants were outstanding and exercisable:


Outstanding		Exercise Price	Remaining life (years)		Expiry Date
	7,537,313	$1.50		0.58	April 29, 2026
	10,195,451	$1.00		4.75	Jun 30, 2030
	17,732,764

As of September 30, 2024, the following share purchase warrants were outstanding and exercisable:


Outstanding		Exercise Price	Remaining life (years)		Expiry Date
	7,537,313	$1.50		1.58	April 29, 2026
	10,195,451	$1.00		5.75	June 30, 2030
	17,732,764

8. STOCK-BASED COMPENSATION

The maximum number of shares of common stock of the Company (the “Common Stock”) issuable pursuant to share-based payment arrangements, including stock options, restricted share units and performance share units, is 9,400,000.

Stock options

The Company grants stock options to directors, officers, employees and consultants as compensation for services, pursuant to its Amended Stock Option Plan (the “Stock Option Plan”). The maximum exercise price per share shall not be less than the closing price of a share of Common Stock on the last trading day preceding the date on which the grant of options is approved by the Board of Directors. Options have a maximum expiry period of ten years from the grant date. Vesting conditions are determined by the Board of Directors in its discretion with certain restrictions in accordance with the Stock Option Plan.

The following is a summary of stock option activities for the three and nine months ended September 30, 2025 and 2024:


	Number of stock options			Weighted average exercise price		Weighted average grant date fair value
Outstanding January 1, 2024		470,668		$	0.25	$	0.29
Granted		—			—		—
Exercised		—			—		—
Forfeited		(157,334	)		0.37		0.36
Outstanding March 31, 2024		313,334		$	0.25	$	0.25
Granted		—			—		—
Exercised		—			—		—
Forfeited		(66,667	)		0.25		0.25
Outstanding June 30, 2024		246,667		$	0.25	$	0.25
Granted		—			—		—
Exercised		—			—		—
Forfeited		—			—		—
Outstanding September 30, 2024		246,667		$	0.25	$	0.25


Outstanding Jan 1, 2025		246,667		$	0.25	$	0.25
Granted		—			—		—
Exercised		(50,000	)		0.25		0.25
Forfeited		—			—		—
Outstanding March 31, 2025		196,667		$	0.25	$	0.25
Granted		—			—		—
Exercised		(196,667	)		0.25		0.25
Forfeited		—			—		—
Outstanding June 30, 2025		—		$	-	$	-
Granted		—			—		—
Exercised		—			—		—
Forfeited		—			—		—
Outstanding September 30, 2025		—		$	-	$	-

As of September 30, 2025, there were no stock options outstanding and exercisable.

As of September 30, 2024, the following stock options were outstanding and exercisable:


Outstanding		Exercisable		Exercise Price		Remaining life (years)		Expiry Date
	246,667		246,667	$	0.25		—	June 23, 2025
	246,667		246,667

The Company recognizes share-based payments expense for all stock options granted using the fair value based method of accounting. The fair value of stock options is determined by the Black-Scholes Option Pricing Model with assumptions for risk-free interest rates, dividend yields, volatility factors of the expected market price of the Common Stock, forfeiture rate, and expected life of the options.

There were no stock options granted during the three and nine months ended September 30, 2025 and 2024.

Restricted share units

The Company grants restricted share units (“RSUs”) to directors, officers, employees and consultants as compensation for services, pursuant to its Amended RSU Plan (the “RSU Plan”). One restricted share unit has the same value as a share of Common Stock. The number of RSUs awarded and underlying vesting conditions are determined by the Board of Directors in its discretion.

At the election of the Board of Directors, upon each vesting date, participants receive (a) the issuance of Common Stock from treasury equal to the number of RSUs vesting, (b) a cash payment equal to the number of vested RSUs multiplied by the fair market value of a share of Common Stock, calculated as the closing price of a share of Common Stock on the OTCQB for the trading day immediately preceding such payment date or (c) a combination of (a) and (b).

On the grant date of RSUs, the Company determines whether it has a present obligation to settle in cash. If the Company has a present obligation to settle in cash, then the RSUs are accounted for as liabilities, with the fair value remeasured at the end of each reporting period and at the date of settlement, with any changes in fair value recognized in profit or loss for the period. The Company has a present obligation to settle in cash if the choice of settlement in shares has no commercial substance, or the Company has a past practice or a stated policy of settling in cash, or generally settles in cash whenever the counterpart asks for cash settlement.

If no such obligation exists, then RSUs are accounted for as equity settled share-based payments and are valued using the share price on grant date. Upon settlement:

If the Company elects to settle in cash, then the cash payment is accounted for as the repurchase of an equity interest (i.e. as a deduction from equity), except as noted in (c) below.

If the Company elects to settle by issuing shares, then the value of RSUs initially recognized in reserves is reclassified to capital, except as noted in (c) below.

If the Company elects the settlement alternative with the higher fair value, then as of the date of settlement, the Company recognizes an additional expense for the excess value given (i.e. the difference between the cash paid and the fair value of shares that would otherwise have been issued, or the difference between the fair value of the shares and the amount of cash that would otherwise have been paid, whichever is applicable).

The following is a summary of RSU activities for the three and nine months ended September 30, 2025 and 2024:


	Number of RSUs			Weighted average grant date fair value per RSU
Outstanding January 1, 2024		4,989,603		$	0.98
Granted		2,573,333			0.52
Vested		(794,579	)		1.02
Forfeited		(870,002	)		1.11
Outstanding March 31, 2024		5,898,355		$	0.75
Granted		231,667			0.54
Vested		(619,908	)		1.26
Forfeited		(330,892	)		0.71
Outstanding June 30, 2024		5,179,222		$	0.69
Granted		605,000			0.24
Vested		(371,425	)		0.63
Forfeited		(150,576	)		0.72
Outstanding September 30, 2024		5,262,221		$	0.64

Outstanding January 1, 2025		5,268,373		$	0.65
Granted		4,149,000			0.67
Vested		(1,876,109	)		0.60
Forfeited		(246,669	)		0.66
Outstanding March 31, 2025		7,294,595		$	0.67
Granted		250,002			0.66
Vested		(309,994	)		0.91
Forfeited		(16,669	)		0.84
Outstanding June 30, 2025		7,217,934		$	0.67
Granted		680,706			0.61
Vested		(498,219	)		0.58
Forfeited		(347,578	)		0.69
Outstanding September 30, 2025		7,052,843		$	0.67

During the three and nine months ended September 30, 2025, the Company recognized total share-based payments expense with respect to stock options, RSUs and employees' stock purchase plan of $0.8 million and $2.2 million, respectively, as presented in Salaries, Wages and Benefits on our Condensed Consolidated Statements of Operations.

