Gogo Inc. — Director's Dealing 2020

Dec 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Gogo Inc. (GOGO)
CIK: 0001537054
Period of Report: 2020-11-30

Reporting Person: WADE JOHN (President, CA division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-11-30	Common Stock	M	55250	—	Acquired	103802	Direct
2020-11-30	Common Stock	F	17470	$10.54	Disposed	86332	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-11-30	Restricted Stock Units	$	M	55250	Disposed		Common Stock (55250)	Direct

Footnotes

F1: Restricted stock units convert into common stock on a one-for-one basis.

F2: On December 1, 2020, the Company sold its commercial aviation division to a subsidiary of Intelsat S.A. ("Buyer"). Upon the closing of the sale, Mr. Wade ceased to be employed by the Company and became an employee of Buyer. These restricted stock units will vest upon the earlier of (i) December 1, 2021 and (ii) the date of Mr. Wade's termination of employment by Buyer as a result of death, Disability, or termination without Cause or his resignation for Good Reason; provided, however, that such vesting shall not apply if Mr. Wade is terminated for Cause or resigns without Good Reason (including, for the avoidance of doubt, his Retirement) prior to December 1, 2021 which, in each case, shall result in the forfeiture of such restricted stock units as of such time.