Statistiche di base
| CIK | 1843973 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to EG Acquisition Corp.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 fly |
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| May 11, 2026 |
flyExclusive, Inc. Q1 2026 Earnings Review May 11, 2026 flyExclusive, Inc. Q1 2026 Earnings Review May 11, 2026 FORWARD-LOOKING INFORMATION. This Presentation contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to flyExclusive the products and services offered by flyExclusive and the markets in which it operates and flyExclusive’s expectations, intentions, strategies, assumptions or beliefs ab |
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| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 11, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 1, 2026 |
Table of Contents 10845 Griffith Peak Dr. Suite 200 Las Vegas, NV 89135 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS OF JET.AI INC. Meeting Date June 11, 2026 Time 4:00 p.m. Eastern Time Place The meeting will be held entirely online live via audio webcast, which can be accessed at https://www.cstproxy.com/jetai/sm2026. If you do not have Internet capabilities, you can listen to the Special Meeting b |
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| April 14, 2026 |
Exhibit 99.1 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Smartphone or Tablet - QUICK *** EASY IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail 2026 JET.AI INC. Your Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Internet must be received by 11:59 p |
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| April 14, 2026 |
Calculation of Filing Fee Tables S-4 FLYEXCLUSIVE INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial E |
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| April 14, 2026 |
Table of Contents As filed with the Securities and Exchange Commission on April 14, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 13, 2026 |
4,959,272 SHARES OF CLASS A COMMON STOCK PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-294687 4,959,272 SHARES OF CLASS A COMMON STOCK This prospectus relates to the resale by the selling stockholders named in this prospectus (each a “Selling Stockholder” and, collectively, the “Selling Stockholders”), from time to time, of up to an aggregate of 4,959,272 shares of the Class A Common Stock, par value $0.0001 per share |
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| April 8, 2026 |
flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 April 8, 2026 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Purcell Re: Acceleration Request flyExclusive, Inc. Registration Statement on Form S-3 Filed March 27, 2026 (File No. 333-294687) Ladies and Gentlemen: Pu |
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| April 3, 2026 |
April 3, 2026 Thomas James Segrave, Jr. Chief Executive Officer flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 Re: flyExclusive, Inc. Registration Statement on Form S-3 Filed March 27, 2026 File No. 333-294687 Dear Thomas James Segrave Jr.: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests f |
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| March 31, 2026 |
March 30, 2026 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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| March 27, 2026 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) flyExclusive, Inc. |
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| March 27, 2026 |
As filed with the Securities and Exchange Commission on March 27, 2026 As filed with the Securities and Exchange Commission on March 27, 2026 Registration No. |
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| March 16, 2026 |
Table of Contents As filed with the Securities and Exchange Commission on March 16, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 13, 2026 |
Up to $100,000,000 Class A Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-287720 PROSPECTUS SUPPLEMENT (To prospectus dated June 30, 2025) Up to $100,000,000 Class A Common Stock We have entered into a sales agreement with Lucid Capital Markets, LLC (the “Agent”), relating to the sale of shares of our Class A Common Stock, $0.0001 par value per share, offered by this prospectus supplement and the accompanying prospec |
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| March 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 6, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 12, 2026 |
Exhibit 10.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and entered into on this 6th day of March, 2026 (the "Closing Date"), by and between Volato Group, Inc., a Delaware corporation (“Parent”), Volato, Inc., a Georgia corporation and wholly owned subsidiary of Parent (“Volato”), Fly Vaunt, LLC, a Georgia limited liability company and a wholly owned subsidia |
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| March 12, 2026 |
Exhibit 10.2 FIFTH AMENDMENT TO AIRCRAFT MANAGEMENT SERVICES AGREEMENT THIS FIFTH AMENDMENT TO AIRCRAFT MANAGEMENT SERVICES AGREEMENT (this “Amendment”) is effective as of March 6, 2026 (the “Amendment Effective Date”), among flyExclusive, Inc. (“Service Provider” or “FLYX”) and Volato Group, Inc. (the “Company” or “SOAR”). RECITALS: A. Company and Service Provider previously entered into that cer |
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| March 5, 2026 |
flyExclusive, Inc. Q4 & Full Year 2025 Earnings Review March 5, 2026 flyExclusive, Inc. Q4 & Full Year 2025 Earnings Review March 5, 2026 FORWARD-LOOKING INFORMATION. This Presentation contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to flyExclusive the products and services offered by flyExclusive and the markets in which it operates and flyExclusive’s expectations, intentions, strategies, assumptions |
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| March 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 flyExclu |
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| March 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 5, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| February 18, 2026 |
