Sec Form 4 Filing - Thorndale Farm, Inc. @ Gogo Inc. - 2022-05-06

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 Thorndale Farm, Inc. 2. Issuer Name and Ticker or Trading Symbol Gogo Inc. [ GOGO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 63 FRONT STREET, P.O. BOX 258 3. Date of Earliest Transaction (MM/DD/YY) 05/06/2022 (Street) MILLBROOK, NY12545 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 05/06/2022 C( 1 ) 1,333,333 A $ 6 27,258,136( 2 ) I See Footnote( 2 )

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 6.00% Convertible Senior Notes due 2022 $ 6 05/06/2022 C( 1 ) 8,000,000 01/15/2022 05/15/2022 Common Stock 1,333,333 $ 0 0 I See Footnote( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Thorndale Farm, Inc. 63 FRONT STREET, P.O. BOX 258 MILLBROOK, NY12545 X Thorndale Farm Gogo, LLC 63 FRONT STREET, P.O. BOX 258 MILLBROOK, NY12545 X THORNE OAKLEIGH 63 FRONT STREET, P.O. BOX 258 MILLBROOK, NY12545 X X Chief Executive Officer Signatures Thorndale Farm, Inc., By: Oakleigh Thorne, Chief Executive Officer, /s/ Oakleigh Thorne 05/10/2022 Signature of Reporting Person Date Thorndale Farm Gogo, LLC, By: Thorndale Farm, Inc., its Manager, By: Oakleigh Thorne, Chief Executive Officer, /s/ Oakleigh Thorne 05/10/2022 Signature of Reporting Person Date Oakleigh Thorne, /s/ Oakleigh Thorne 05/10/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reported transaction involved the conversion of 6.00% Convertible Senior Notes due 2022, which were held by Thorndale Farm Private Equity 2, LLC, and concurrent assignment of the shares of common stock received in connection with such conversion to Thorndale Farm Gogo, LLC. ( 2 )Reflects (i) 27,118,600 shares of common stock held directly by Thorndale Farm Gogo, LLC and (ii) 139,536 shares of common stock held directly by OAP, LLC. Thorndale Farm, Inc. is the managing member of Thorndale Farm Gogo, LLC. Mr. Thorne, as the chief executive officer of Thorndale Farm, Inc., may be deemed to have beneficial ownership of the shares of common stock held by Thorndale Farm Gogo, LLC. Additionally, Mr. Thorne, as the managing member of OAP, LLC, may be deemed to have beneficial ownership of the shares of common stock held by OAP, LLC. Mr. Thorne and Thorndale Farm, Inc. disclaim beneficial ownership of such shares of common stock except, in each case, to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Mr. Thorne or Thorndale Farm, Inc. is a beneficial owner of such shares of common stock for purposes of Section 16 or for any other purpose. ( 3 )Reflects 6.00% Convertible Senior Notes due 2022 held by Thorndale Farm Private Equity 2, LLC. Thorndale Farm, Inc., as the managing member of Thorndale Farm Private Equity 2, LLC, may be deemed to have beneficial ownership of the 6.00% Convertible Senior Notes due 2022 held by Thorndale Farm Private Equity 2, LLC. Thorndale Farm, Inc. and Mr. Thorne, as the Chief Executive Officer of Thorndale Farm, Inc., disclaim beneficial ownership of such 6.00% Convertible Senior Notes due 2022 except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Thorndale Farm, Inc. or Mr. Thorne is the beneficial owner of such 6.00% Convertible Senior Notes due 2022. In connection with the conversion, Thorndale Farm Private Equity 2, LLC assigned the shares of common stock received as a result of the conversion to Thorndale Farm Gogo, LLC.

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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