Financial Analysis

COMMITMENTS AND CONTINGENCIES The Companys long-term commitments primarily include lease obligations (see Note 7, Leases ), long-term maintenance agreements, and purchase commitments, among others. Purchase commitments From time to time, the Company enters into purchase commitments for future aircraft and engine deliveries. The Company regularly makes pre-delivery deposit payments (PDPs ) to support aircraft and engines on order. PDPs are retained and applied against the historical cost of the corresponding aircraft or engine at the time of its acquisition or expensed when deposit amounts are no longer expected to be returned from the manufacturer. Interest costs associated with PDPs, which are not significant during the periods presented, are capitalized as a portion of the overall historical cost of the related aircraft or engine and are depreciated over the estimated useful life of the asset. Republic has an order for 26 Embraer regional jets with expected deliveries beginning in 2028 through 2030. During the three and six months ended June 30, 2026 and 2025, the Company completed certain milestones in the construction of a new flight aviation campus and corporate headquarters in Carmel, Indiana (the Aviation Campus). The Aviation Campus houses a training center that, once fully integrated with pre-Merger Mesa Airlines operations, will be used to perform substantially all of the Companys training activities for pilots, flight attendants, maintenance technicians, and dispat …

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Revenues by Partner Airline for the three and six months ended June 30, 2026 and 2025 are disaggregated as follows: Three Months Ended Six Months Ended (in millions) June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 American Airlines $ 198.1 $ 178.3 $ 387.5 $ 349.5 Delta Air Lines 106.9 105.3 206.2 204.7 United Airlines 257.8 115.8 486.9 234.5 Other 8.3 6.2 17.9 11.7 Total revenues $ 571.1 $ 405.6 $ 1,098.5 $ 800.4 Revenues derived from the CPAs by type of revenue for the three and six months ended June 30, 2026 and 2025 are disaggregated as follows: Three Months Ended Six Months Ended (in millions) June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Regional jet service revenue $ 482.5 $ 324.6 $ 921.4 $ 640.3 Lease revenue (1) 80.3 74.8 159.2 148.4 Other revenue 8.3 6.2 17.9 11.7 Total revenues $ 571.1 $ 405.6 $ 1,098.5 $ 800.4 (1) Certain of the Companys CPAs include embedded leases for the right-of-use of the regional jet aircraft. The Company also leases 31 aircraft to American Airlines. The corresponding rental income is classified herein. …

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MEZZANINE EQUITY AND CAPITAL TRANSACTIONS During the three and six months ended June 30, 2026, the Company granted 106,091 and 455,944 target RSUs to certain key members of management of the Company, which are subject to both time- and performance-vesting conditions (2026 Long Term Incentive RSUs). The 2026 Long Term Incentive RSUs vest on December 31, 2028 based on the achievement of certain pre-tax income, aircraft utilization and flight completion rate metrics, as applicable, subject to certification which will occur as soon as practicable, but no more than 60 days following December 31, 2028. The number of units awardable from the 2026 Long Term Incentive RSUs can range from 0% to 200% of the target amount depending on the Companys performance against the pre-established targets and if the related service conditions of the holder have been met. There are also 110,016 RSUs awardable related to pre-tax income and aircraft utilization metrics that will be established by the Companys Board of Directors during each of the years ending December 31, 2027 and 2028. For the portion of the awards where the performance-vesting condition has been defined, a grant date has been established and the weighted-average grant date fair value of those 2026 Long Term Incentive RSU was $20.13 per share. Share-based compensation expense is based on the Companys anticipated outcome of achieving the performance metrics. During the three and six months ended June 30, 2026, 102,793 2026 Long Term I …

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FAIR VALUE MEASUREMENTS The Company measures the following assets and liabilities at fair value on a recurring basis: As of June 30, 2026 (in millions) Recorded Balance Level 1 Level 2 Level 3 Cash, cash equivalents, and restricted cash $ 137.9 $ 137.9 $ $ Marketable securities 161.9 161.9 EVE Investment 12.3 2.5 9.8 Total $ 312.1 $ 302.3 $ $ 9.8 As of December 31, 2025 (in millions) Recorded Balance Level 1 Level 2 Level 3 Cash, cash equivalents, and restricted cash $ 157.7 $ 157.7 $ $ Marketable securities 162.2 162.2 EVE Investment 15.4 4.0 11.4 Total $ 335.3 $ 323.9 $ $ 11.4 The implied volatility, which is the unobservable input, used in the determination of fair value of Level 3 investments as of June 30, 2026 and December 31, 2025 is as follows: June 30, 2026 December 31, 2025 EVE Investment 61.9 % 61.6 % The increase or decrease in the fair value measurement of the implied volatility may result in a higher or lower effect on the fair value measurement of the Companys EVE Investment. The amount recorded to other non-current assets as of June 30, 2026 and December 31, 2025 for the aggregate EVE Warrants and the Put Option was $9.8 million and $11.4 million, respe ctively. The Company recorded no non-recurring fair value measurements for the three and six months ended June 30, 2026 and 2025. …