FIRST AMENDMENT TO SENIOR SECURED NOTE Exhibit 10.1 FIRST AMENDMENT TO SENIOR SECURED NOTE This FIRST AMENDMENT TO SENIOR SECURED NOTE (this “First Amendment”) is dated February 16, 2026 (the “Execution Date”), with retroactive effect to January 26, 2026 (the “Effective Date”), by and among FlyExclusive Jet Share, LLC, a North Carolina limited liability company (the “Borrower”), flyExclusive, Inc., a Delaware corporation (“Parent”), an |
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| February 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 16, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 13, 2026 |
AMENDMENT NO. 4 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION Exhibit 10.1 AMENDMENT NO. 4 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 4 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of February 11, 2026 (this “Amendment No. 4”), is entered into by and among flyExclusive, Inc., a Delaware corporation (“Parent”), FlyX Merger Sub, Inc., a Delaware corporation and a wholly owned |
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| February 13, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 11, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 10, 2026 |
AT THE MARKET OFFERING AGREEMENT Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT February 10, 2026 Lucid Capital Markets, LLC 570 Lexington Avenue, 40th Floor New York, NY 10022 Ladies and Gentlemen: flyExclusive, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Lucid Capital Markets, LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when us |
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| February 10, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 10, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 10, 2026 |
Up to $6,917,931 Class A Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-287720 PROSPECTUS SUPPLEMENT (To prospectus dated June 30, 2025) Up to $6,917,931 Class A Common Stock We have entered into a sales agreement with Lucid Capital Markets, LLC (the “Agent”), relating to the sale of shares of our Class A Common Stock, $0.0001 par value per share, offered by this prospectus supplement and the accompanying prospectu |
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| February 10, 2026 |
AMENDMENT NO. 1 TO UNDERWRITING AGREEMENT Exhibit 10.1 AMENDMENT NO. 1 TO UNDERWRITING AGREEMENT This Amendment No. 1 to Underwriting Agreement (the “Amendment”) is entered into effective as of February 10, 2026 by and between flyExclusive, Inc., a Delaware corporation (the “Company”), and Lucid Capital Markets, LLC (the “Representative”) (each a “Party” and together the “Parties”). All defined terms not otherwise defined herein shall be |
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| February 9, 2026 |
Three Months Ended December 31, 2025 flyExclusive Reports Record Preliminary Unaudited Results for the Fourth Quarter and Full Year 2025, Capping a Transformational Year with Expected Positive Adjusted EBITDA in Fourth Quarter 2025. |
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| February 9, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 9, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| January 14, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 13, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| January 14, 2026 |
AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION Exhibit 10.1 Execution Version AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of January 13, 2026 (this “Amendment No. 3”), is entered into by and among flyExclusive, Inc., a Delaware corporation (“Parent”), FlyX Merger Sub, Inc., a Delaware corporation an |
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| January 9, 2026 |
2,255,639 Shares of Class A Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-287720 PROSPECTUS SUPPLEMENT (To prospectus dated June 30, 2025) 2,255,639 Shares of Class A Common Stock We are offering 2,255,639 shares of our Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), at a purchase price of $6.65 per share, pursuant to this Prospectus Supplement and accompanying Prospectus. Our Class A |
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| January 9, 2026 |
Exhibit 1.1 UNDERWRITING AGREEMENT between flyEXCLUSIVE, INC. and Lucid Capital Markets LLC as Representative of the Several Underwriters flyEXCLUSIVE, INC. UNDERWRITING AGREEMENT New York, New York January 9, 2026 Lucid Capital Markets LLC As Representative of the several Underwriters named on Schedule 1 attached hereto 570 Lexington Avenue 40th Floor New York, New York 10022 Ladies and Gentlemen |
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| January 9, 2026 |
flyExclusive Announces Proposed Public Offering of Common Stock Exhibit 99.1 January 8, 2026 flyExclusive Announces Proposed Public Offering of Common Stock KINSTON, N.C.-(BUSINESS WIRE)- flyExclusive, Inc. (NYSE American: FLYX) (the “Company” or “flyExclusive”), one of the nation’s leading private aviation operators, today announced that it is commencing an underwritten public offering of shares of its common stock (or common stock equivalents). The offering |
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| January 9, 2026 |
Subject to completion, dated January 8, 2026 Filed Pursuant to Rule 424(b)(5) Registration No. 333-287720 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and not soliciting an offer to buy these securities, in any juris |
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| January 9, 2026 |
About flyExclusive Forward Looking Statements Media Investor Relations Private Travel Exhibit 99.2 January 9, 2026 flyExclusive Announces Pricing of $15 Million Public Offering of Common Stock KINSTON, N.C.-(BUSINESS WIRE)- flyExclusive, Inc. (NYSE American: FLYX) (the “Company” or “flyExclusive”), one of the nation’s leading private aviation operators, today announced the pricing of its previously announced underwritten public offering of 2,255,639 shares of its common stock at a |
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| January 9, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 9, 2026 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| December 30, 2025 |
AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.2 AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. EMPLOYEE STOCK PURCHASE PLAN WHEREAS, flyExclusive, Inc. (the “Company”), maintains the Employee Stock Purchase Plan (the “Plan”); and WHEREAS, pursuant and subject to Section 29 of the Plan, the board of directors of the Company (the “Board”) is authorized to amend the Plan, subject to the approval of the Company’s stockholders; and WHEREAS, |