During the three and nine months ended September 30, 2024, the Company recognized total share-based payments expense with respect to stock options, RSUs and employees' stock purchase plan of $0.4 million and $1.3 million, respectively, as presented in Salaries, Wages and Benefits on our Condensed Consolidated Statements of Operations.

The remaining compensation that has not been recognized as of September 30, 2025 and 2024 with regards to RSUs and the weighted average period in which they will be recognized are $3.0 million and 1.80 years and $2.3 million and 2.02 years, respectively. As of September 30, 2025, all compensation expense with respect to stock options has been recognized.

Employee Stock Purchase Plan

In September 2021, the Board adopted the GlobalX 2021 Employee Stock Purchase Plan (“ESPP”). There are 2 offering periods during which the employees make contributions to the ESPP. The first offering period runs from May 16th to October 31st of each year and the second offering period runs from November 1stto May 15th of each year. Eligible employees may purchase a maximum of 10,000 shares of Common Stock per offering through payroll deductions at a price per share equal to 85% of the lower of the fair market values of a share of Common Stock as of the beginning or the end of six-month offering periods. An employee's payroll deductions under the ESPP are limited to 15% of the employee's compensation and an employee may not purchase more than $25,000 of Common Stock during any calendar year in which the employee’s option to purchase shares under the ESPP is outstanding at any time.

At the Annual Meeting of Stockholders of the Company held on November 22, 2024, the Company’s stockholders approved an amendment to the ESPP. The amendment was approved by Company’s Board of Directors, subject to the approval of Company’s stockholders, and became effective with such stockholder approval on November 22, 2024.

As a result of such stockholder approval, the ESPP was amended to increase the number of shares authorized for issuance under the ESPP by 3,000,000 shares of Common Stock (from 1,000,000 shares to 4,000,000 shares).

During the three and nine months ended September 30, 2025, the Company issued zero and 264,292 shares, respectively, under the ESPP. During the three and nine months ended September 30, 2024, the Company issued zero and 391,574 shares, respectively, under the ESPP.

As of September 30, 2025 and 2024, total recognized equity-based compensation costs related to ESPP were approximately $171,000 and $222,000, respectively, and are included within additional paid-in capital in the consolidated balance sheets.

ESPP payroll contributions accrued at September 30, 2025 and 2024 totaled approximately $85,000 and $48,000, respectively, and are included within accrued expenses in the consolidated balance sheets. Employee payroll contributions used to purchase shares under the ESPP will be reclassified to stockholders' equity at the end of the offering period.

9. INCOME TAXES

The Company’s expected effective tax rate for the three and nine months ended September 30, 2025, and 2024 was 0%. The effective tax rate varies from the statutory rate due to the change in the valuation allowance.

10. COMMITMENTS AND CONTINGENCIES

The Company has contractual obligations and commitments primarily with regard to management and development services, lease arrangements and financing arrangements.

On October 14, 2021, the Company entered into a lease agreement for one Airbus A321 converted freighter. The ten-year lease term commenced on January 23, 2023. Under the agreement, the Company will pay the lessor a fixed monthly rent for 120 months, plus supplemental rent for maintenance of the aircraft.

On June 21, 2022, the Company entered into a lease agreement for one A321F cargo aircraft. The eight-year lease term commenced on August 1, 2023. Under the agreement, the Company will pay the lessor a fixed monthly rent for 94 months, plus supplemental rent for maintenance of the aircraft.

On December 14, 2022, the Company entered into a lease agreement for one A319 passenger aircraft. The two-year lease term commenced on August 18, 2023. Under the agreement, the Company will pay the lessor a fixed monthly rent for 24 months, plus supplemental rent for maintenance of the aircraft.

On January 27, 2023, the Company entered into a lease agreement for one A320 passenger aircraft. The six-year lease term commenced on April 21, 2023. Under the agreement, the Company will pay the lessor a fixed monthly rent for 72 months, plus supplemental rent for maintenance of the aircraft.

On May 22, 2023, the Company entered into a lease agreement for a commercial property warehouse. The approximately five-year lease term commenced on June 1, 2023. Under the agreement, the Company will pay the lessor variable monthly rents increasing once every year for 62 months, plus estimated expenses for insurance, utilities, taxes, management fees and other operating expenses.

On June 16, 2023, the Company entered into a lease agreement for one A320 passenger aircraft. The four-year lease term commenced on November 13, 2023. Under the agreement, the Company will pay the lessor a fixed monthly rent for 48 months, plus supplemental rent for maintenance of the aircraft.

On August 8, 2023, the Company entered into a lease agreement for one A320 passenger aircraft. The three-year lease commenced on September 3, 2024. Under the agreement, the Company will pay the lessor a fixed monthly rent for 36 months, plus supplemental rent for maintenance of the aircraft.

On September 8, 2023, the Company entered into a lease agreement for one A321F cargo aircraft. The eight-year lease term commenced on October 6, 2023. Under the agreement, the Company will pay the lessor a fixed monthly rent for 96 months, plus supplemental rent for maintenance of the aircraft.

On November 17, 2023, the Company signed a lease agreement for one A321 passenger aircraft and paid commitment fees to the lessor. The lease will commence upon aircraft delivery which is expected to be in 2025 and will run through 24 months from delivery date. In addition to basic rent due, the Company will pay the lessor supplemental rent for maintenance of the aircraft.

On November 20, 2023, the Company entered into a lease agreement for one A320 passenger aircraft. The approximately seven-year lease term commenced on February 9, 2024. Under the agreement, the Company will pay the lessor a fixed monthly rent for 86 months, plus supplemental rent for maintenance of the aircraft.

On December 22, 2023, the Company entered into a lease agreement for one A321F cargo aircraft. The ten-year lease commenced on March 8, 2024. Under the agreement, the Company will pay the lessor a fixed monthly rent for 120 months, plus supplemental rent for maintenance of the aircraft.

