Spirit Aviation Holdings, Inc. — fact timeline

Spirit Aviation Holdings, Inc. entered into Restructuring Support Agreement with Consenting DIP Lenders valued at Restructuring Support Agreement providing for DIP loan prepayments, cash use covenants, equity issua (effective 2026-03-13).

“On March 13, 2026, the Debtors entered into a Restructuring Support Agreement (the “ Restructuring Support Agreement ”) with certain holders (collectively, the “ Consenting DIP Lenders ”) of approximately (i) 74.6% of the aggregate principal amount of the new money term loans (the “ New Money DIP Loans ”) issued under that certain Superpriority Secured Priming Debtor-in-Possession Credit Agreement dated as of October 14, 2025 (as further amended, restated, amended and restated, supplemented, or otherwise modified from time to time), by and among Spirit Airlines, LLC, as Borrower, Spirit Aviation Holdings, Inc., as Holdings, the other Debtors party thereto as Guarantors, Wilmington Trust, National Association, as Administrative Agent and Collateral Agent, and the lenders from time to time party thereto (the “ DIP Credit Agreement ”); (ii) 71.8% of Roll-Up DIP Loans issued under the DIP Credit Agreement; and (iii) 60.0% of the Debtors’ non-rolled up PIK Toggle Senior Secured Notes due 20”

Spirit Aviation Holdings, Inc. entered into Consent and Waiver with certain beneficial and record holders of the Company's common stock and warrants (effective 2026-03-05).

“On March 5, 2026, Spirit Aviation Holdings, Inc. (the “Company”) and certain beneficial and record holders (the “Holders”) of the shares of common stock of the Company (the “Common Stock”) and the warrants of the Company entered into a consent and waiver (the “Consent and Waiver”) to that certain Registration Rights Agreement, dated as of March 12, 2025 (the “Registration Rights Agreement”).”

Spirit Aviation Holdings, Inc. amended DIP Credit Agreement Amendment with Wilmington Trust, National Association, as administrative agent and collateral agent, and the Required DIP Lenders (effective 2025-12-15).

“On December 15, 2025, the DIP Borrower, the Required DIP Lenders (as defined in the DIP Credit Agreement) and the Agent entered into Amendment No. 1 to the DIP Credit Agreement (the "DIP Credit Agreement Amendment").”

Spirit Aviation Holdings, Inc. amended credit facility with Required DIP Lenders and Wilmington Trust, National Association, as administrative agent and collateral agent.

“On December 15, 2025, the DIP Borrower, the Required DIP Lenders (as defined in the DIP Credit Agreement) and the Agent entered into Amendment No. 1 to the DIP Credit Agreement (the “DIP Credit Agreement Amendment”).”

Spirit Aviation Holdings, Inc. received a nyse_american delisting notice notice regarding other (rules 1003(c)(iii)).

“September 2, 2025, Spirit Aviation Holdings, Inc. (the “Company”) received a notice from the staff of NYSE Regulation (“NYSE Regulation”) that it had determined to commence proceedings to delist the common stock, par value $0.0001, of the Company (the “Common Stock”) from NYSE American LLC (“NYSE American”) and that trading in the Common Stock was suspended immediately on September 2, 2025. NYSE Regulation reached its decision that the Company is no longer suitable for listing pursuant to Section 1003(c)(iii) of the NYSE American Company Guide after the Company disclosed in its August 29, 2025”

Spirit Aviation Holdings, Inc. entered chapter 11 in U.S. Bankruptcy Court for the Southern District of New York (petition 2025-08-29).

“On August 29, 2025, Spirit Aviation Holdings, Inc. ("Spirit" or the "Company"), as well as Spirit Airlines, LLC (formerly known as Spirit Airlines, Inc.) ("Spirit Airlines"), Spirit IP Cayman Ltd. ("Brand IP Issuer"), Spirit Loyalty Cayman Ltd. ("Loyalty IP Issuer" and, together with Brand IP Issuer, the "Co-Issuers"), Spirit Finance Cayman 1 Ltd., Spirit Finance Cayman 2 Ltd. each a direct or indirect subsidiary of Spirit, filed a petition under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the Bankruptcy Court (the "Chapter 11 Cases").”

Spirit Aviation Holdings, Inc. incurred revolving credit of $275.0 million with Citibank, N.A. (administrative agent) and Wilmington Trust, National Association (collateral agent) maturing March 12, 2028.

“On August 21, 2025, Spirit borrowed the entire available amount of $275.0 million under the Revolving Credit Facility. Borrowings under the Revolving Credit Facility will mature on March 12, 2028.”

Spirit Aviation Holdings, Inc. incurred revolving credit of $275.0 million with Citibank, N.A. maturing September 30, 2026.