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| December 30, 2025 |
AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. 2023 EQUITY INCENTIVE PLAN Exhibit 10.1 AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. 2023 EQUITY INCENTIVE PLAN WHEREAS, flyExclusive, Inc. (the “Company”), maintains the 2023 Equity Incentive Plan (the “Plan”); and WHEREAS, pursuant and subject to Section 16(a) of the Plan, the board of directors of the Company (the “Board”) is authorized to amend the Plan, subject to the approval of the Company’s stockholders; and WHEREAS, t |
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| December 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 30, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| December 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Under §240. |
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| December 22, 2025 |
530,381 SHARES OF CLASS A COMMON STOCK PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-291052 530,381 SHARES OF CLASS A COMMON STOCK This prospectus relates to the resale by the selling stockholders named in this prospectus (each a “Selling Stockholder” and, collectively, the “Selling Stockholders”), from time to time of (i) up to an aggregate of 83,102 shares of the Class A Common Stock, par value $0.0001 per share (t |
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| December 22, 2025 |
PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-290828 845,400 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 1,268,100 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS 2,000,000 SHARES OF CLASS A COMMON STOCK This prospectus relates to the issuance by flyExclusive, Inc., a Delaware corporation (“flyExclusive,” the “Company,” “PubCo,” “we” or |
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| December 18, 2025 |
flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 December 18, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Purcell Re: Acceleration Request flyExclusive, Inc. Registration Statement on Form S-3 Filed December 17, 2025 (File No. 333-290828) Ladies and Gentle |
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| December 17, 2025 |
As filed with the Securities and Exchange Commission on December 17, 2025 As filed with the Securities and Exchange Commission on December 17, 2025 Registration No. |
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| December 17, 2025 |
As filed with the Securities and Exchange Commission on December 17, 2025 As filed with the Securities and Exchange Commission on December 17, 2025 Registration No. |
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| December 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Under §240. |
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| December 2, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| November 21, 2025 |
November 21, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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| November 14, 2025 |
Table of Contents As filed with the Securities and Exchange Commission on November 14, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 12, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 12, 2025 |
flyExclusive, Inc. Q3 2025 Earnings Review November 12, 2025 flyExclusive, Inc. Q3 2025 Earnings Review November 12, 2025 FORWARD-LOOKING INFORMATION. This Presentation contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to flyExclusive the products and services offered by flyExclusive and the markets in which it operates and flyExclusive’s expectations, intentions, strategies, assumptions or belie |
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| October 24, 2025 |
As filed with the Securities and Exchange Commission on October 24, 2025 As filed with the Securities and Exchange Commission on October 24, 2025 Registration No. |
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| October 24, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) flyExclusive, Inc. |
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| October 15, 2025 |
AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION Exhibit 10.1 AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of October 10, 2025 (this “Amendment No. 2”), is entered into by and among flyExclusive, Inc., a Delaware corporation (“Parent”), FlyX Merger Sub, Inc., a Delaware corporation and a wholly owned S |
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| October 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 10, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| October 10, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) flyExclusive, Inc. |
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| October 10, 2025 |
As filed with the Securities and Exchange Commission on October 10, 2025 As filed with the Securities and Exchange Commission on October 10, 2025 Registration No. |
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| October 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 1, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| October 7, 2025 |
Exhibit 99.1 flyExclusive Announces Strategic Acquisition of Volato’s aircraft sales division, Vaunt Platform, and Mission Control software Structured transaction delivers immediate aviation value and secures future growth assets KINSTON, N.C.-(BUSINESS WIRE)-flyExclusive, Inc. (NYSEAMERICAN: FLYX) (“flyExclusive” or the “Company”), a leading provider of premium private jet experiences, today anno |
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| October 7, 2025 |
Prospectus Supplement No. 1 dated October 7, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated September 23, 2025) Registration No. 333-282855 flyExclusive, Inc. 5,102,000 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 5,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement updates, amends and supplements the prospectus d |
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| October 7, 2025 |