On January 19, 2024, the Company entered into a lease agreement for one A320 passenger aircraft. The approximately one-year lease commenced on July 9, 2024. Under the agreement, the Company will pay the lessor a fixed monthly rent for 16 months, plus supplemental rent for maintenance of the aircraft.

On April 16, 2024, the Company entered into a lease agreement for one A320 passenger aircraft. The six-year lease commenced on April 17, 2024. Under the agreement, the Company will pay the lessor a fixed monthly rent for 72 months, plus supplemental rent for maintenance of the aircraft.

On April 29, 2024, the Company entered into a lease agreement for one A321F passenger aircraft. The approximately one-year lease commenced on January 31, 2025. Under the agreement, the Company will pay the lessor a fixed monthly rent for 22 months, plus supplemental rent for maintenance of the aircraft. Following the expiration date, the aircraft is expected to undergo a passenger-to-freighter conversion and a second lease after completion which will run through an additional 102 months from redelivery date.

On June 6, 2025, the Company signed a lease agreement for one A319 passenger aircraft and paid commitment fees to the lessor. The lease will commence upon aircraft delivery which is expected to be in 2025 and will run through 36 months from delivery date. In addition to basic rent due, the Company will pay the lessor supplemental rent for maintenance of the aircraft.

On June 6, 2025, the Company signed a lease agreement for one A319 passenger aircraft and paid commitment fees to the lessor. The lease will commence upon aircraft delivery which is expected to be in 2025 and will run through 37 months from delivery date. In addition to basic rent due, the Company will pay the lessor supplemental rent for maintenance of the aircraft.

On June 6, 2025, the Company signed a lease agreement for one A319 passenger aircraft and paid commitment fees to the lessor. The lease will commence upon aircraft delivery which is expected to be in 2025 and will run through 39 months from delivery date. In addition to basic rent due, the Company will pay the lessor supplemental rent for maintenance of the aircraft.

On August 8, 2025, the Company entered into a lease agreement for one V2527-A5 aircraft engine. The lease commenced on August 8, 2025 and will run through the earliest to occur of: (a) the date the agreement is terminated due to the unservicability of the engine as set forth in Section 10(a) of the Engine Lease General Terms Agreement, dated as of January 17, 2024 and attached hereto as Exhibit 10.5; (b) five years after the date the engine was delivered; (c) the date of removal of the engine due to AD 2022-02-09; (d) the date the engine becomes unserviceable as a result of the failure of the existing 600FH Nozzle Guide Vane re-inspection; (e) the date the Engine becomes unserviceable due to failure of the existing 600FH HPT Blade re-inspection; or (f) an FAA Airworthiness Directive falls due that requires removal of Engine from wing. Under the agreement, the Company will pay the lessor a fixed monthly rent for the duration of the lease, plus supplemental rent for maintenance of the aircraft engine.

On August 15, 2025, the Company signed a lease agreement for one V2527-A5 aircraft engine. The term of the two-year lease commenced on October 8, 2025. Under the lease agreement, the Company will pay the lessor a fixed monthly rent for 24 months, plus supplemental rent for maintenance of the aircraft engine.

On August 15, 2025, the Company entered into a lease agreement for one A320 passenger aircraft airframe. The three-year lease commenced on August 28, 2025. Under the lease agreement, the Company will pay the lessor a fixed monthly rent for 36 months. According to the lease terms, at the end of the lease the Company will own the airframe.

The Company reviewed the operating leases for extension options that may be reasonably certain to be exercised and then would become part of the right-of-use assets and lease liabilities. On December 21, 2022, and October 10, 2023, the Company signed extensions for two aircraft extending their lease terms for an additional 60 and 15 months from original ending date of June 1, 2023, and October 1, 2023, to May 31, 2028, and December 31, 2024, respectively. In addition, on March 27, 2024 an additional extension was signed to extend aircraft lease term for an additional 74 months from previous extended ending date of December 31, 2024 to February 28, 2031. Terms of extensions were agreed solely to grant the Company the right to use the asset for the related additional time including no changes in payment rent. As such, extension was accounted as a modification of lease in accordance with ASC 842 rather than as a new

contract and the Company remeasured at modification date the following: right-of-use asset, lease liability, discount rate, lease term and classification. Furthermore, on August 1, 2024, the Company signed a new lease to extend one A320 passenger aircraft for a lease term of an additional 93 months from original ending date of November 15, 2023. Terms of extension included contingencies on lessor of timely deliveries of repairs on engines and incremental increases in monthly basic rents throughout the lease. As such, extension was accounted as a new lease in accordance with ASC 842 from a new contract and the Company recorded at lease commencement date a new right-of-use asset and lease liability.

The following table provides details of the Company's future minimum lease payments under finance lease liabilities and operating lease liabilities recorded in thousands on the Company's condensed consolidated balance sheet as of September 30, 2025. The table does not include commitments that are contingent on events or other factors that are currently uncertain or unknown.


	Finance Leases		Operating Leases
Remainder of 2025	$	2,769	$	6,275
2026		10,757		23,052
2027		8,687		20,608
2028		7,522		16,232
2029		6,327		13,820
2030 and thereafter		8,707		30,592
Total minimum lease payments		44,769		110,579
Less amount representing interest		12,611		34,207
Present value of minimum lease payments		32,158		76,372
Less current portion		6,949		14,326
Long-term portion	$	25,209	$	62,046

The table below presents information for lease costs related to the Company's finance and operating leases in thousands:


	For The Three Months Ended September 30,		For The Nine Months Ended September 30,
	2025	2024	2025	2024
Finance lease cost
Amortization of leased assets	$1,642	$1,039	$4,628	$2,163
Interest of lease liabilities	1,113	950	3,295	1,991
Operating lease cost
Operating lease cost (1)	6,995	6,644	14,950	10,556
Short-term lease cost (2)	1,004	996	1,969	1,838
Total lease cost	$10,754	$9,629	$24,842	$16,548

(1) Expenses are classified within Aircraft Rent on the Company's condensed consolidated statements of operations.

(2) Expenses are classified within Other on the Company's condensed consolidated statements of operations.

