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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On April 26, 2023, the Board of Directors of Gogo Inc. (the “Company”) appointed Michael Abad-Santos to fill the vacancy of the Board of Directors (the “Board”), effective immediately. Mr. Abad-Santos, age 50, serves as the Chief Executive Officer of BridgeComm, Inc. (“BridgeComm”). He joined BridgeComm in 2019 and served as the Senior Vice President of Strategy & Business Development until his appointment to Chief Executive Officer in 2021. Prior to joining BridgeComm, Mr. Abad-Santos held a range of executive roles, including Senior Vice President, Americas, at LeoSat Enterprises from 2016 to 2019, where he led commercial activities, strategy development and execution in the Americas region, as well as government activities worldwide, and Chief Commercial Officer at TrustComm Inc. from 2014 to 2016. Mr. Abad-Santos also served as Senior Vice President, Global Government at Inmarsat from 2011 to 2014.
Mr. Abad-Santos will serve as a Class III director and hold office until the Company’s 2025 annual meeting of stockholders and until his successor is duly elected and qualified or until his earlier death, incapacity, resignation or removal. Mr. Abad-Santos has not been appointed to serve on any Board committee at this time.
Mr. Abad-Santos, as a non-employee director, will receive the director compensation described in the Company’s proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 27, 2023 (the “Proxy Statement”). We also expect to enter into an indemnification agreement with Mr. Abad-Santos. The form of indemnification agreement is an exhibit to the Company’s Annual Report on Form 10-K filed with the SEC on February 28, 2023, and is described in the Proxy Statement.
There are no arrangements or understandings between Mr. Abad-Santos and any other person pursuant to which Mr. Abad-Santos was selected as a director. There are no transactions in which Mr. Abad-Santos has an interest that would require disclosure by the Company under Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits
Exhibit No. |
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Description |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
GOGO INC.
By: /s/ Crystal L. Gordon
Crystal L. Gordon
Executive Vice President, General Counsel and
Secretary
Date: May 2, 2023