FOURTH AMENDMENT TO AIRCRAFT MANAGEMENT SERVICES AGREEMENT Exhibit 10.1 FOURTH AMENDMENT TO AIRCRAFT MANAGEMENT SERVICES AGREEMENT THIS FOURTH AMENDMENT TO AIRCRAFT MANAGEMENT SERVICES AGREEMENT (this “Amendment”) is effective as of October 1, 2025 (the “Amendment Effective Date”), among flyExclusive, Inc. (“Service Provider” or “FLYX”) and Volato Group, Inc. (the “Company” or “SOAR”). RECITALS: A. Company and Service Provider previously entered into that |
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| September 24, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-276627 2,519,869 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR PUBLICLY TRADED WARRANTS 15,545,274 SHARES OF CLASS A COMMON STOCK BY THE SELLING STOCKHOLDERS 4,333,333 PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDERS 4,333,333 SHARES OF CLASS A COMMON STOCK UNDERLYING PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDER |
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| September 24, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-282855 5,102,000 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 5,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus relates to the issuance by flyExclusive, Inc., a Delaware corporation (“flyExclusive,” the “Company,” “PubCo,” “we” or “us”), and the resale by the sel |
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| September 23, 2025 |
X0101 EFFECT 33 LIVE 2025-09-23 0001193125-25-206137 POS AM 0001843973 FLYEXCLUSIVE INC. 333-276627 |
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| September 23, 2025 |
X0101 EFFECT 33 LIVE 2025-09-23 0001193125-25-206140 POS AM 0001843973 FLYEXCLUSIVE INC. 333-282855 |
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| September 22, 2025 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) flyExclusive, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1-Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, |
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| September 22, 2025 |
As filed with the Securities and Exchange Commission on September 22, 2025 As filed with the Securities and Exchange Commission on September 22, 2025 Registration No. |
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| September 17, 2025 |
As filed with the Securities and Exchange Commission on September 17, 2025 Table of Contents As filed with the Securities and Exchange Commission on September 17, 2025 Registration No. |
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| September 17, 2025 |
As filed with the Securities and Exchange Commission on September 17, 2025 Table of Contents As filed with the Securities and Exchange Commission on September 17, 2025 Registration No. |
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| September 16, 2025 |
September 16, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 16, 2025 |
September 16, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 15, 2025 |
AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.1 AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. EMPLOYEE STOCK PURCHASE PLAN WHEREAS, flyExclusive, Inc. (the “Company”), maintains the Employee Stock Purchase Plan (the “Plan”); and WHEREAS, pursuant and subject to Section 29 of the Plan, the board of directors of the Company (the “Board”) is authorized to amend the Plan, subject to the approval of the Company’s stockholders; and WHEREAS, |
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| September 15, 2025 |
AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. 2023 EQUITY INCENTIVE PLAN Exhibit 10.2 AMENDMENT NO. 1 TO THE FLYEXCLUSIVE, INC. 2023 EQUITY INCENTIVE PLAN WHEREAS, flyExclusive, Inc. (the “Company”), maintains the 2023 Equity Incentive Plan (the “Plan”); and WHEREAS, pursuant and subject to Section 16(a) of the Plan, the board of directors of the Company (the “Board”) is authorized to amend the Plan, subject to the approval of the Company’s stockholders; and WHEREAS, t |
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| September 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 10, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 15, 2025 |
September 15, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 4, 2025 |
Table of Contents As filed with the Securities and Exchange Commission on September 3, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 26, 2025 |
As filed with the Securities and Exchange Commission on August 26, 2025 Table of Contents As filed with the Securities and Exchange Commission on August 26, 2025 Registration No. |
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| August 26, 2025 |
As filed with the Securities and Exchange Commission on August 26, 2025 Table of Contents As filed with the Securities and Exchange Commission on August 26, 2025 Registration No. |
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| August 26, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 POS AM (Form Type) flyExclusive, Inc. |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 flyE |
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| August 13, 2025 |
flyExclusive, Inc. Q2 2025 Earnings Review August 13, 2025 flyExclusive, Inc. Q2 2025 Earnings Review August 13, 2025 FORWARD-LOOKING INFORMATION. This Presentation contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to flyExclusive the products and services offered by flyExclusive and the markets in which it operates and flyExclusive’s expectations, intentions, strategies, assumptions or beliefs |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 13, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| July 30, 2025 |
Table of Contents As filed with the Securities and Exchange Commission on July 30, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 30, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| July 30, 2025 |
Exhibit 10.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of July 30th, 2025 (this “Amendment No. 1”), is entered into by and among flyExclusive, Inc., a Delaware corporation (“Parent”), FlyX Merger Sub, Inc., a Delaware corporation and a wholly owned Su |
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| July 28, 2025 |
Waiver Letter, dated July 25, 2025 Exhibit 10.1 Waiver of Lock-up flyExclusive, Inc. Sponsor Shares July 25, 2025 EG Sponsor LLC 375 Park Avenue, 24th Floor New York, NY 10152 Attn: Matthew. A Lux Dear Mr. Lux, This letter is being delivered to you in connection with 5,625,000 shares of Class A Common Stock (the “Shares”) of flyExclusive, Inc. (the “Company”) and warrants to purchase 4,333,333 shares of Class A Common Stock (the “W |