The Company utilizes the rate implicit in the lease whenever it is easily determined. For leases where the implicit rate is not readily available, we utilize our incremental borrowing rate as the discount rate. The table below presents lease terms and discount rates related to the Company's finance and operating leases:


	September 30, 2025			September 30, 2024
Weighted-average remaining lease term
Operating leases	5.62 years			6.08 years
Finance leases	5.01 years			6.58 years
Weighted-average discount rate
Operating leases		14.00	%		13.95	%
Finance leases		14.62	%		14.75	%

The table below presents cash and non-cash activities associated with our leases in thousands:


	For The Nine Months Ended September 30,
	2025		2024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	15,618	$	10,507
Financing cash flows from finance leases	$	3,783	$	1,427

The Company is subject to various legal proceedings in the normal course of business and records legal costs as incurred. Management believes these proceedings will not have a materially adverse effect on the Company.

11. LOSS PER SHARE

Basic earnings per share, which excludes dilution, is computed by dividing Net income (Loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. The number of incremental shares from the assumed issuance of shares relating to share based awards is calculated by applying the treasury stock method.

The following table shows the computation of basic and diluted earnings per share for the three months ended September 30, 2025 and 2024 in thousands, except share and per share amounts:


	Three Months Ended September 30,
	2025			2024
Numerator:
Net Loss	$	(1,959	)	$	(4,887	)
Denominator:
Weighted average common shares outstanding - Basic		64,664,058			60,817,884
Dilutive effect of stock options, RSUs and warrants		—			—
Weighted average common shares outstanding - Diluted		64,664,058			60,817,884
Basic loss per share	$	(0.03	)	$	(0.08	)
Diluted loss per share (1)	$	(0.03	)	$	(0.08	)

The following table shows the computation of basic and diluted earnings per share for the nine months ended September 30, 2025 and 2024 in thousands, except share and per share amounts:


	Nine Months Ended September 30,
	2025			2024
Numerator:
Net Loss	$	(1,197	)	$	(10,982	)
Denominator:
Weighted average common shares outstanding - Basic		63,649,789			60,024,188
Dilutive effect of stock options, RSUs and warrants		—			—
Weighted average common shares outstanding - Diluted		63,649,789			60,024,188
Basic loss per share	$	(0.02	)	$	(0.18	)
Diluted loss per share (1)	$	(0.02	)	$	(0.18	)

(1) There were 17,732,764 warrants and 7,292,844 RSUs outstanding at September 30, 2025 and there were 17,732,764 warrants, 246,667 options, and 5,262,221 RSUs outstanding at September 30, 2024. The Company excluded the warrants, options and RSUs from the calculation of diluted EPS for the three and nine months ended September 30, 2025 and 2024, as inclusion would have an anti-dilutive effect.

12. RELATED PARTY TRANSACTIONS

Related parties and related party transactions impacting the consolidated financial statements not disclosed elsewhere in these consolidated financial statements are summarized below and include transactions with the following individuals or entities.

As mentioned in footnote 3, on June 28, 2021, the Company completed the spin-out of Jetlines to GlobalX stockholders.

As of September 30, 2025 and 2024, amounts due to related parties include the following:

•

Jetlines earned $0 during the three and nine months ended on September 30, 2025, respectively, and it was owed $0, in relation to flights flown by Jetlines for GlobalX. Jetlines earned approximately $0.2 and $1.3 million during the three and nine months ended on September 30, 2024, respectively, and it was owed approximately $18,000, in relation to flights flown by Jetlines for GlobalX.

As described in footnote 4 above, on August 2 and December 21, 2023, the Company issued Secured Notes of $35.7 million to purchasers, including an entity of which its executive remained elected as a member of the Board of Directors of the Company during the last annual stockholders meeting in December 2024.

During the three and nine months ended September 30, 2025 and 2024, Red Oak Partners LLC (“Red Oak Partners”), the Red Oak Fund, LP, The Red Oak Long Fund, LP, and David Sandberg (collectively, the "Reporting Persons") were Section 16 filers with respect to the securities of Global Crossing Airlines Group Inc. As disclosed in a Form 4 filing made by the Reporting Persons on December 24, 2024, several investment funds for which Red Oak Partners, LLC serves as the investment manager, each of which individually owns less than 10% of the outstanding shares of the Company's common stock (the “Investment Vehicles”), purchased an aggregate of 20,000 shares on July 16, 2024 at a price of $.435 per share and 1,142,500 shares on July 16, 2024 at a price of $.45 per share that have been matched against sales by certain of the Investment Vehicles on December 19, 2024 of an aggregate of 1,162,500 shares a price of $.46 per share. The Reporting Persons note that the sales made by the Investment Vehicles represent standard rebalancing transactions made in the ordinary course of business.

The aforementioned purchase prices constitute the lowest purchase prices paid by the Investment Vehicles matched against the highest sale prices that the Investment Vehicles received for the sale of shares. Accordingly, the Reporting Persons delivered to the Company $11,925, representing the full amount of the Reporting Persons' pecuniary interest in the profit realized in connection with the short-swing transactions.

The Reporting Persons have advised the Company that the submission of payment by the Reporting Persons is not an admission that any such payment is required under Section 16(b) of the Securities Exchange Act of 1934, as amended, and the Reporting Persons reserve all of their rights with respect to such matter.

The Company recognized these proceeds as a capital contribution from stockholders and recorded an increase of $11,926, to additional paid-in capital in its unaudited condensed consolidated statement of changes in equity for the three and nine months ended September 30, 2025.

13. ACCRUED LIABILITIES

Accrued liabilities consisted of the following as of September 30, 2025 and December 31, 2024, in thousands:


	September 30, 2025		December 31, 2024
Salaries, wages and benefits	$	2,688	$	2,954
Passenger Taxes		11,143		6,254
Aircraft fuel		275		993
Contracted ground and aviation services		874		1,025
Maintenance		1,649		954
Aircraft Rent		2,921		2,981
Other		3,541		5,257
Accrued liabilities	$	23,091	$	20,418

14. REVENUE & CONTRACT LIABILITY

Deferred revenue for customer contracts represents amounts collected from, or invoiced to, customers in advance of revenue recognition. The balance of deferred revenue will increase or decrease based on the timing of invoices and recognition of revenue.