“On August 21, 2025, Spirit borrowed the entire available amount of $275.0 million under the Revolving Credit Facility. Borrowings under the Revolving Credit Facility will mature on September 30, 2026.”

Spirit Aviation Holdings, Inc. received a nyse_american deficiency notice notice regarding late filing (rules 12B-25).

“May 20, 2025, Spirit Aviation Holdings, Inc. (the “Company”) received a written notice from NYSE Regulation (the “Notice”) stating that the Company is not in compliance with the continued listing standards of the NYSE American LLC (“NYSE American”, or the “Exchange”), due to its delayed filing of the SEC Form 10-Q for the period ended March 31, 2025 by the filing due date of May 19, 2025. On May 12, 2025, the Company filed with the SEC a Notification of Late Filing on Form 12b-25, which noted that the late filing of the Form 10-Q occurred because of the substantial additional work required to”

David Davis was appointed as President and Chief Executive Officer at Spirit Aviation Holdings, Inc..

“On April 17, 2025, Spirit Aviation Holdings, Inc. (“Spirit” or the “Company”) announced the appointment of David Davis as President, Chief Executive Officer of the Company and as a member of the Board of Directors of the Company (the “Board”), in each case to be effective April 21, 2025.”

Edward M. Christie, III departed as President, Chief Executive Officer and director at Spirit Aviation Holdings, Inc..

“On April 6, 2025, Edward M. Christie, III, President, Chief Executive Officer and director of Spirit Aviation Holdings, Inc. (the “Company”), stepped down from his role with the Company and the Board of Directors (the “Board”).”

Spirit Aviation Holdings, Inc. incurred senior notes of $840.0 million in aggregate principal amount at at 12.00% per annum, of which 8.00% per annum shall be payable in cash and 4.00% maturing March 12, 2030.

“On the Effective Date, certain subsidiaries of Former Spirit (the “Co-Issuers”) issued $840.0 million in aggregate principal amount of PIK toggle senior secured notes due 2030 (the “2030 Notes”)”

Spirit Aviation Holdings, Inc. incurred revolving credit of up to $300.0 million with Citibank, N.A. at Adjusted Term SOFR plus 3.25% per annum or Alternate Base Rate plus 2.25% per an maturing March 12, 2028.

“pursuant to which the Exit Revolving Credit Lenders agreed to provide Spirit a senior secured revolving credit facility of up to $300.0 million”

Spirit Aviation Holdings, Inc.: Amended and restated bylaws effective on the Effective Date as part of a plan.

“the Company amended and restated its certificate of incorporation (the “Charter”) and bylaws (the “Bylaws”), each of which became effective on the Effective Date.”

Spirit Aviation Holdings, Inc.: Amended and restated certificate of incorporation effective on the Effective Date as part of a plan.

“the Company amended and restated its certificate of incorporation (the “Charter”) and bylaws (the “Bylaws”), each of which became effective on the Effective Date.”

Spirit Aviation Holdings, Inc. underwent a change of control involving Spirit Airlines, Inc. (former parent) and its creditors for Emergence from Chapter 11; conversion of Former Spirit into a wholly owned LLC subsidiary of newly formed Spirit Aviation Holdings, Inc.; cancellation of existi (closed 2025-03-12).

“On March 12, 2025 (the "Effective Date"), the Debtors satisfied the remaining conditions precedent to consummation of the Plan as set forth in the Plan, the Plan became effective in accordance with its terms and the Debtors emerged from chapter 11. In connection with the satisfaction of the conditions to effectiveness as set forth in the Confirmation Order and in the Plan, Former Spirit completed a corporate reorganization (the "Corporate Reorganization") pursuant to which Spirit Aviation Holdings, Inc., a Delaware corporation ("Spirit" or the "Company") became the new parent company of the Debtors, with Former Spirit becoming a wholly owned subsidiary of Spirit and converted from a Delaware corporation to a Delaware limited liability company.”

Spirit Aviation Holdings, Inc. entered chapter 11 in United States Bankruptcy Court for the Southern District of New York (petition 2024-11-18).

“filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York”

Timothy Bernlohr was appointed as Director at Spirit Aviation Holdings, Inc..

“On the Effective Date, the members of the Company’s board of directors (the “Board”) were appointed in accordance with the Plan and the Confirmation Order.”

David N. Siegel was appointed as Director at Spirit Aviation Holdings, Inc..

“On the Effective Date, the members of the Company’s board of directors (the “Board”) were appointed in accordance with the Plan and the Confirmation Order.”

Robert A. Milton was appointed as Director at Spirit Aviation Holdings, Inc..

“On the Effective Date, the members of the Company’s board of directors (the “Board”) were appointed in accordance with the Plan and the Confirmation Order.”

Edward M. Christie, III was appointed as Director at Spirit Aviation Holdings, Inc..