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| July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 25, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| July 28, 2025 |
Exhibt 99.1 flyExclusive Releases Shares of Class A Common Stock and Warrants from Lock-Up Agreement Action positions Company for future inclusion in the Russell Family of Indices KINSTON, N.C.-(BUSINESS WIRE)-flyExclusive, Inc. (NYSEAMERICAN: FLYX) (“flyExclusive” or the “Company”), a leading provider of premium private jet experiences, today announced it has executed a waiver letter (the “Waiver |
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| June 26, 2025 |
flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 June 26, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attention: Anuja Majmudar Re: Acceleration Request flyExclusive, Inc. Registration Statement on Form S-3 Filed June 2, 2025 (File No. 333-287720) Ladies and Gentlemen: Pursu |
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| June 20, 2025 |
As filed with the Securities and Exchange Commission on June 20, 2025 Table of Contents As filed with the Securities and Exchange Commission on June 20, 2025 Registration No. |
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| June 13, 2025 |
Table of Contents As filed with the Securities and Exchange Commission on June 13, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 6, 2025 |
June 6, 2025 Thomas James Segrave, Jr. Chief Executive Officer and Chairman flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 Re: flyExclusive, Inc. Registration Statement on Form S-3 Filed June 2, 2025 File No. 333-287720 Dear Thomas James Segrave Jr.: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 Table of Contents As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
Exhibit 4.6 FLYEXCLUSIVE, INC. and , as Trustee INDENTURE Dated as of , 202 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1. DEFINITIONS 1 1.2. RESERVED 5 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 6 1.4. RULES OF CONSTRUCTION 6 ARTICLE 2 THE SECURITIES 7 2.1. ISSUABLE IN SERIES 7 2.2. ESTABLISHMENT OF TERMS OF SERIES OF SECURITIES 7 2.3. EXECUTION AND |
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| June 2, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) flyExclusive, Inc. |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 fly |
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| May 8, 2025 |
As filed with the Securities and Exchange Commission on May 8, 2025 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2025 Registration No. |
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| May 8, 2025 |
As filed with the Securities and Exchange Commission on May 8, 2025 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2025 Registration No. |
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| May 6, 2025 |
Table of Contents As filed with the Securities and Exchange Commission on May 6, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 6, 2025 |
Exhibit 10.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER AND REORGANIZATION DATED AS OF May 6, 2025 by and among FLYEXCLUSIVE, INC., FLYX MERGER SUB, INC., JET.AI INC. and JET.AI SPINCO, INC. TABLE OF CONTENTS Article I - DEFINITIONS 1.1 Definitions 1.2 Interpretation Article II - THE MERGER 2.1 The Merger 2.2 Closing 2.3 Closing Deliverables; Effective Time 2.4 Certificate of Incorporation |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 6, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 6, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) flyExclusive, Inc. |
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| May 6, 2025 |
Consent of Newbridge Securities Corporation Exhibit 99.2 CONSENT OF NEWBRIDGE SECURITIES CORPORATION Newbridge Securities Corporation (“Newbridge”) hereby consents to (i) the filing of our fairness opinion dated February 14, 2025 (the “Opinion”) to the Board of Directors of Jet.AI Inc. (“Jet.AI”), as an Annex to the proxy statement/prospectus included in this Registration Statement on Form S-4, and any supplements and amendments thereto, (i |
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| April 10, 2025 |
As filed with the Securities and Exchange Commission on April 10, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 10, 2025 Registration No. |
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| April 10, 2025 |
As filed with the Securities and Exchange Commission on April 10, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 10, 2025 Registration No. |
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| March 24, 2025 |
Exhibit 10.26 Execution Version SECOND AMENDMENT TO SENIOR SECURED NOTE This SECOND AMENDMENT TO SENIOR SECURED NOTE (this “Second Amendment”) is dated as of March 21, 2025 (the “Execution Date”) with retroactive effect to December 31, 2024 (the “Effective Date”), by and among LGM Enterprises, LLC, a North Carolina limited liability company (the “Company” and as “Borrower”), FlyExclusive JetShare, |
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| March 24, 2025 |
Form of Warrant issued on March 21, 2025. Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO |
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| March 24, 2025 |
Exhibit 10.27 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 21, 2025 (the “Closing Date”), among flyExclusive, Inc., a Delaware corporation (the “Company”), and EG Sponsor LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement, the Company desires to issue and s |
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| March 24, 2025 |
Exhibit 3.5 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF SERIES B CONVERTIBLE PREFERRED STOCK, PAR VALUE $0.0001, OF FLYEXCLUSIVE, INC. flyExclusive, Inc, a corporation organized and existing under the General Corporation Law of the State of Delaware (hereinafter, the “Company”), hereby certifies: FIRST: The Company’s Certificate of Designation of Series B Convertible Preferred St |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 flyExclu |