The following table presents disaggregated revenues by service type for the three and nine months ended September 30, 2025 and 2024 in thousands:


	Three Months Ended September 30,				Nine Months Ended September 30,
Revenue	2025		2024		2025		2024

Charter	$	2,310	$	14,987	$	48,143	$	73,618
ACMI		53,216		36,841		132,067		87,374
Other		2,496		608		5,794		2,825
Total	$	58,022	$	52,436	$	186,004	$	163,817

Significant changes in our deferred revenue liability balances during the period and year ended, September 30, 2025 and December 31, 2024, respectively, were as follows in thousands:


	September 30, 2025			December 31, 2024

Beginning Balance	$	8,903		$	9,896
Revenue Recognized		(8,903	)		(9,896	)
Amounts Collected or Invoiced		4,898			8,903
Ending Balance	$	4,898		$	8,903

During the three months ended September 30, 2025, two customers of the Company (referred to herein as “Customer A” and “Customer B”, respectively) accounted for approximately 57% and 13% of the Company's revenue, respectively, and during the nine months ended September 30, 2025, Customer A accounted for approximately 50% of the Company's revenue.

During the three and nine months ended September 30, 2024, Customer A and another customer (“Customer C”) accounted for approximately 48% and 12% and 39% and 13% of the Company's revenue, respectively. The Company expects to maintain these relationships with those customers.

15. SEGMENT INFORMATION

The Company’s business activity is providing customized, non-scheduled air transport services to customers. Management structured business model to derive revenue from customers from two types of contracts: (1) ACMI and (2) Charter, as discussed in Management's Discussion and Analysis of Financial Condition and Results of Operations.

The Company’s President and Chief Financial Officer is the Chief Operating Decision Maker (“CODM”). The Company manages the business activities on a consolidated basis and operates in one reportable segment. The CODM assesses performance for the Company’s single operating segment and decides how to allocate resources based on net income or loss that is also reported on the Condensed Consolidated Statement of Operations. Net income is used to monitor actual versus budget results.

Significant expenses within net income or loss, which include operating expenses, are each separately presented on the Company’s Condensed Consolidated Statements of Operations. Other segment items within net income or loss include Interest Expense, Loss in Canada Jetlines Operations Ltd. and Income tax expense. The measure of segment assets is reported on the Condensed Consolidated Balance Sheets as total consolidated assets.

16. SUBSEQUENT EVENTS

On June 6, 2025, the Company entered into a lease agreement for one A319 passenger aircraft. The two-year lease commenced on October 24, 2025. Under the agreement, the Company will pay the lessor a fixed monthly rent for 27 months, plus supplemental rent for maintenance of the aircraft.

Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the Financial Statements included in Item 1 of this report and the consolidated financial statements and the related notes to consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024. This Item 2 contains forward-looking statements that involve risks and uncertainties. Undue reliance should not be placed on these forward-looking statements, which speak only as of the date of this report. Actual results may differ materially from those expressed or implied in such forward-looking statements.

Background

Certain Terms - Glossary

The following represents terms and statistics specific to our business and industry. They are used by management to evaluate and measure operations, results, productivity, and efficiency.


ACMI	Service offering, whereby we provide outsourced cargo and passenger aircraft operating solutions, including the provision of an aircraft, crew, maintenance, and insurance, while customers assume fuel, demand and price risk. In addition, customers are generally responsible for landing, navigation and most other operational fees and costs.
Block Hour	The time interval between when an aircraft departs the terminal until it arrives at the destination terminal.
Charter	Service offering, whereby we provide cargo and passenger aircraft charter services to customers. The customer generally pays a fixed charter fee that includes fuel, insurance, landing fees, navigation fees and most other operational fees and costs.
Net Available Aircraft	The number of aircraft available each month reduced by (netted) days the aircraft is unavailable due to various maintenance events or deliveries during a month.
2Y Check	“Heavy” airframe maintenance checks, which are the most extensive in scope and are generally performed every two years and can take from 20 – 40 days to complete.
6Y Check	“Heavy” airframe maintenance checks, which are the most extensive in scope and are generally performed every six years and can take from 45-75 days to complete.
12Y Check	“Heavy” airframe maintenance checks, which are the most extensive in scope and are generally performed every twelve years and can take from 60 – 100 days to complete.
Heavy Maintenance	Scheduled maintenance activities that are extensive in scope and are primarily based on time or usage intervals, which include, but are not limited to 2Y Checks, 6Y Checks, 12Y Checks and engine overhauls. In addition, unscheduled engine repairs involving the removal of the engine from the aircraft are considered to be Heavy Maintenance.
Line Maintenance	Maintenance events occurring during normal day-to-day operations.
Non-heavy Maintenance	Discrete maintenance activities for the overhaul and repair of specific aircraft components, including landing gear, auxiliary power units and engine thrust reversers.
Utilization	The average number of Block Hours operated per day per aircraft.

Business Overview

GlobalX operates a U.S. Part 121 domestic flag and supplemental airline using the Airbus A320 family of aircraft, operating both passenger and cargo aircraft. GlobalX’s business model is to (1) provide services on an ACMI using wet lease contracts to airlines and non-airlines, and (2) on a Charter basis, provide passenger aircraft charter services to customers by charging an “all-in” fee that includes fuel, insurance, landing fees, navigation fees and most other operational fees and costs. GlobalX operates within the United States, Europe, Canada, Central and South America.

Business Strategy

GlobalX intends to become the best-in-class U.S. narrow-body, ACMI charter airline, operating both passenger and cargo charter aircraft while recruiting and maintaining a dynamic team of customer-centric flight crews, ground and maintenance teams and management staff.

GlobalX operates its A320 family aircraft for airlines, tour operators, college and professional sports teams, incentive groups, resorts and casino groups and government agencies. It is our goal to deliver best in class on time performance and dispatch reliability, expand existing relationships and develop additional relationships with leading charter/tour operators to provide aircraft during their peak seasons; and provide ad-hoc and track charter programs for non-airline customers.

Business Developments

During the nine-month period ended September 30, 2025, the team devoted efforts towards our stated goal of creating the largest narrow body charter operation in North America generating sustainable, long-term profits. To achieve this goal, GlobalX continues to invest in its three key assets–certifications, aircraft, and crew.

GlobalX achieved the following during the nine month period ended September 30, 2025:

•

Took delivery of one A321 passenger aircraft.

•

Entered into lease agreements for four A319 passenger aircrafts.

•

Purchased one A320 passenger aircraft which had been previously leased by GlobalX.

•

Took delivery of one A320 airframe.

•

Returned one A319 aircraft to the lessor per the terms of the applicable lease.

•

Completed six heavy maintenance events and thirty-three non-heavy maintenance events.

