Gogo Inc. — Director's Dealing 2020

Jun 16, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Gogo Inc. (GOGO)
CIK: 0001537054
Period of Report: 2020-06-12

Reporting Person: THORNE OAKLEIGH (Director, President and CEO, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-06-12	Options (Right to Buy)	$9.39	D	700000	Disposed	2028-03-04	Common Stock (700000)	Direct
2020-06-12	Options (Right to Buy)	$9.39	D	86750	Disposed	2028-03-04	Common Stock (86750)	Direct
2020-06-12	Options (Right to Buy)	$9.39	D	86750	Disposed	2028-03-04	Common Stock (86750)	Direct
2020-06-12	Options (Right to Buy)	$4.57	D	47500	Disposed	2029-03-10	Common Stock (47500)	Direct
2020-06-12	Options (Right to Buy)	$4.57	D	142500	Disposed	2029-03-10	Common Stock (142500)	Direct
2020-06-12	Options (Right to Buy)	$2.61	A	625591	Acquired	2030-06-12	Common Stock (625591)	Direct

Footnotes

F1: These options provided for vesting as follows: (i) 25% of the options vest on the first anniversary of March 4, 2018 and (ii) the remaining 75% of the options vest in equal monthly installments on the three year period beginning immediately following the first anniversary of March 4, 2018, in each case, subject to continued employment with the Company.

F2: On June 12, 2020, the issuer cancelled, pursuant to the issuer's option exchange program, (i) options to purchase 700,000 shares of common stock granted to the reporting person on March 4, 2018, (ii) options to purchase 86,750 shares of common stock granted to the reporting person on March 4, 2018, (iii) options to purchase 86,750 shares of common stock granted to the reporting person on March 4, 2018, (iv) options to purchase 47,500 shares of common stock granted to the reporting person on March 10, 2019 and (v) options to purchase 142,500 shares of common stock granted to the reporting person on March 10, 2019. In exchange, the reporting person received replacement options to purchase 625,591 shares, having an exercise price of $2.61 per share.

F3: These options provided for vesting in four annual installments beginning on the first anniversary of March 4, 2018, subject to continued employment with the Company.

F4: Following the elimination of the performance conditions for these options by the Compensation Committee of the Company, these options provided for vesting in four annual installments beginning on the first anniversary of March 4, 2018, subject to continued employment with the Company.

F5: Following the elimination of the performance conditions for these options by the Compensation Committee of the Company, these options provided for vesting in four annual installments beginning on the first anniversary of March 10, 2019, subject to continued employment with the Company.

F6: These options provided for vesting in four annual installments beginning on the first anniversary of March 10, 2019, subject to continued employment with the Company.

F7: These options vest on December 31, 2022, subject to continued employment with the Company.