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| March 24, 2025 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the capital stock of flyExclusive, Inc. (the “Company,” “we,” and “our) and certain provisions of our Second Amended and Restated Certificate of Incorporation (the “Charter”), and our Bylaws, are summaries and are qualified by reference to the |
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| March 24, 2025 |
Exhibit 19 INSIDER TRADING POLICY and Guidelines with Respect to Certain Transactions in Company Securities This Policy provides guidelines to employees, directors, officers and their assistants, and consultants of flyExclusive, Inc. |
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| March 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 7, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 11, 2025 |
SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 7, 2025 (the “Closing Date”), among flyExclusive, Inc. |
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| March 11, 2025 |
Prospectus Supplement No. 3 dated March 11, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated December 4, 2024) Registration No. 333-282855 flyExclusive, Inc. 5,102,000 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 5,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement updates, amends and supplements the prospectus date |
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| March 11, 2025 |
Prospectus Supplement No. 4 dated March 11, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated September 20, 2024) Registration No. 333-276627 flyExclusive, Inc. 2,519,869 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR PUBLICLY TRADED WARRANTS 15,545,274 SHARES OF CLASS A COMMON STOCK BY THE SELLING STOCKHOLDERS 4,333,333 PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDERS 4,333,333 SHAR |
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| February 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 13, 2025 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 19, 2025 |
Prospectus Supplement No. 2 dated February 19, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated December 4, 2024) Registration No. 333-282855 flyExclusive, Inc. 5,102,000 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 5,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement updates, amends and supplements the prospectus d |
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| February 19, 2025 |
Exhibit 99.1 flyExclusive Reaches Definitive Agreement to Acquire Jet.AI Aviation Business in an All-Stock Transaction Proposed transaction provides flyExclusive with additional growth capital and will add trading liquidity through incremental equity ownership Business combination transforms Jet.AI into a pure-play AI solutions company KINSTON, NC and LAS VEGAS, NV — flyExclusive Inc. (NYSE Americ |
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| February 19, 2025 |
Prospectus Supplement No. 3 dated February 19, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated September 20, 2024) Registration No. 333-276627 flyExclusive, Inc. 2,519,869 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR PUBLICLY TRADED WARRANTS 15,545,274 SHARES OF CLASS A COMMON STOCK BY THE SELLING STOCKHOLDERS 4,333,333 PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDERS 4,333,333 S |
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| February 19, 2025 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION DATED AS OF FEBRUARY 13, 2025 by and among FLYEXCLUSIVE, INC., FLYX MERGER SUB, INC., JET.AI INC. and JET.AI SPINCO, INC. TABLE OF CONTENTS Page 1.1 Definitions 5 1.2 Interpretation 5 Article II - THE MERGER 7 2.1 The Merger 7 2.2 Closing 7 2.3 Closing Deliverables; Effective Time 8 2.4 Certificate of Incorporation and Bylaws of the Survi |
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| February 19, 2025 |
Exhibit 10.1 SEPARATION AND DISTRIBUTION AGREEMENT DATED AS OF FEBRUARY 13, 2025 by and among JET.AI INC., JET.AI SPINCO, INC. and FLYEXCLUSIVE, INC. TABLE OF CONTENTS Page 1.1 General 5 1.2 References; Interpretation 5 Article II – THE CONTRIBUTION 6 2.1 Restructuring; Transfer of Assets; Assumption of Liabilities 6 2.2 Non-Transferable Assets 7 2.3 Conveyancing and Assumption Instruments 8 2.4 F |
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| February 19, 2025 |
Exhibit 10.2 FORM OF SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of [ ], 2025, is by and among flyExclusive, Inc., a Delaware corporation (“Parent”), FlyX Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and each of the persons set forth on Schedule I attached hereto (each, a “Equityholder”, and collectively, the “Equityholder |
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| February 14, 2025 |
Table of Contents As filed with the Securities and Exchange Commission on February 14, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2025 |
Consent of Newbridge Securities Corporation Exhibit 99.2 CONSENT OF NEWBRIDGE SECURITIES CORPORATION Newbridge Securities Corporation (“Newbridge”) hereby consents to (i) the filing of our fairness opinion dated February 14, 2025 (the “Opinion”) to the Board of Directors of Jet.AI Inc. (“Jet.AI”), as an Annex to the proxy statement/prospectus included in this Registration Statement on Form S-4, and any supplements and amendments thereto, (i |
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| February 14, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) flyExclusive, Inc. |
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| December 9, 2024 |
Prospectus Supplement No. 1 dated December 9, 2024 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated December 4, 2024) Registration No. 333-282855 flyExclusive, Inc. 5,102,000 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 5,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement updates, amends and supplements the prospectus da |
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| December 9, 2024 |
Prospectus Supplement No. 2 dated December 9, 2024 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated September 20, 2024) Registration No. 333-276627 flyExclusive, Inc. 2,519,869 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR PUBLICLY TRADED WARRANTS 15,545,274 SHARES OF CLASS A COMMON STOCK BY THE SELLING STOCKHOLDERS 4,333,333 PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDERS 4,333,333 SH |