“On the Effective Date, the members of the Company’s board of directors (the “Board”) were appointed in accordance with the Plan and the Confirmation Order.”

Richard Wallman departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

Myrna M. Soto departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

Christine P. Richards departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

Barclay G. Jones III departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

Robert D. Johnson departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

H. McIntyre Garden departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

Mark B. Dunkerley departed as Director at Spirit Aviation Holdings, Inc..

“on the Effective Date, Mark B. Dunkerley, H. McIntyre Garden, Robert D. Johnson, Barclay G. Jones III, Christine P. Richards, Myrna M. Soto and Richard Wallman ceased to be members of Former Spirit’s board of directors.”

Spirit Aviation Holdings, Inc. entered chapter 11 in United States Bankruptcy Court for the Southern District of New York (petition 2024-11-18).

“As previously disclosed, on November 18, 2024, Spirit Airlines Inc. (the “Company”), and subsequently on November 25, 2024, its subsidiaries (such subsidiaries and the Company, each a “Debtor,” and collectively, the “Debtors”), each filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).”

Spirit Aviation Holdings, Inc. entered chapter 11 in United States Bankruptcy Court for the Southern District of New York (petition 2024-11-18).

“On November 18, 2024, Spirit filed a petition under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the Bankruptcy Court.”

Richard F. Wallman was appointed as Director at Spirit Aviation Holdings, Inc..

“On July 11, 2024, the Board of Directors (“Board”) of Spirit Airlines, Inc. ("Spirit" or the “Company”) appointed Richard F. Wallman to Spirit’s Board, effective July 16, 2024.”

Frederick A. Cromer was appointed as Executive Vice President and Chief Financial Officer at Spirit Aviation Holdings, Inc..

“the appointment of Frederick A. Cromer as Executive Vice President and Chief Financial Officer of the Company, effective July 8, 2024.”

Griselle Molina was appointed as Vice President and Controller at Spirit Aviation Holdings, Inc..

“On May 31, 2024, the Board of Directors appointed Griselle Molina, the Company’s Senior Director, Corporate Accounting, as Vice President and Controller and designated Ms. Molina as the Company’s Principal Accounting Officer.”

Brian J. McMenamy was appointed as Vice President and Interim Chief Financial Officer at Spirit Aviation Holdings, Inc..

“On May 29, 2024, the Company appointed Brian J. McMenamy, our Vice President, Controller, to the position of Vice President and Interim Chief Financial Officer and designated him Principal Financial Officer, effective as of the close of business on June 14, 2024.”

Scott M. Haralson resigned as Executive Vice President and Chief Financial Officer at Spirit Aviation Holdings, Inc..

“On May 29, 2024, Scott M. Haralson notified Spirit Airlines, Inc. (the “Company”) of his resignation as Executive Vice President and Chief Financial Officer of the Company, effective as of the close of business on June 14, 2024, in order to pursue another opportunity.”

Spirit Aviation Holdings, Inc. reported first quarter of 2024 results: revenue $1,265.5 million, net income $(142.6) million, EPS $(1.30).

“portion of the credits from Pratt & Whitney related to aircraft unavailable for service. First Quarter 2024 (unaudited) As Reported Adjusted 1 Total operating revenues $1,265.5 million $1,265.5 million Operating income (loss) $(207.3) million $(175.6) million Operating margin (16.4)% (13.9)% Adj. Operating income (loss), for AOG credits — $(146.6) million Adj.”

Dawn M. Zier departed as Class I Director at Spirit Aviation Holdings, Inc..

“On April 18, 2024, Dawn M. Zier, a class I director of Spirit Airlines, Inc. (the "Company"), informed the Company that she will not stand for re-election at the Company's 2024 annual meeting of stockholders (the "Annual Meeting").”

Spirit Aviation Holdings, Inc. reported preliminary financial results for first quarter 2024.

“On April 15, 2024, Spirit Airlines, Inc. (the "Company" or "Spirit") provided an update to investors (the "Investor Update") announcing certain preliminary estimates and guidance for the first quarter 2024.”

Spirit Aviation Holdings, Inc. reported preliminary financial results for the first quarter of 2024.

“the Company clarified that it ended the first quarter of 2024 with an estimated total liquidity of $1.2 billion”

Spirit Aviation Holdings, Inc. amended Amendment No. 7 with Airbus S.A.S. valued at approximately $340 million (effective 2024-04-03).

“On April 3, 2024, Spirit Airlines, Inc. (the "Company") entered into Amendment No. 7 (the "Amendment") to the A320 NEO Family Purchase Agreement, dated as of December 20, 2019 (the "Airbus Purchase Agreement") with Airbus S.A.S. ("Airbus").”

Spirit Aviation Holdings, Inc. entered into Agreement with International Aero Engines, LLC (IAE) valued at between $150 million and $200 million (effective 2024-03-26).

