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CPA 6-K

Copa Holdings, S.A. (CPA)

6-K 2026-08-07 For: 2026-08-07
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Added on August 07, 2026

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

Report on Form 6-K dated for the month of August 2026

Copa Holdings, S.A.

(Translation of Registrant's Name Into English)

Boulevard Costa del Este, Avenida Principal y Avenida de la Rotonda

Urbanización Costa del Este

Complejo Business Park, Torre Norte

ParqueLefevre

Panama City, Panama

(Address of principal executive offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F X Form 40-F

(Indicate by check whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes No X

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b);82- ____)

Enclosure: 2Q26 Earnings Release

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Copa Holdings, S.A.<br><br>(Registrant)
Date: 8/7/2026
By: /s/ Peter Donkersloot
Name: Peter Donkersloot<br>Title: CFO

Document

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Exhibit 99.1

Copa Holdings Reports Second-Quarter Financial Results

Panama City, Panama --- August 5, 2026. Copa Holdings1, S.A. (NYSE: CPA), today announced financial results for the second quarter (2Q26), reflecting the resilience of the Company's business model and disciplined execution amid a significantly higher jet fuel price environment. Key highlights include

•Operating profit of US$91.7 million and an operating margin of 8.7%, a 13.1 percentage point decrease year over year.

•Net profit of US$68.2 million or US$1.67 per share, a 53.9% year‑over‑year decrease in earnings per share.

•Operating revenue increased 25.7% year over year.

•Passenger yields increased 8.7% year over year to 12.6 cents, and revenue per available seat mile (RASM) increased 7.9% to 11.6 cents compared to 2Q25, while capacity in ASMs increased by 16.5% year over year.

•Load factor of 86.7%, compared to 87.3% in 2Q25.

•Operating cost per available seat mile excluding fuel (Ex-Fuel CASM) decreased 0.1% year over year to 5.7 cents.

•The Company ended the quarter with approximately US$1.5 billion in cash, short-term and long-term investments, which represent 39% of the last twelve-month revenues.

•The Company ended 2Q26 with a Net Debt-to-EBITDA ratio of 0.9x.

•During the quarter, the Company took delivery of 4 Boeing 737-MAX 8 aircraft to end the quarter with a total fleet of 131 aircraft.

•Copa Airlines had an on-time performance for the quarter of 90.6% and a flight completion factor of 99.8%, once again positioning the airline among the best in the industry.

Subsequent events

•On August 5, 2026, the Board of Directors of Copa Holdings ratified its third dividend payment for the year of US$1.71 per share. Dividends will be paid on September 15, 2026, to shareholders on record as of August 31, 2026.

•On July 4, 2026, Copa Airlines operated its first flight equipped with Starlink onboard internet, becoming the first airline in Latin America to offer high-speed Starlink connectivity. The Company expects to complete the installation of Starlink Wi-Fi across its entire fleet by the first half of 2027.

•In July, Copa Airlines published schedules reflecting its transition from six to eight connecting banks at its Hub of the Americas® in Panama City. This new bank structure, starting in March 2027, will provide passengers with greater flight options and improved connectivity while increasing aircraft utilization and better use of airport facilities, thereby further consolidating the leadership position of the Hub of the Americas® in the region.

1 The terms “Copa Holdings” and the “Company” refer to the consolidated entity. The financial information presented in this release, unless otherwise indicated, is presented in accordance with International Financial Reporting Standards (IFRS). See the accompanying reconciliation of non-IFRS financial information to IFRS financial information included in the financial tables section of this earnings release. Unless otherwise stated, all comparisons with prior periods refer to the second quarter of 2025 (2Q25).

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Management’s comments on 2Q26 results

Copa Holdings’ second quarter results demonstrate the resilience of its business model in a significantly higher jet fuel price environment. Despite an 84.8% year-over-year increase in average fuel prices, the Company delivered an operating profit of US$91.7 million and an operating margin of 8.7%, while maintaining a very strong liquidity position. The quarter also highlights the strength of air travel demand across the Company’s network, with revenues increasing 25.7%, driven by 16.5% capacity growth and a 7.9% year-over-year increase in unit revenues (RASM) to 11.6 cents.

For the second quarter, passenger yields increased 8.7% year over year, and load factor reached 86.7%. While demand across the network remained strong, travel patterns were temporarily affected by the World Cup during June. This resulted in a lower June load factor and an estimated 0.1-cent impact on quarterly RASM.

Cost per available seat mile excluding fuel (CASM Ex-Fuel) decreased 0.1% year over year to 5.7 cents, reflecting the Company’s continued cost discipline, while total CASM increased 26.0% to 10.6 cents as a result of significantly higher fuel prices.