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LEASES The Company routinely enters into operating and finance leases as a financing method for aircraft, spare engines, flight training equipment, and operating facilities. The Company records a lease asset and corresponding liability for leases with terms exceeding 12 months. Such assets and liabilities are measured at the present value of remaining lease payments at the commencement of the lease or consummation of a lease modification. Lease terms give effect to early termination and renewal options wh en it is reasonably certain that such options will be exercised. The Company determines present value, discounting payment streams at the interest rate implicit in the lease, when available, taking into consideration economic escalation provisions, when applicable. When this information is unknown, the Company estimates its incremental borrowing rate at the related lease commencement date, which is derived from prevailing market interest rates, recent debt acquisitions specific to the Company, or other debt instruments having similar characteristics at lease commencement. With the exception of the CPAs and operating facilities, the Company does not separate lease and non-lease contractual components. Provisions for residual value guarantees are not material. Aircraft leasing arrangements The Companys CPAs include provisions for the right-to-use of the Companys aircraft in carrying out regional jet services. Such provisions constitute embedded leases for which the Company rec …

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Recent accounting pronouncements In November 2024, the FASB issued Accounting Standards Update ( ASU ) 2024-03 Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures (Subtopic 220-40) , to provide investors with more granular detail on cost of sales, and selling, general, and administrative expenses. ASU 2024-03 is effective for public entities for fiscal years beginning after December 15, 2026, with early adoption permitted. The Company is currently evaluating the impact the standard will have to the condensed consolidated financial statements and related disclosures. In September 2025, the FASB issued ASU 2025-06 IntangiblesGoodwill and Other Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, to improve the guidance related to the capitalization of software development costs . ASU 2025-06 is effective for public entities for fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact the standard will have to the condensed consolidated financial statements and related disclosures. In December 2025, the FASB issued ASU 2025-11 Interim Reporting (Topic 270): Narrow Scope Improvements, which clarifies the current requirements under Topic 270. The ASU provides a comprehensive list of required interim disclosures and requires entities to disclose events since the end of the last annual reporting period that have a material impact on …

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RELATED PARTY TRANSACTIONS The Companys related party transactions include transactions with our Partner Airlines and an original equipment manufacturer (the Related Parties), with whom we have held long-standing relationships. The Company regularly transacts with its Related Parties as defined in ASC 850, Related Parties , in the ordinary course of business. Related party transactions are derived from passenger service under the capacity purchase relationships, certain aircraft leasing commitments between the Company and the Partner Airlines, and aircraft maintenance activities, which in turn, generate balances due to or due from our Related Parties. In addition, the Company generated deferred revenue balances from capital projects carried out on behalf of our Partner Airlines. Assets and liabilities expected to be realized within 12 months are classified as receivablesrelated parties and accounts payable and accrued and other liabilitiesrelated parties, respectively, and other non-current assetsrelated parties and other non-current liabilitiesrelated parties, respectively, for amounts expected to be realized thereafter. Substantially all of the Companys revenues were derived from related parties during the three and six months ended June 30, 2026 and 2025 . Operating expenses incurred relate to aircraft rent expense, interrupted trip expenses, maintenance expense, and employee benefits, among others. Management has concluded that transactions of this nature were carried out …

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REVENUES The Company accounts for contracts with our Partner Airlines under ASC 606, Revenue from Contracts with Customers , and ASC 842, Leases , as applicable, when each party has committed to perform under the contract, each partys rights and payment terms have been established, when the contract has commercial substance, and when collectability of amounts due under the contract is probable. Under CPAs with our Partner Airlines, the Company has committed to perform various flight services and maintenance activities classified as regional jet services. Within regional jet services, flight services represent a series of distinct activities accounted for as a single performance obligation satisfied over time as flights are completed. The Company recognizes certain maintenance activities as separate performance obligations, which are satisfied as the related distinct service is complete. Substantially all of the Companys revenues are generated from regional jet services. Revenues associated with regional jet services are generally derived from (i) a fixed fee per departure, flight hour, and/or block hour of time incurred and a fixed rate for available-to-schedule aircraft, payable on a monthly basis; and (ii) a premium amount which is earned monthly and quarterly by maintaining minimum aircraft utilization levels and exemplary operating results. To the extent that minimum targets are not achieved, the Company could be subject to financial penalties. These fixed-fee rates are c …

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts of Republic Airways Holdings Inc. and its wholly-owned subsidiaries. Beginning November 25, 2025 and in conjunction with the Merger, the condensed consolidated financial statements include the accounts of Mesa Air Group, Inc. and its wholly-owned subsidiaries. Intercompany transactions and balances have been eliminated in consolidation. Certain prior year balances have been reclassified to conform to current year presentation, including additional captions for other current assets related parties and executive separation and Merger-related items. See Note 4, Executive Separation and Merger-Related Items . Management believes the accompanying unaudited condensed consolidated financial statements include all adjustments and disclosures, consisting of normal recurring adjustments, necessary for fair presentation of these financial statements on an interim basis. Balances and results as of and during the periods presented are not necessarily indicative of results to be expected as of and for the year ending December 31, 2026. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted, as is permissible under such ru …

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