Form 8-K - Current report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 6, 2024

SURF AIR MOBILITY INC.

(Exact name of registrant as specified in its charter)


Delaware	001-41759	36-5025592
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

12111 S. Crenshaw Blvd.

Hawthorne, CA 90250

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code:

(424) 332-5480

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class:	Trading Symbol(s)	Name of Each Exchange on Which Registered:
Common stock, par value $0.0001 per share	SRFM	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

Surf Air Mobility Inc's. (the “Company”) Southern management incentive bonus plan (the “Southern MIP”) provides for two tranches of awards totaling up to $40 million in each, or up to $80 million in the aggregate, based on achievement of qualifying revenue targets during the 15 month period following the Company’s acquisition of Southern Airways Corporation (the "Tranche 1 Period") and a subsequent 12-month period. On December 6, 2024 an ad hoc committee of the Company's board of directors, acting as “Administrator” under the Southern MIP, determined that the targets set for the Tranche 1 Period were not met, and no payment for the first tranche is due. Prior to this determination, 58% (potentially equivalent to up to $46.4 million) of those eligible for awards under the Incentive Bonus Plan elected to exchange their potential awards for both tranches for a one time equity grant of restricted stock units issued under the Company’s 2023 equity incentive plan. Accordingly, only 42% (potentially equivalent to up to $16.8 million) of the second tranche of the Southern MIP remains achievable to participants and only if all remaining conditions and targets are met.

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.


	SURF AIR MOBILITY INC.

Date: December 12, 2024	By:	/s/ Deanna White
	Name:	Deanna White
	Title:	Chief Executive Officer

Deanna White Appointed as Surf Air Mobility’s Chief Executive Officer

Ms. White has served as Surf Air Mobility’s Interim CEO & COO since May 2024, and had previously served as the Company’s CFO.

LOS ANGELES — December 10, 2024 — Surf Air Mobility Inc. (NYSE: SRFM) (“the Company”, “Surf Air”), a leading regional air mobility platform, announced today it has appointed Deanna White to the position of Chief Executive Officer & Chief Operating Officer, after having served as the Company’s Interim CEO & COO since May 2024. Ms. White also previously served as Surf Air Mobility’s Chief Financial Officer from May 2022 to December 2023.

“Deanna’s clear vision of the company’s future and her proven track record makes her perfectly suited to continue to lead Surf Air. Deanna has earned her appointment as Surf Air Mobility CEO & COO as the company continues to execute its Transformation Plan and works to bring its airline operations to profitability in the near term,” said Carl Albert, Chairman of Surf Air Mobility.

Ms. White brings years of aviation experience and commitment to transforming flight. She has served as COO at Kitty Hawk, where she led the business operations and commercialization of an R&D eVTOL aircraft program, which was sold to Boeing during her tenure and subsequently rebranded as Wisk Aero. She also served as CFO and CEO of Bombardier Flexjet, a global leader in private aviation, which was ultimately sold to Directional Aviation Capital.

“I’m honored to continue to lead this amazing team,” said Deanna White, CEO of Surf Air Mobility. “Becoming a profitable airline operation is the primary goal of the second phase of our Transformation Plan. I’m confident in our ability to reach that milestone in 2025 with a business that requires less capital to operate and a much strengthened balance sheet.”

About Surf Air Mobility

Surf Air Mobility is a Los Angeles-based regional air mobility platform and the largest commuter airline in the U.S. by scheduled departures as well as the largest passenger operator of Cessna Caravans in the U.S. In addition to its airline operations, Surf Air Mobility is currently developing an AI powered airline software operating system and is working toward certification of electric powertrain technology. Surf Air Mobility plans to offer our technology solutions to the entire regional air mobility industry to improve safety, efficiency, profitability and reduce emissions.

Forward-Looking Statements

This Press Release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding Surf Air’s implementation of its transformation strategy; Surf Air’s ability to anticipate the future needs of the air mobility market; future trends in the aviation industry, generally; Surf Air’s profitability and future financial results; and Surf Air’s balance sheet and liquidity. Readers of this release should be aware of the speculative nature of forward-looking statements. These statements are based on the beliefs of the Company’s management as well as assumptions made by and information currently available to the Company and reflect the Company’s current views concerning future events. As such, they are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, among many others: Surf Air’s future ability to pay contractual obligations and liquidity will depend on operating performance, cash flow and ability to secure adequate financing; the dependence on third-party partners and suppliers for the components and collaboration in Surf Air’s development of electrified powertrains and its advanced air mobility software platform, and any interruptions, disagreements or delays with those partners and suppliers; the inability to execute business objectives and growth strategies successfully or sustain Surf Air’s growth; the inability of Surf Air’s customers to pay for Surf Air’s services; the inability of Surf Air to obtain additional financing or access the capital markets to fund its ongoing operations on acceptable terms and conditions; the outcome of any legal proceedings that might be

instituted against Surf Air, the risks associated with Surf Air’s obligations to comply with applicable laws, government regulations and rules and standards of the New York Stock Exchange; and general economic conditions. These and other risks are discussed in detail in the periodic reports that the Company files with the SEC, and investors are urged to review those periodic reports and the Company’s other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov, before making an investment decision. The Company assumes no obligation to update its forward-looking statements except as required by law.

Surf Air Mobility Contacts

Press: press@surfair.com

Investors: investors@surfair.com

Cover	Dec. 06, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 06, 2024
Entity File Number	001-41759
Entity Registrant Name	SURF AIR MOBILITY INC.
Entity Central Index Key	0001936224
Entity Tax Identification Number	36-5025592
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	12111 S. Crenshaw Blvd.
Entity Address, City or Town	Hawthorne
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90250
City Area Code	424
Local Phone Number	332-5480
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	SRFM
Security Exchange Name	NYSE
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false