•

Continued to manage the hiring of new crew to match our crew levels to our current aircraft count. In total, we increased our pilot headcount from 140 to 154.

The Cargo Charter Market

GlobalX added the A321F (passenger to freighter) aircraft to its operating certificate during the first quarter of 2023. The Company continues to believe that the A321F will be a highly sought after cargo aircraft over the next few years as a replacement for the aging and retiring B757 freighter fleet. During nine months ended September 30, 2025, we had four cargo aircraft operating. GlobalX has seen over a 185% increase in block hours operated compared to the same period in 2024 attributed to contracts entered into during 2025. The cargo charter market continues to be soft due to, general economic conditions and excess capacity in the North American freight market. In response to this continued slowdown during the quarter, the Company continues to make progress establishing our reputation for on-time performance as the market better understands the capabilities of the A321F aircraft. While the Company cannot predict when the cargo market will recover, GlobalX has taken concrete steps to reduce our financial exposure in 2025 by canceling or deferring freighters ordered while expanding our customer base for the aircraft the Company does have.

The Passenger Charter Market

Unlike the cargo charter market, the passenger charter market continues to demonstrate strong demand. There are several macro factors, including the supply of aircraft, reduced direct competition, increased reliance on air charter by colleges and a general increased customer demand, driving increased demand for our services. GlobalX anticipates the high level of demand will continue through the end of the year and well into 2026. To address this demand, the Company has prioritized passenger aircraft deliveries over cargo, devoted sales and operational resources to develop long-term relationships with key customers and to expand the markets served as opportunities arise. Passenger charter services have continued to be the economic engine for GlobalX in 2025.

GlobalX Aircraft Fleet

Critical to GlobalX’s business model is, a fleet of modern and cost-effective aircraft. To achieve this objective, GlobalX has selected the A320 family of aircraft which it believes is the best overall single-aisle aircraft family to operate. This approach differs from traditional airlines, which purchase a variety of aircraft, often from different manufacturers, to achieve their operational flight sectors, resulting in increased training, operating and spare part costs. GlobalX conducted research to determine the best aircraft to fly in competition with other narrow-body charter airlines in the single-aisle seat market and GlobalX selected the A320 aircraft family.

The following factors support GlobalX’s choice to operate the Airbus A320 and A321 aircraft versus the Boeing 737 family of aircraft:

Cost and Operating factors: the A320 family of aircraft have lower fuel burn, and better aircraft and cockpit crew pool availability.

Operational Capability: the A320 family of aircraft has a range advantage over the Boeing 737-800 and can fly non-stop from Miami to selected airports in North America, South America, the Caribbean, and between most major destinations in Europe. The A320 has excellent maintenance dispatch reliability and strong availability of spare parts and components, making the A320, in management’s estimation, the most popular aircraft among low-cost airlines.

Passenger comfort: better seat width, cargo bin volume for carry-on baggage and cargo hold volume.

Aircraft Maintenance

GlobalX expects to continue to outsource heavy maintenance checks to FAA-approved service providers. The 6Y Checks and 12Y Checks will be primarily paid for using funds from the accrued maintenance reserves paid to lessors under operating leases.

Strategy to Address Competitive Response

The U.S. Charter market continues to evolve as several airlines provide charter aircraft. Specifically, Eastern Airlines Express, Breeze Airways and Avelo continue to dedicate aircraft to charter operations, each of which has increased competition and applied downward pricing pressure on the charter market. It is our expectation that our competitors, including Eastern Airlines Express, will continue to add aircraft to expand their business domestically and in the Caribbean. In response we are focusing on our core business, emphasizing on-time performance, customer service, reinforcing our differentiation of our Airbus product and actively soliciting longer-term contracts with key customers.

Experienced Management Team

Our management team has extensive operating and leadership experience in the airfreight, airline, and aircraft leasing, maintenance, and management industries at companies such as JetBlue Airways, Virgin America, American Airlines, US Airways, Atlas Air, Breeze Airways, DHL, Eastern Airlines Express, Emirates, North American Airlines, Miami Air, Spirit Airlines, Continental Airlines, Pan Am, and Flair Airlines, as well as the United States Army, and Air Force. In addition, our management team has a diversity of experience from other industries at companies such as KBR, Teladoc, Halliburton, Lehman Brothers, and the Burger King Corporation.

Results of Operations

The following discussion should be read in conjunction with our Financial Statements and other financial information appearing and referred to elsewhere in this report.

Three months ended September 30, 2025 and 2024

The following discussion should be read in conjunction with our Financial Statements and other financial information appearing and referred to elsewhere in this report.

The analysis of GlobalX results for the three month period ended on September 30, 2025 and 2024 requires an understanding of how the Company fundamentally evolved during that time period. 2024 was our third year of full operations and was a period where the Company was focused on securing new customers, entering new markets, and flying to new locations; primarily in the domestic and Caribbean markets.

In 2025, GlobalX has expanded on our existing relationships both domestically and internationally and grew operations in the ACMI market through increased focus on operating for government agencies and other key customers. As the Company grows, operational efficiency and margins have continued to improve. Our key metrics are block hours flown and block hours flown per available aircraft, which are the measures by which the Company tracks commercial activity. While other airlines discuss available seat miles, revenue per available seat mile (“rasm”), and cost per available seat mile (“casm”), these metrics are not germane to our business model as an ACMI and Charter operator. GlobalX charters the entire aircraft, does not take fuel risk, and does not take third party risk and therefore all results are evaluated on a block hour basis.

Revenue & Statistics

The following table compares our Operating Fleet (average aircraft equivalents during the period) and total Block Hours operated:


	Three Months Ended September 30,
Operating Fleet	2025		2024		Inc/(Dec)			% Change

A319		0.3		1.0		(0.7	)		-70.0	%
A320		10.0		9.7		0.3			3.1	%
A321		8.0		5.7		2.3			40.4	%
Total Operating Average Aircraft Equivalents		18.3		16.4		1.9			11.6	%

Net Aircraft Available		15.9		15.2		0.7			4.8	%
Total Block Hours		9,843		7,460		2,383			31.9	%
Average Utilization per available aircraft		617.5		490.8		126.7			25.8	%

The following table describes the degree to which variations in revenues in thousands can be attributed to fluctuations in prices and nature of GlobalX services.