Despite having approximately 40% of its second-quarter bookings already sold prior to the increase in fuel prices, strong demand and higher yields enabled the Company to recover approximately 40% of the year-over-year increase in fuel expenses during the quarter.

Copa Holdings continues to maintain a strong liquidity and balance sheet position, ending the quarter with approximately US$1.5 billion in cash, short-term and long-term investments, representing 39% of the last-twelve-month revenues, and a Net Debt-to-EBITDA ratio of 0.9 times. During the quarter, the Company took delivery of four Boeing 737 MAX 8 aircraft, ending the period with a fleet of 131 aircraft.

Copa Airlines once again showed industry-leading operational reliability, delivering for the quarter an on-time performance of 90.6% and a completion factor of 99.8%, among the very best in the world.

The Company remains focused on leveraging its Hub of the Americas® to deliver the most comprehensive and convenient intra-Americas network. The recently announced transition from six to eight connecting banks, starting in March 2027, will increase connectivity, improve aircraft utilization, and provide passengers with more travel options, further strengthening Panama’s position as the leading hub for intra-Americas travel. Together with the ongoing rollout of Starlink across the fleet, which recently made Copa the first airline in Latin America to offer Starlink high-speed Wi-Fi, these initiatives further enhance the Company's competitive advantages and passenger experience.

Copa’s proven business model, built on the strategic geographic position of Panama, structurally low unit costs, a passenger-friendly product, including the continent’s best on-time performance, and a strong balance sheet, positions the Company well to navigate the current fuel price environment and continue generating profitable growth and long-term shareholder value.

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Outlook for 2026

While fuel prices remain elevated and volatile relative to prior-year levels, underlying demand across the network continues to be strong. Based on demand trends and current fuel cost projections, the Company is updating its full-year 2026 outlook and now expects an operating margin in the range of 17% to 19% and a capacity increase in ASMs within the range of 14% to 15% compared to 2025.

Financial Outlook 2026<br>Guidance 2025
Capacity – YOY ASM growth 14-15% 7.8%
Operating Margin 17-19% 22.6%

Factored in this outlook is a load factor of approximately 87%, unit revenues (RASM) of 12.0 cents, unit costs excluding fuel (Ex-Fuel CASM) of approximately 5.7 cents, and an all-in fuel price of US$3.60 per gallon.

Conference Call and Webcast

The Company will hold its financial results conference call tomorrow at 11am ET (10am local). Details follow:

Date: August 6, 2026
Time: 11:00 AM US ET (10:00 AM Local Time)
Join by phone: https://register-conf.media-server.com/register/BI7731c79e95974416b07d2c80288ff022
Webcast (listen-only): https://ir.copaair.com/events-and-presentations

About Copa Holdings

Copa Holdings is a leading Latin American provider of passenger and cargo services. The Company, through its operating subsidiaries, provides service to over 30 countries in North, Central, and South America and the Caribbean. For more information, visit: www.copaair.com.

Investor Relations

[email protected]

Cautionary statement regarding forward-looking statements

This release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current plans, estimates, and expectations, and are not guarantees of future performance. They are based on management’s expectations that involve several business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statement. The risks and uncertainties relating to the forward-looking statements in this release are among those disclosed in Copa Holdings’ filed disclosure documents and are, therefore, subject to change without prior notice.

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Copa Holdings, S. A. and Subsidiaries

Consolidated Operating and Financial Statistics

2Q26 2Q25 % Change 1Q26 % Change YTD26 YTD25 % Change
Revenue Passengers Carried (000s) 4,138 3,600 14.9 % 4,096 1.0 % 8,234 7,112 15.8 %
Revenue Passengers OnBoard (000s) 6,176 5,366 15.1 % 6,014 2.7 % 12,190 10,574 15.3 %
RPMs (millions) 7,936 6,859 15.7 % 7,755 2.3 % 15,691 13,602 15.4 %
ASMs (millions) 9,150 7,856 16.5 % 8,892 2.9 % 18,042 15,657 15.2 %
Load Factor 86.7 % 87.3 % -0.6 p.p 87.2 % -0.5 p.p 87.0 % 86.9 % 0.1 p.p
Yield (US$ Cents) 12.6 11.6 8.7 % 12.9 (2.4) % 12.8 12.2 5.0 %
PRASM (US$ Cents) 11.0 10.1 8.0 % 11.3 (3.0) % 11.1 10.6 5.1 %
RASM (US$ Cents) 11.6 10.7 7.9 % 11.8 (2.2) % 11.7 11.1 5.2 %
CASM (US$ Cents) 10.6 8.4 26.0 % 8.9 18.5 % 9.8 8.6 13.7 %
CASM Excl. Fuel (US$ Cents) 5.7 5.7 (0.1) % 5.8 (1.5) % 5.7 5.7 (0.6) %
Fuel Gallons Consumed (millions) 105.0 91.9 14.2 % 102.7 2.3 % 207.6 182.8 13.6 %
Avg. Price Per Fuel Gallon (US$) 4.28 2.32 84.8 % 2.73 56.8 % 3.51 2.43 44.8 %
Average Length of Haul (miles) 1,918 1,905 0.7 % 1,893 1.3 % 1,906 1,912 (0.4) %
Average Stage Length (miles) 1,255 1,231 2.0 % 1,260 (0.4) % 1,257 1,245 1.0 %
Departures 44,301 38,985 13.6 % 43,033 2.9 % 87,334 76,814 13.7 %
Block Hours 142,113 122,526 16.0 % 138,479 2.6 % 280,592 244,137 14.9 %
Average Aircraft Utilization (hours) 12.1 11.9 1.4 % 12.2 (1.0) % 12.2 12.0 1.4 %

