科帕控股 2025年年度报告和过渡报告

oREGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIESEXCHANGE ACT OF 1934 OR xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 FOR THE FISCAL YEAR ENDEDDECEMBER 31, 2024 OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934OR oSHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 Commission file number:001-32696____________________ COPA HOLDINGS, S.A. (Exact name of Registrant as Specified in Its Charter)____________________ Not Applicable(Translation of Registrant’s Name Into English) Republic of Panama(Jurisdiction of Incorporation or Organization) Avenida Principal y Avenida de la Rotonda, Costa del EsteComplejo Business Park, Torre NorteParque Lefevre,Panama CityPanama0816-06819(Address of Principal Executive Offices) Daniel TapiaComplejo Business Park,Torre NorteParque Lefevre,Panama City,Panama+5073042774(Telephone)(Registrant’s Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act Title of Each Class:Trading Symbol(s)Name of Each Exchange On Which RegisteredClass A Common Stock, without par valueCPANew York Stock Exchange Securities registered or to be registered pursuant to Section 12(g) of the Act:None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the periodcovered by the annual report: As of December31, 2024, there were outstanding41,172,956shares of common stock, without par value, ofwhich30,234,831were Class A shares and10,938,125were Class B shares. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.xYes oNo If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant toSection 13 or 15(d) of the Securities Exchange Act of 1934.oYes x No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and(2) has been subject to such filing requirements for the past 90 days.xYes oNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).xYes oNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerginggrowth company. See definition of “large accelerated filer”, “accelerated filer” and “emerging growth company” in Rule 12b-2 of ExchangeAct.: Large Accelerated FilerxAccelerated FileroNon-accelerated FileroEmerging Growth Companyo If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if theregistrant has elected not to use the extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAPoInternational Financial Reporting Standardsas issuedxOtheroby the International Accounting Standards Board If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item theregistrant has elected to follow: oItem 17 oItem 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct).oYes x No Table of Contents IntroductionMarket DataPresentation of Financial and Statistical DataSpecial Note About Forward-Looking StatementsPART IItem 1.