	Three Months Ended September 30,
Revenue	2025		2024		Inc/(Dec)			% Change

Charter	$	2,310	$	14,987	$	(12,677	)	-84.6%
ACMI		53,216		36,841		16,375		44.4%
Other		2,496		608		1,888		310.3%
Total	$	58,022	$	52,436	$	5,586		10.7%

Block Hours

Charter		178		813		(635	)	-78.1%
Sub-service Charter		-		441		(441	)	-99.9%
Total Charter		178		1,254		(1,076	)	-85.8%
ACMI		9,469		6,408		3,061		47.8%
Subservice ACMI		58		163		(105	)	-64.5%
Total ACMI		9,527		6,571		2,956		45.0%
Non Revenue		196		239		(43	)	-18.0%
Total		9,901		8,064		1,837		22.8%

Revenue per Block Hour

Charter	$	13.0	$	12.0	$	1.0		8.3%
ACMI	$	5.6	$	5.6	$	-		0.0%

Charter revenue for the period decreased $12.7 million or 84.6%, from $15.0 million in 2024 to $2.3 million in 2025. The rate for Charter flying for the period increased 8.3% from $11,953 per block hour in 2024 to $13,015 per block hour in 2025, creating a $0.2 million increase. There was also a $12.9 million reduction for the period due to charter block hours decreasing 85.8% from 1,254 block hours in 2024 to 178 block hours in 2025. The decrease in charter block hours was due to an intentional focus on increased level of flying on an ACMI basis.

ACMI revenue for the period increased by $16.4 million or 44.4%, from $36.8 million in 2024 to $53.2 million in 2025. This variance was primarily driven by an increase from 6,571 block hours in 2024 to 9,527 block hours in 2025, an increase of 45.0% or 2,956 block hours. This volume accounted for a 101.2% or $16.6 million of the increase during the period.

Other revenue for the period increased by $1.9 million from $0.6 million in 2024 to $2.5 million in 2025. The increase was primarily driven by additional ancillary services provided to our customers.

Operating Expenses

The following table compares our Operating Expenses (in thousands):


	Three Months Ended September 30,
Operating Expenses	2025	2024	Inc/(Dec)	% Change
Salaries, Wages, & Benefits	$21,279	$17,404	$3,875	22.3%
Aircraft Fuel	1,340	4,104	(2,764)	-67.3%
Maintenance, materials and repairs	5,153	3,448	1,705	49.4%
Depreciation and amortization	3,245	1,866	1,379	73.9%
Contracted ground and aviation services	3,343	3,281	62	1.9%
Travel	1,708	2,216	(508)	-22.9%
Insurance	1,271	1,627	(356)	-21.9%
Aircraft Rent	14,649	16,031	(1,382)	-8.6%
Other	4,999	4,963	36	0.7%
Total Operating Expenses	$56,987	$54,940	$2,047	3.7%

Salaries, wages, and benefits for the period increased by $3.9 million, from $17.4 million in 2024 to $21.3 million in 2025, or 22.3%, primarily due to the hiring of personnel necessitated by the growing fleet and operations. Our total employees for the period increased 4.4% from 688 in 2024 to 718 in 2025 and pilots for the period increased from 144 in 2024 to 154 in 2025, or 6.9%.

Aircraft fuel for the period decreased by $2.8 million, from $4.1 million in 2024 to $1.3 million in 2025, or 67.3%, primarily driven by the volume of Charter and Non-Revenue block hours for the period which decreased by 64.5% or $2.7 million.

Maintenance, materials, and repairs for the period increased by $1.7 million, from $3.4 million in 2024 to $5.1 million in 2025, or 49.4%. An increase of $1.1 million for the period was primarily due to volume from the increase in both the number of aircraft to 18 aircraft in 2025 and the number of block hours operated which increased 2,382 or 31.9% from 7,460 block hours in 2024 to 9,843 block hours in 2025. Also, an increase of a $0.6 million increase for the period occurred as the rate per block hour increased 13.3% from $462 per block hour in 2024 to $524 per block hour in 2025.

Depreciation and amortization for the period increased $1.4 million, from $1.9 million in 2024 to $3.3 million in 2025 or 74.3%, primarily driven by aircraft deliveries secured on capital leases, the purchase of an A320 aircraft, and an increase in Rotable parts owned.

Travel for the period decreased $0.5 million, from $2.2 million in 2024 to $1.7 million in 2025 or 22.9%. Throughout the period we expanded local hiring in key bases that support our government agency business and the reliance on travel dropped and is a cost that we expect to be a continued focus throughout 2025.

Insurance for the period decreased $0.3 million, from $1.6 million in 2024 to $1.3 million in 2025 or 21.9%, primarily related to the receiving more favorable rates despite the increase in the number of aircraft.

Aircraft rent for the period decreased $1.4 million, from $16.0 million in 2024 to $14.6 million in 2025 or 8.6%, primarily driven by a $2.6 million decrease in short-term ACMI leases from other airlines as increased GlobalX capacity to meet demand was achieved. Adding to the savings was the decrease in the average number of aircraft on operating leases of aircraft in the fleet from 14.4 in 2024 to 13.3 in 2025 decreasing base rent expenses $0.3 million, of which, $0.5 million is due to decreased aircraft, offset by $0.2 million due to average rate across the fleet. The increase in block hours resulted in an increase for the period of $1.5 million in supplemental rent expenses.

Operating income (loss) for the period increased $3.5 million, from an operating loss of $2.5 million in 2024 to an operating income of $1.0 million in 2025. In addition, operating (loss) income as a percentage of revenue for the period improved from (4.4)% in 2024 to 1.8% in 2025. This was a direct result of GlobalX’s ability to grow its revenue faster than its cost structure as the airline focused on achieving scale and profitability. Two factors drove the improved margins. The first factor was utilization as our average utilization per available aircraft grew 25.8% for the period. The second factor was scale. As an example, when measured on a per block hour basis, there were savings on a per block hour basis in travel and insurance, which combined with the other factors to drive the improvement.

Non-operating Expenses

The following table compares our Non-operating Expenses (in thousands):


	Three Months Ended September 30,
Non-Operating Expenses (Income)	2025	2024	Inc/(Dec)	% Change

Interest Expense	$2,990	$2,385	$605	25.4%
Total Non-Operating Expenses (Income)	$2,990	$2,385	$605	25.4%

Interest expense for the period increased $0.6 million, from $2.4 million in 2024 to $3.0 million in 2025, driven by the increase of aircraft on capital lease from 1.0 to 4.0 equivalent aircraft, and the financed purchase of one A320 aircraft.