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| December 6, 2024 |
Exhibit 10.1 Execution Version FIRST AMENDMENT TO SENIOR SECURED NOTE This FIRST AMENDMENT TO SENIOR SECURED NOTE (this “First Amendment”) is made as of December 1, 2024, by and among LGM Enterprises, LLC, a North Carolina limited liability company (the “Company” and as “Borrower”), FlyExclusive JetShare, LLC, a North Carolina limited liability company (“JetShare” and as “Guarantor”; together with |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 1, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| December 4, 2024 |
Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-282855 flyExclusive, Inc. 5,102,000 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR SERIES B CONVERTIBLE PREFERRED STOCK 5,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus relates to the issuance by flyExclusive, Inc., a Delaware corporation (“flyExclusive,” the “Company,” “PubCo,” “we” or “us”), and th |
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| December 2, 2024 |
flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 December 2, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: flyExclusive, Inc. Registration Statement on Form S-1 File No. 333-282855 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, flyExclusive, Inc. (the “Reg |
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| November 26, 2024 |
As filed with the Securities and Exchange Commission on November 26, 2024 Table of Contents As filed with the Securities and Exchange Commission on November 26, 2024 Registration No. |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 |
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| November 8, 2024 |
November 8, 2024 Thomas James Segrave, Jr. Chief Executive Officer flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 Re: flyExclusive, Inc. Registration Statement on Form S-1 Filed October 28, 2024 File No. 333-282855 Dear Thomas James Segrave Jr.: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding reque |
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| October 28, 2024 |
As filed with the Securities and Exchange Commission on October 28, 2024 Table of Contents As filed with the Securities and Exchange Commission on October 28, 2024 Registration No. |
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| October 28, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) flyExclusive, Inc. |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement. |
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| October 23, 2024 |
2023 Annual Report Included in the 2023 Annual Report: Form 10-K filed with the U. |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| October 15, 2024 |
As filed with the Securities and Exchange Commission on October 15, 2024 As filed with the Securities and Exchange Commission on October 15, 2024 Registration No. |
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| October 15, 2024 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) flyExclusive, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1-Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, |
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| October 4, 2024 |
Prospectus Supplement No. 1 dated October 4, 2024 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated September 20, 2024) Registration No. 333-276627 flyExclusive, Inc. 2,519,869 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR PUBLICLY TRADED WARRANTS 15,545,274 SHARES OF CLASS A COMMON STOCK BY THE SELLING STOCKHOLDERS 4,333,333 PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDERS 4,333,333 SHA |
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| October 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| September 27, 2024 |
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 26, 2024 (the “Effective Date”) by and between Exclusive Jets, LLC (the “Company”), and Michael Guina (“Employee”). |
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| September 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 26, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 27, 2024 |
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 26, 2024 (the “Effective Date”) by and between Exclusive Jets, LLC (the “Company”), and Matthew Lesmeister (“Employee”). |
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| September 27, 2024 |
flyExclusive Announces Key Addition, Further Strengthening Leadership Team Brad Garner joins the Company as Chief Financial Officer Matt Lesmeister to broaden responsibilities as Chief Operating Officer Mike Guina named Chief Commercial Officer KINSTON, NC (September 27, 2024) – flyExclusive, Inc. |
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| September 27, 2024 |
Employment Agreement, dated September 26, 2024, by and between Exclusive Jets, LLC and Brad Garner. EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 26, 2024 (the “Effective Date”) by and between Exclusive Jets, LLC (the “Company”), and Brad Garner (“Employee”). |
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| September 20, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-276627 flyExclusive, Inc. 2,519,869 SHARES OF CLASS A COMMON STOCK UNDERLYING OUR PUBLICLY TRADED WARRANTS 15,545,274 SHARES OF CLASS A COMMON STOCK BY THE SELLING STOCKHOLDERS 4,333,333 PRIVATE PLACEMENT WARRANTS BY THE SELLING STOCKHOLDERS 4,333,333 SHARES OF CLASS A COMMON STOCK UNDERLYING PRIVATE PLACEMENT WARRANTS BY THE |
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| September 18, 2024 |
Wyrick Robbins Yates & Ponton LLP ATTORNEYS AT LAW 4101 Lake Boone Trail, Suite 300, Raleigh, NC 27607 PO Drawer 17803, Raleigh, NC 27619 P: 919. |
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| September 18, 2024 |
flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 September 18, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: flyExclusive, Inc. Registration Statement on Form S-1 File No. 333-276627 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, flyExclusive, Inc. (the “R |
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| September 13, 2024 |