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Copa Holdings, S. A. and Subsidiaries

Consolidated statement of profit or loss

(In US$ thousands)

Unaudited Unaudited % Unaudited % Unaudited Unaudited %
2Q26 2Q25 Change 1Q26 Change YTD26 YTD25 Change
Operating Revenues
Passenger revenue 1,002,609 797,266 25.8 % 1,004,173 (0.2 %) 2,006,782 1,656,291 21.2 %
Cargo and mail revenue 34,183 28,307 20.8 % 29,760 14.9 % 63,944 54,001 18.4 %
Other operating revenue 22,541 17,031 32.4 % 18,490 21.9 % 41,031 31,493 30.3 %
Total Operating Revenue 1,059,334 842,604 25.7 % 1,052,423 0.7 % 2,111,757 1,741,785 21.2 %
Operating Expenses
Fuel 449,552 214,106 110.0 % 282,462 59.2 % 732,013 446,266 64.0 %
Wages, salaries, benefits and other employees' expenses 131,364 122,289 7.4 % 137,670 (4.6 %) 269,034 239,807 12.2 %
Passenger servicing 29,028 25,190 15.2 % 28,135 3.2 % 57,162 50,214 13.8 %
Airport facilities and handling charges 77,315 64,652 19.6 % 79,184 (2.4 %) 156,499 130,309 20.1 %
Sales and distribution 57,388 49,429 16.1 % 54,812 4.7 % 112,200 99,691 12.5 %
Maintenance, materials and repairs 42,071 36,158 16.4 % 46,612 (9.7 %) 88,682 75,592 17.3 %
Depreciation and amortization 107,539 88,440 21.6 % 100,726 6.8 % 208,266 174,724 19.2 %
Flight operations 42,825 32,766 30.7 % 41,104 4.2 % 83,930 66,515 26.2 %
Other operating and administrative expenses 30,593 26,329 16.2 % 23,083 32.5 % 53,676 61,602 (12.9 %)
Total Operating Expense 967,676 659,359 46.8 % 793,787 21.9 % 1,761,463 1,344,719 31.0 %
Operating Profit/(Loss) 91,658 183,245 (50.0 %) 258,636 (64.6 %) 350,294 397,067 (11.8 %)
Operating Margin 8.7 % 21.7 % -13.1 p.p 24.6 % -15.9 p.p 16.6% 22.8% -6.2 p.p
Non-operating Income (Expense):
Finance cost (28,179) (23,285) 21.0 % (25,837) 9.1 % (54,017) (46,518) 16.1 %
Finance income 16,533 15,377 7.5 % 16,083 2.8 % 32,616 31,170 4.6 %
Gain (loss) on foreign currency fluctuations (858) 910 nm 1,518 nm 660 2,280 (71.0 %)
Net change in fair value of derivatives (1,040) (1,688) (38.4 %) (1,066) (2.5 %) (2,106) (4,122) (48.9 %)
Other non-operating income (expense) (832) (397) 109.6 % (2,279) (63.5 %) (3,111) 1,031 nm
Total Non-Operating Income/(Expense) (14,377) (9,083) 58.3 % (11,581) 24.1 % (25,958) (16,160) 60.6 %
Profit before taxes 77,282 174,162 (55.6 %) 247,054 (68.7 %) 324,336 380,906 (14.9 %)
Income tax expense (9,107) (25,253) (63.9 %) (34,588) (73.7 %) (43,694) (55,231) (20.9 %)
Net Profit/(Loss) 68,175 148,908 (54.2 %) 212,467 (67.9 %) 280,642 325,675 (13.8 %)
Net Margin 6.4 % 17.7 % -11.2 p.p 20.2 % -13.8 p.p 13.3% 18.7% -5.4 p.p
EPS
Basic Earnings Per Share (EPS) 1.67 3.61 -53.9 % 5.16 -67.7 % 6.84 7.89 -13.4 %
Shares for calculation of Basic EPS (000s) 40,905 41,246 -0.8 % 41,183 -0.7 % 41,043 41,269 -0.5 %

