Sec Form 4 Filing - RICH BRADFORD R @ MESA AIR GROUP INC - 2023-03-20

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
RICH BRADFORD R
2. Issuer Name and Ticker or Trading Symbol
MESA AIR GROUP INC [ MESA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP & Chief Operating Officer
(Last) (First) (Middle)
C/O MESA AIR GROUP, INC., 410 N. 44TH STREET, SUITE 700
3. Date of Earliest Transaction (MM/DD/YY)
03/20/2023
(Street)
PHOENIX, AZ85008
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/20/2023 M 21,300 A $ 0 67,794 D
Common Stock 03/20/2023 F 10,170 D $ 2.1 57,624 D
Common Stock 03/20/2023 M 4,607 A $ 0 62,231 D
Common Stock 03/20/2023 F 2,200 A $ 2.1 60,031 D
Common Stock 03/20/2023 M 15,723 A $ 0 75,754 D
Common Stock 03/20/2023 F 7,508 D $ 2.1 68,246 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit Award $ 0 03/14/2023 A 95,238 03/20/2024( 1 ) ( 1 ) Common Stock 95,238 $ 0 165,527 D
Restricted Stock Unit $ 0 03/20/2023 M 21,300 ( 2 ) ( 2 ) Common Stock 21,300 $ 0 144,227 D
Restricted Stock Unit $ 0 03/20/2023 M 4,607 ( 3 ) ( 3 ) Common Stock 4,607 $ 0 139,620 D
Restricted Stock Unit $ 0 03/20/2023 M 15,723 ( 4 ) ( 4 ) Common Stock 15,723 $ 0 123,897 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RICH BRADFORD R
C/O MESA AIR GROUP, INC.
410 N. 44TH STREET, SUITE 700
PHOENIX, AZ85008
EVP & Chief Operating Officer
Signatures
/s/ Bradford Rich 03/22/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit ("RSU") represents a contingent right to receive, on a one-for-one basis, common stock of the Issuer. AnRSU award of 95,238 was granted under the 2018 Equity Incentive Plan on March 14, 2023. This award shall vest annually in threeequal installments beginning on March 20, 2024, March 20, 2025 and March 20, 2026, until fully vested.
( 2 )A restricted stock unit award of 63,898 was granted under the 2018 Equity Incentive Plan on March 26, 2020. This award is fully vested.
( 3 )A restricted stock unit award of 13,822 was granted under the 2018 Equity Incentive Plan on March 20, 2021. These restricted stock units shall vest annually in equal one-third increments beginning on March 20, 2022, until fully vested.
( 4 )A restricted stock unit award was granted under the 2018 Equity Incentive Plan on March 23, 2022. This award will vest as follows: 15,723 on March 20, 2023, 15,723 on March 20, 2024, and 15,724 on March 20, 2025.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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