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Filing Details

Accession Number:: 0001181431-14-029332
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-08-15 14:27:41
Reporting Period:: 2014-08-13

Filing Date:: 2014-08-15
Accepted Time:: 2014-08-15 14:27:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1537054	Gogo Inc.	GOGO	Communications Services, Nec (4899)	271650905

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1135089	Oakleigh Thorne	1250 N. Arlington Heights Road, Ste 500 Itasca IL 60143		Yes	No	Yes	No
1455402	Thorndale Farm Llc	59 Front Street Millbrook NY 12545		No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2014-05-07	114,429	$0.00	0	No	5	G	Indirect	By Trust
Common Stock	Disposition	2014-08-06	40,983	$0.00	0	No	5	G	Indirect	By Trusts
Common Stock	Acquisiton	2014-08-13	2,766	$14.50	15,767	No	4	P	Indirect	By Trusts
Common Stock	Acquisiton	2014-08-14	5,532	$14.59	21,299	No	4	P	Indirect	By Trusts

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	G	Indirect	By Trust
No	5	G	Indirect	By Trusts
No	4	P	Indirect	By Trusts
No	4	P	Indirect	By Trusts

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	808,838	Indirect	By Trust
Common Stock	139,536	Indirect	By LLC
Common Stock	1,231,791	Indirect	By Trust
Common Stock	973,169	Indirect	By Trust
Common Stock	639,461	Indirect	By Trust
Common Stock	2,457,745	Indirect	By Trust
Common Stock	797,191	Indirect	By Trusts
Common Stock	11,596,425	Indirect	By LLCs

Footnotes

Represents the mandatory transfer at the end of the annuity period of the remaining shares held by Oakleigh B. Thorne 2011 3-Year Annuity Trust to certain members of, and trusts for the benefit of certain members of, Mr. Thorne's family. The information set forth above corrects the end of period holdings of such trust as of May 16, 2014 set forth on the Reporting Person's Form 4 dated such date.
Represents the mandatory transfer at the end of the annuity period of the remaining shares held by the Oakleigh B. Thorne 2012 2-Year Annuity Trust and the Oakleigh B. Thorne May 2012 2-Year Annuity Trust to certain members of, and trusts for the benefit of certain members of, Mr. Thorne's family.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $14.49 to $14.50, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Reflects 9,180 shares held by the Thorne OHT 1995 Trust, of which Mr. Thorne's son is a beneficiary, and 6,587 shares held by the Thorne KFT 1997 Trust, of which Mr. Thorne's daughter is a beneficiary. Mr. Thorne, as the trustee of the foregoing trusts, may be deemed to have beneficial ownership of the shares held by the trusts. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Certain of the entities for which shares are reported on this report and certain other entities that hold the issuer's shares have entered into a service agreement with Thorndale Farm, LLC, of which Mr. Thorne is the Chief Executive Officer. As such, Thorndale Farm, LLC and Mr. Thorne may be deemed to have beneficial ownership of the shares held by such entities. Thorndale Farm, LLC and Mr. Thorne disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that either Thorndale Farm, LLC or Mr. Thorne is a beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects 12,682 shares held by the Thorne OHT 1995 Trust, of which Mr. Thorne's son is a beneficiary, and 8,617 shares held by the Thorne KFT 1997 Trust, of which Mr. Thorne's daughter is a beneficiary. Mr. Thorne, as the trustee of the foregoing trusts, may be deemed to have beneficial ownership of the shares held by the trusts. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects shares held by the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997. Mr. Thorne, as the trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose. Reflects transfers from the Oakleigh B. Thorne 2011 3-Year Annuity Trust, the Oakleigh B. Thorne 2012 2-Year Annuity Trust and the Oakleigh B. Thorne May 2012 2-Year Annuity Trust, each exempt under Rule 16a-13.
Reflects shares of common stock held by OAP, LLC. Mr. Thorne, as the managing member of OAP, LLC, may be deemed to have beneficial ownership of the shares held by OAP, LLC. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects shares held by the Oakleigh L. Thorne Trust Under Agreement dated 12/15/76. Mr. Thorne, as a co-trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects shares held by the Oakleigh L. Thorne Trust Under Agreement FBO Oakleigh B. Thorne. Mr. Thorne, as a co-trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects shares held by the Oakleigh B. Thorne Dynasty Trust 2011. Mr. Thorne, as a co-trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects shares held by the Trust Under Will of O.L. Thorne FBO Oakleigh B. Thorne. Mr. Thorne, as a co-trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Reflects shares held by the Oakleigh B. Thorne 2013 2-Year Annuity Trust, Oakleigh B. Thorne September 2012 2-Year Annuity Trust, Oakleigh B. Thorne November 2013 3-Year Annuity Trust, Oakleigh B. Thorne May 2014 2-Year Annuity Trust and Oakleigh B. Thorne August 2014 2-Year Annuity Trust. Reflects transfer from the Oakleigh B. Thorne 2011 3-Year Annuity Trust to the Oakleigh B. Thorne May 2014 2-Year Annuity Trust and to the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997, and transfers from the Oakleigh B. Thorne 2012 2-Year Annuity Trust, the Oakleigh B. Thorne May 2012 2-Year Annuity Trust and Oakleigh B. Thorne 2013 2-Year Annuity Trust to the Oakleigh B. Thorne August 2014 2-Year Annuity Trust and to the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997, each exempt under Rule 16a-13.
Reflects shares held by TACA Thorne LLC and TACA II Thorne LLC, the sole managing member of both of which is OTAC (Thorne) LLC. Mr. Thorne, as the manager and sole member of OTAC (Thorne) LLC, may be deemed to have beneficial ownership of the shares held by TACA Thorne LLC and TACA II Thorne LLC. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
End of period holdings reflects transfers from the Oakleigh B. Thorne 2011 3-Year Annuity Trust to the Oakleigh B. Thorne May 2014 2-Year Annuity Trust and to the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997, each exempt under Rule 16a-13.
End of period holdings reflects transfers from the Oakleigh B. Thorne 2012 2-Year Annuity Trust and the Oakleigh B. Thorne May 2012 2-Year Annuity Trust to the Oakleigh B. Thorne August 2014 2-Year Annuity Trust and to the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997, each exempt under Rule 16a-13.