Net Loss

Net Loss for the period, due to events noted above, improved by $2.9 million, from $4.9 million in 2024 to $2.0 million in 2025.

Nine months ended September 30, 2025 and 2024

Revenue and Statistics

The following table compares our Operating Fleet (average aircraft equivalents during the period) and total Block Hours operated:


	Nine Months Ended September 30,
Operating Fleet	2025	2024	Inc/(Dec)	% Change

A319	0.8	1.0	(0.2)	-20.0%
A320	10.0	9.0	1.0	11.1%
A321	7.9	5.3	2.6	49.1%
Total Operating Average Aircraft Equivalents	18.7	15.3	3.4	22.2%

Net Aircraft Available	16.6	13.8	2.8	20.2%
Total Block Hours	25,072	19,252	5,820	30.2%
Average Utilization per available aircraft	1,512.2	1,395.1	117.0	8.4%

The following table describes the degree to which variations in revenues in thousands can be attributed to fluctuations in prices and nature of GlobalX services.


	Nine Months Ended September 30,
Revenue	2025		2024		Inc/(Dec)			% Change

Charter	$	48,143	$	73,618	$	(25,475	)	-34.6%
ACMI		132,067		87,374		44,693		51.2%
Other		5,794		2,825		2,969		105.1%
Total	$	186,004	$	163,817	$	22,187		13.5%

Block Hours

Charter		3,211		4,553		(1,342	)	-29.5%
Sub-service Charter		367		1,189		(822	)	-69.1%
Total Charter		3,578		5,742		(2,164	)	-37.7%
ACMI		21,315		14,141		7,174		50.7%
Subservice ACMI		73		634		(561	)	-88.5%
Total ACMI		21,388		14,775		6,613		44.8%
Non Revenue		546		558		(12	)	-2.2%
Total		25,512		21,075		4,437		21.1%

Revenue per Block Hour

Charter	$	13.5	$	12.8	$	0.7		5.5%
ACMI	$	6.2	$	5.9	$	0.3		5.1%

Charter revenue for the period decreased $25.5 million or 34.6%, from $73.6 million in 2024 to $48.1 million in 2025. The rate for Charter flying for the period increased 5.5% from $12,823 per block hour in 2024 to $13,457 per block hour in 2025, creating a $2.2 million increase. This was primarily offset by a $27.7 million reduction due to charter block hours decreasing 37.7% from 5,742 block hours in 2024 to 3,578 block hours in 2025. The decrease in charter block hours was due to an intentional focus on increased level of flying on an ACMI basis.

ACMI revenue for the period increased by $44.7 million or 51.2%, from $87.4 million in 2024 to $132.1 million in 2025. This variance was primarily driven by an increase from 14,141 block hours in 2024 to 21,388 block hours in 2025, an increase of 44.8% or 6,613 block hours. This volume accounted for 87.5% or $39.1 million of the increase during the period. The average revenue per block hour for the period increased by $261 per block hour from $5,914 per block hour in 2024 to $6,175 per block hour in 2025. The rate increase accounted for $5.6 million or 12.5% of the increase during the period. The primary driver for the increase was related to both high market demand and a shortage of supply as competitors reduce capacity.

Other revenue for the period increased by $3.0 million from $2.8 million in 2024 to $5.8 million in 2025. The increase was primarily driven by additional ancillary services provided to our customers.

Operating Expenses

The following table compares our Operating Expenses (in thousands):


	Nine Months Ended September 30,
Operating Expenses	2025	2024	Inc/(Dec)	% Change
Salaries, Wages, & Benefits	$59,979	$50,923	$9,056	17.8%
Aircraft Fuel	11,782	17,904	(6,122)	-34.2%
Maintenance, materials and repairs	14,413	9,026	5,387	59.7%
Depreciation and amortization	8,099	4,476	3,623	80.9%
Contracted ground and aviation services	14,123	14,941	(818)	-5.5%
Travel	6,988	9,185	(2,197)	-23.9%
Insurance	3,808	4,815	(1,007)	-20.9%
Aircraft Rent	43,809	43,554	255	0.6%
Other	15,582	13,573	2,009	14.8%
Total Operating Expenses	$178,583	$168,397	$10,186	6.0%


Large accelerated filer	[ ]	Accelerated filer	[ ]
Non-accelerated filer	[X]	Smaller reporting company	[X]
		Emerging growth company	[X]


Global Crossing Airlines Group Inc.		Page

ITEM 1. GLOBAL CROSSING AIRLINES GROUP INC. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheets as of September 30, 2025 (Unaudited) and December 31, 2024		3
Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited)		4
Condensed Consolidated Statements of Stockholders' Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited)		5
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (Unaudited)		6
Notes to Condensed Consolidated Financial Statements (Unaudited)		7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		21
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK		29
ITEM 4. CONTROLS AND PROCEDURES		30
PART II - OTHER INFORMATION		31
ITEM 6. EXHIBITS		32
SIGNATURES		33


Exhibit Number		Description
10.1		Aircraft Airframe Finance Lease Agreement between TVPX Aircraft Solutions, Inc., not in its individual capacity but solely as Owner Trustee, and Global Crossing Airlines, Inc.
10.2		Certificate of Acceptance (MSN 2840), by Global Crossing Airlines, Inc., to TVPX Aircraft Solutions Inc., not in its individual capacity but solely as Owner Trustee.
10.3		IATA Document No. 5016-01 Master Short-term Engine Lease Agreement October 2012, prepared in conjunction with the Aviation Working Group.
10.4		Lease Agreement ESN V12844, dated as of August 15, 2025 between Gryphon Trading Company, LLC, and Global Crossing Airlines, Inc.
10.5		Engine Lease General Terms Agreement, dated as of January 17, 2024 between WWTAI Airopco 1 Bermuda LTD., and Global Crossing Airlines, Inc.
10.6		Equipment Schedule No. 3, dated as of August 8, 2025 between WWTAI Airopco 1 Bermuda LTD., and Global Crossing Airlines, Inc.
31.1		Rule 13a-14(a)/15d-14(a) Certification of acting principal executive officer.
31.2		Rule 13a-14(a)/15d-14(a) Certification of acting principal financial officer.
32.1*		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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101.SCH		Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.
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