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Operating revenue

Consolidated revenue for 2Q26 totaled US$1.1 billion, a 25.7% increase compared to 2Q25, driven by capacity growth and higher unit revenues.

Passenger revenue totaled US$1.0 billion, an increase of 25.8% year-over-year, as a result of a 15.7% increase in RPMs and an 8.7% increase in passenger yield.

Cargo and mail revenue totaled US$34.2 million, up 20.8%, due to higher cargo volumes, which includes the full-year effect of a second freighter.

Other operating revenue totaled US$22.5 million, a 32.4% increase compared to 2Q25, mostly due to an increase in ConnectMiles revenues from non-air partners.

Operating expenses

Consolidated operating costs for 2Q26 totaled US$967.7 million, a 46.8% increase year over year, primarily due to higher fuel expenses.

Fuel totaled US$449.6 million, an increase of 110.0%, driven by an 84.8% higher average fuel price and a 14.2% increase in gallons consumed. Fuel represented approximately 46% of operating expenses during the quarter, compared to approximately 32% in 2Q25.

Wages, salaries, benefits, and other employee expenses totaled US$131.4 million, up 7.4% mostly reflecting additional operational staff to support capacity growth, partially offset by an adjustment in variable compensation.

Passenger servicing totaled US$29.0 million, up 15.2%, driven by a 15.1% increase in onboard passengers.

Airport facilities and handling charges totaled US$77.3 million, a 19.6% year-over-year increase, mainly driven by increased departures, higher fees in certain airports and the appreciation of certain Latin American currencies.

Sales and distribution totaled US$57.4 million, a 16.1% increase mostly due to higher sales, partially offset by a reduction in the Company’s distribution costs as a result of higher penetration of both direct sales and lower-cost NDC travel agency channels.

Maintenance, materials, and repairs totaled US$42.1 million, a 16.4% increase compared to 2Q25, mainly driven by a 15.7% increase in flight hours.

Depreciation and amortization totaled US$107.5 million, a 21.6% year-over-year increase, due to new aircraft and higher amortization of airframe and engine maintenance events.

Flight operations totaled US$42.8 million, a 30.7% year-over-year increase, mainly driven by a 16.0% increase in block hours, higher overflight rates in certain countries, the appreciation of certain Latin American currencies, and the year-over-year effect of the reversal of provisions in 2Q25.

Other operating and administrative expenses totaled US$30.6 million, a 16.2% increase compared to the same period in 2025, driven by higher capacity.

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Non-operating Income (Expense)

Consolidated non-operating income (expense) totaled US$(14.4) million in 2Q26.

Finance cost totaled US$(28.2) million, comprised of US$20.5 million related to loan interest expenses, US$4.2 million in interest charges related to operating leases, and US$3.5 million related to the discount rate utilized for the calculation of leased aircraft charges.

Finance income totaled US$16.5 million, related to proceeds from investments.

Gain (loss) on foreign currency fluctuations totaled US$(0.9) million, driven by the devaluation of certain currencies, partially offset by the appreciation of the Brazilian real and the Colombian peso during the quarter.

Net change in fair value of derivatives totaled US$(1.0) million, due to mark-to-market losses on hedge positions related to the Brazilian real.

Other non-operating income (expense) totaled US$(0.8) million in 2Q26.

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Copa Holdings, S. A. and Subsidiaries

Consolidated statement of financial position

(In US$ thousands)