“On March 26, 2024, Spirit entered into an agreement with International Aero Engines, LLC ("IAE"), an affiliate of Pratt & Whitney (the “Agreement”) pursuant to which IAE will provide Spirit with a monthly credit through the end of 2024, subject to certain conditions, as compensation for each Spirit aircraft unavailable for operational service due to GTF engine issues.”

Spirit Aviation Holdings, Inc. terminated Agreement and Plan of Merger with JetBlue Airways Corporation valued at JetBlue will pay $69 million in cash to Spirit. (effective 2024-03-04).

“On March 4, 2024, the Parties entered into a Termination Agreement (the "Termination Agreement"), pursuant to which the Merger Agreement was terminated effective immediately. Under the terms of the Termination Agreement, JetBlue will, no later than 5:00 p.m. ET on March 5, 2024, pay or cause to be paid $69 million in cash to Spirit.”

Spirit Aviation Holdings, Inc. reported preliminary financial results for the fourth quarter and full year 2023.

“On January 19, 2024, Spirit Airlines, Inc. (the "Company" or "Spirit") provided an update to investors (the "Investor Update") announcing certain preliminary estimates for the fourth quarter and full year 2023.”

Spirit Aviation Holdings, Inc. amended Third Amendment to Credit and Guaranty Agreement with Citibank, N.A. and Wilmington Trust, National Association (effective 2023-11-10).

“On November 10, 2023, the Company entered into the Third Amendment to Credit and Guaranty Agreement, which modifies the Revolving Credit Facility to, among other things, extend the final maturity of the Revolving Credit Facility to September 30, 2025, increase the minimum liquidity covenant to $450,000,000, and include a provision that, in the event the merger with JetBlue Airways Corporation is consummated, each lender under the Revolving Credit Facility has the right to require the Company to repay any outstanding loan that it has made under the Revolving Credit Facility.”

Spirit Aviation Holdings, Inc. reported third quarter of 2023 results: revenue $1,258.5 million, net income $(157.6) million, EPS $(1.44).

“Inc. ("Spirit" or the "Company") (NYSE: SAVE) today reported third quarter 2023 financial results. Third Quarter 2023 (unaudited) As Reported Adjusted 1 Total operating revenues $1,258.5 million $1,258.5 million Operating income (loss) $(188.8) million $(178.6) million Operating margin (15.0)% (14.2)% Net income (loss) $(157.6) million $(149.8) million Diluted earnings”

Spirit Aviation Holdings, Inc. reported second quarter 2023 results: revenue $1,432.5 million, net income $(2.3) million, EPS $(0.02).

“("Spirit" or the "Company") (NYSE: SAVE) today reported second quarter 2023 financial results. Second Quarter 2023 (unaudited) As Reported Adjusted 1 Total operating revenues $1,432.5 million $1,432.5 million Operating income (loss) $20.2 Million $47.0 Million Operating margin 1.4% 3.3% Net income (loss) $(2.3) million $32.3 million Diluted earnings (loss) per share”

Spirit Aviation Holdings, Inc. shareholders approved Approval on a non-binding, advisory basis, of the compensation of the Company's named executive officers at the 2023-05-10 meeting.

“Proposal 3 - Approval on a non-binding, advisory basis, of the compensation of the Company's named executive officers. For Against Abstain Broker Non-Votes 53,770,264 6,809,392 410,266 19,679,586”

Spirit Aviation Holdings, Inc. shareholders approved Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-10 meeting.

“Proposal 2 - Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. For Against Abstain Broker Non-Votes 78,372,825 1,480,570 816,113 —”

Spirit Aviation Holdings, Inc. shareholders approved Election of Class III Directors at the 2023-05-10 meeting.

“Proposal 1 - Election of Directors The following three (3) Class III directors were elected to serve for three-year terms until the 2026 annual meeting of stockholders or until their respective successors are elected and qualified. Name Votes For Against Votes Withheld Broker Non-Votes Edward M. Christie III 57,801,511 — 3,188,411 19,679,586 Mark B. Dunkerley 56,867,802 — 4,122,120 19,679,586 Christine P. Richards 56,495,334 — 4,494,588 19,679,586”

Spirit Aviation Holdings, Inc. reported first quarter 2023 results: revenue $1,349.8 million, net income $(103.9) million, EPS $(0.95). Guidance lowered.

“reported first quarter 2023 financial results. First Quarter 2023 (unaudited) As Reported Adjusted 1 Total operating revenues $1,349.8 million $1,349.8 million Operating income (loss) $(112.4) Million $(91.3) Million Operating margin (8.3)% (6.8)% Net income (loss) $(103.9) million $(89.4) million Diluted earnings (loss) per share $(0.95) $(0.82)”