SCHEDULE: Galloway Capital Boosts Stake in Global Crossing Airlines

Galloway Capital Partners, LLC and affiliates have increased their ownership in Global Crossing Airlines Group Inc. to 6.24%, citing undervaluation and urging strategic alternatives.

Summary

• Galloway Capital Partners, LLC and its affiliates (Reporting Persons) now beneficially own 4,082,000 shares of Global Crossing Airlines Group Inc. Common Stock.
• This represents approximately 6.24% of the company's outstanding shares, based on 65,387,229 shares as of November 5, 2025.
• The shares were acquired through open market purchases from August 2024 through December 2025 at an approximate average price of $0.69 per share.
• The Reporting Persons believe the company is "extremely undervalued" and "trading at a significant discount."
• They intend to engage with management and the Board to enhance shareholder awareness and value.
• They urge the Board to consider engaging an investment bank to explore strategic transactions such as an acquisition, merger, sale, or going private transaction.

Sentiment

Score: 4

Explanation: The sentiment is moderately negative regarding the current valuation and management's perceived inaction, as indicated by the activist investor's belief that the company is 'extremely undervalued' and their call for strategic alternatives. However, it also carries a positive undertone for potential future shareholder value creation if the proposed actions are taken.

Positives

• A significant investor group believes Global Crossing Airlines Group Inc. is "extremely undervalued" and has "growth potential."
• Galloway Capital Partners intends to actively work with management and the Board to enhance shareholder value.
• The investor group is advocating for exploring strategic transactions that could unlock value for shareholders, including potential acquisition, merger, sale, or going private.

Negatives

• The Reporting Persons explicitly state their belief that the company's share price is "undervalued" and "trading at a significant discount."
• The call for exploring strategic transactions implies dissatisfaction with the current market valuation and potentially the existing strategy.

Risks

• The company's shares are perceived by a significant shareholder to be "undervalued" and "trading at a significant discount," which could indicate underlying issues or market misperception.
• Activist investor engagement could lead to management distraction or pressure for short-term gains over long-term strategy.
• The exploration of strategic alternatives (acquisition, merger, sale, or going private) introduces uncertainty regarding the company's future structure and independence.

Future Outlook

Galloway Capital Partners intends to review its investment continuously and may acquire or sell additional securities. They plan to engage with the Board and management regarding the company's performance, operations, management, governance, capital allocation, and strategy. They also urge the Board to explore strategic transactions like an acquisition, merger, sale, or going private transaction to create shareholder value.

Management Comments

• "We continue to believe the Company is extremely undervalued based on its underlying fundamentals and growth potential." (Bruce Galloway, Chief Investment Officer of Galloway Capital Partners, LLC)
• "Our experienced team seeks to work with management and the Board to enhance shareholder awareness and value." (Bruce Galloway)
• "We also urge the Board to engage the services of an experienced investment bank or advisor to explore transactions to create shareholder value which may include an acquisition, merger, sale, or going private transaction." (Bruce Galloway)

Industry Context

This filing indicates an activist investor taking a significant stake in an airline group, suggesting a belief that the company's market valuation does not reflect its true potential or assets. Such actions are common in industries where companies might be perceived as undervalued due to market conditions, operational inefficiencies, or lack of strategic clarity. The call for strategic alternatives like mergers or acquisitions is a typical move by activist investors seeking to unlock value in mature or consolidating industries.

Comparison to Industry Standards

• The filing does not provide specific financial results or operational metrics for direct comparison to industry benchmarks or comparable companies.
• The activist investor's belief that Global Crossing Airlines Group Inc. is "extremely undervalued" suggests a perceived discrepancy between the company's valuation and that of its peers or industry averages, though no specific comparable companies or projects are named.
• The call for exploring strategic transactions (acquisition, merger, sale, or going private) aligns with common activist strategies seen across various industries when a company's market capitalization is deemed to be below its intrinsic value or potential.

Stakeholder Impact

• Shareholders: Potential for increased shareholder value if strategic alternatives are pursued successfully; uncertainty regarding the company's future direction.
• Management/Board: Increased scrutiny and pressure from a significant activist investor to address valuation concerns and explore strategic options.
• Employees: Potential for changes in company structure or operations if strategic transactions like mergers or acquisitions occur.

Next Steps

• Galloway Capital Partners intends to review its investment in Global Crossing Airlines Group Inc. on a continuing basis.
• They may acquire additional securities or sell existing holdings.
• They plan to engage with the Board and management regarding the company's performance, operations, management, governance, capital allocation policies, and strategy.
• They urge the Board to engage an experienced investment bank or advisor to explore strategic transactions, including acquisition, merger, sale, or going private.

Key Dates

Recommendation

The filing indicates a significant activist investor believes Global Crossing Airlines Group Inc. is "extremely undervalued" and has "growth potential," acquiring a 6.24% stake at an average price of $0.69 per share. The investor group intends to engage with management and the Board to explore strategic transactions (acquisition, merger, sale, or going private) to unlock shareholder value. This activist involvement, coupled with the stated belief in undervaluation, suggests a potential catalyst for future share price appreciation, making it a "buy" for investors who believe the activist can successfully drive value creation.

Keywords

Global Crossing Airlines Group Inc., Galloway Capital Partners, Schedule 13D, Activist Investor, Shareholder Value, Undervalued Stock, Strategic Alternatives, Merger, Acquisition, Going Private