June 2026 December 2025
ASSETS (Unaudited) (Audited)
Cash and cash equivalents 266,825 382,554
Short-term investments 996,411 955,604
Total cash, cash equivalents and short-term investments 1,263,236 1,338,159
Accounts receivable, net 217,862 194,425
Accounts receivable from related parties 3,495 3,217
Expendable parts and supplies, net 155,225 148,127
Prepaid expenses 84,268 55,209
Prepaid income tax 7,530 6,172
Other current assets 30,615 32,769
498,994 439,919
TOTAL CURRENT ASSETS 1,762,231 1,778,078
Long-term investments 280,188 248,579
Long-term prepaid expenses 5,748 5,434
Property and equipment, net 4,687,049 4,120,055
Right of use assets 263,880 296,761
Intangible, net 104,418 104,071
Net defined benefit assets 3,806 3,220
Deferred tax assets 21,074 19,873
Other Non-Current Assets 9,101 6,952
TOTAL NON-CURRENT ASSETS 5,375,264 4,804,946
TOTAL ASSETS 7,137,495 6,583,024
LIABILITIES
Loans and borrowings 202,245 172,885
Current portion of lease liability 68,349 66,132
Accounts payable 207,122 164,320
Accounts payable to related parties 1,279 1,333
Air traffic liability 875,027 737,616
Frequent flyer deferred revenue 167,970 155,584
Taxes Payable 80,132 62,931
Accrued expenses payable 46,298 66,016
Income tax payable 5,340 11,929
Other Current Liabilities 3,067 1,361
TOTAL CURRENT LIABILITIES 1,656,829 1,440,107
Loans and borrowings long-term 2,069,350 1,807,556
Lease Liability 224,871 258,383
Deferred tax Liabilities 58,279 59,217
Other long - term liabilities 255,189 242,337
TOTAL NON-CURRENT LIABILITIES 2,607,689 2,367,494
TOTAL LIABILITIES 4,264,518 3,807,600
EQUITY
Class A - 34,288,050 issued and 29,881,298 outstanding 23,329 23,290
Class B - 10,938,125 7,466 7,466
Additional Paid-In Capital 222,940 220,190
Treasury Stock (345,147) (300,143)
Retained Earnings 2,699,685 2,168,911
Net profit 280,642 671,648
Other comprehensive loss (15,939) (15,939)
TOTAL EQUITY 2,872,977 2,775,423
TOTAL EQUITY LIABILITIES 7,137,495 6,583,024

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Copa Holdings, S. A. and Subsidiaries

Consolidated statement of cash flows

For the six months ended

(In US$ thousands)

2026 2025
(Unaudited) (Unaudited)
Net cash flow from operating activities 617,897 484,282
Investing activities
Net Acquisition of Investments (71,640) (294,697)
Net cash flow related to advance payments on aircraft purchase contracts (340,399) (60,204)
Acquisition of property and equipment (375,769) (390,502)
Proceeds from sale of property and equipment 118 26,448
Acquisition of intangible assets (11,823) (14,342)
Net cash flow used in investing activities (799,513) (733,297)
Financing activities
Proceeds from new borrowings 377,005 165,000
Payments on loans and borrowings (93,082) (122,890)
Payment of lease liability (32,371) (28,504)
Share repurchase (45,004) (8,706)
Dividends paid (140,661) (133,027)
Net cash flow from/(used in) financing activities 65,887 (128,127)
Net (decrease) in cash and cash equivalents (115,729) (377,142)
Cash and cash equivalents as of January 1 382,554 613,313
Cash and cash equivalents as of June 30, 266,825 236,171
Short-term investments 996,411 764,137
Long-term investments 280,188 368,332
Total cash and cash equivalents and investments as of June 30, 1,543,424 1,368,640

All values are in US Dollars.

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Copa Holdings, S. A. and Subsidiaries

Non-IFRS Financial Measures Reconciliation

This press release includes the following non-IFRS financial measures: Operating CASM Excluding Fuel and Net Debt to EBITDA. This supplemental information is presented because we believe it is a useful indicator of our operating performance and is useful in comparing our performance with other companies in the airline industry. These measures should not be considered in isolation and should be considered together with comparable IFRS measures, in particular operating profit, and net profit. The following is a reconciliation of these non-IFRS financial measures to the comparable IFRS measures:

Reconciliation of Operating Costs per ASM
Excluding Fuel (CASM Excl. Fuel) 2Q26 2Q25 1Q26 YTD26 YTD25
Operating Costs per ASM as Reported (in US$ Cents) 10.6 8.4 8.9 9.8 8.6
Aircraft Fuel Cost per ASM (in US$ Cents) 4.9 2.7 3.2 4.1 2.9
Operating Costs per ASM excluding fuel (in US$ Cents) 5.7 5.7 5.8 5.7 5.7
Reconciliation of Net Debt to EBITDA 2Q26 2Q25 1Q26
--- --- --- ---
Net Debt 1,021,390 682,680 893,509
LTM Operating Profit/(Loss) (in US$ thousands) 772,187 774,526 863,774
LTM Depreciation and amortization (in US$ thousands) 398,678 342,606 379,579
LTM EBITDA (in US$ thousands) 1,170,865 1,117,132 1,243,353
Net Debt to EBITDA 0.9 0.6 0.7

All values are in US Dollars.

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