September 13, 2024 Thomas James Segrave, Jr. Chief Executive Officer and Chairman flyExclusive, Inc. 2860 Jetport Road Kinston, NC 28504 Re: flyExclusive, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed August 27, 2024 File No. 333-276627 Dear Thomas James Segrave Jr.: We have reviewed your amended registration statement and have the following comment. Please respond to this lette |
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| September 3, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 2, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 3, 2024 |
Aircraft Management Services Agreement, dated September 2, 2024. Exhibit 10.1 AIRCRAFT MANAGEMENT SERVICES AGREEMENT This Aircraft Management Services Agreement (this "Agreement"), is made and entered as of September 2, 2024 (the “Effective Date”), by and among flyExclusive, Inc., a Delaware corporation ("Service Provider"), and Volato Group, Inc., a Delaware corporation (the "Company"). WHEREAS, the Company desires to retain the Service Provider to provide cer |
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| September 3, 2024 |
flyExclusive Enters Exclusive Agreement to Provide Aircraft Management Services to Volato Group Inc. |
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| August 27, 2024 |
As filed with the Securities and Exchange Commission on August 27, 2024 Table of Contents As filed with the Securities and Exchange Commission on August 27, 2024 Registration No. |
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| August 27, 2024 |
Wyrick Robbins Yates & Ponton LLP ATTORNEYS AT LAW 4101 Lake Boone Trail, Suite 300, Raleigh, NC 27607 PO Drawer 17803, Raleigh, NC 27619 P: 919. |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 flyE |
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| August 12, 2024 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION OF SERIES B CONVERTIBLE PREFERRED STOCK, PAR VALUE $0.0001, OF FLYEXCLUSIVE, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”), flyExclusive, Inc., a corporation duly organized and validly existing under the DGCL (the “Issuer” or the “Company”), in accordance with the provisions of Section 103 thereof, does here |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 fly |
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| August 12, 2024 |
FLYX / flyExclusive, Inc. / Hymowitz Gregg - SC 13D/A Activist Investment SC 13D/A 1 d884559dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* flyExclusive, Inc. (f/k/a EG Acquisition Corp.) (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 343928107 (CUSIP Number) Gregg S. Hymowitz 375 Park Avenue, 24th Floor New York |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 8, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File N |
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| August 12, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 8, 2024 (the “Initial Closing Date”), among flyExclusive, Inc., a Delaware corporation (the “Company”), EnTrust Emerald (Cayman) LP, a Cayman Islands limited partnership (“EnTrust”), and EG Sponsor LLC, a Delaware limited liability company (“EG Sponsor” and together with EnTrust, |
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| August 12, 2024 |
flyExclusive Announces $25 Million Preferred Equity Investment; Reports First Quarter 2024 Financial Results KINSTON, NC (August 8, 2024) – flyExclusive, Inc. |
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| August 12, 2024 |
Form of Warrant issued in August 2024. Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO |
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| August 12, 2024 |
EX-10.1 2 d884559dex101.htm EX-10.1 Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 8, 2024 (the “Initial Closing Date”), among flyExclusive, Inc., a Delaware corporation (the “Company”), EnTrust Emerald (Cayman) LP, a Cayman Islands limited partnership (“EnTrust”), and EG Sponsor LLC, a Delaware limited liabi |
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| June 25, 2024 |
flyExclusive Appoints Matt Lesmeister as Chief Financial Officer Zach Nichols has been promoted to Chief Accounting Officer KINSTON, NC (June 25, 2024) – flyExclusive, Inc. |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) June 18, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 28, 2024 |
• UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 21, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File N |
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| May 28, 2024 |
FlyExclusive Receives Notice from NYSE American Regarding Late Filing of Quarterly Report on Form 10-Q Kinston, NC, May 28, 2024 – flyExclusive, Inc. |
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| May 24, 2024 |
United States securities and exchange commission logo May 24, 2024 Thomas James Segrave, Jr. |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER: 001-40444 FORM 12b-25 CUSIP NUMBER: 343928107 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ X ] Form 10-Q [ ] Form 10-D [ ] Form N-CEN [ ] Form N-CSR For Period Ended: March 31, 2024 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Repo |
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| May 10, 2024 |
Wyrick Robbins Yates & Ponton LLP ATTORNEYS AT LAW 4101 Lake Boone Trail, Suite 300, Raleigh, NC 27607 PO Drawer 17803, Raleigh, NC 27619 P: 919. |
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| May 10, 2024 |
Table of Contents As filed with the Securities and Exchange Commission on May 10, 2024 Registration No. |
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| May 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 1, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40444 flyExclu |
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| May 1, 2024 |
Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the capital stock of flyExclusive, Inc. (the “Company,” “we,” and “our) and certain provisions of our Second Amended and Restated Certificate of Incorporation (the “Charter”), and our Bylaws, are summaries and are qualified by reference to the |
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| May 1, 2024 |
flyExclusive Compensation Recovery Policy. Compensation Recovery Policy I.Introduction The Board of Directors (the “Board”) of flyExclusive, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore adopted this policy wh |
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| May 1, 2024 |
flyExclusive Reports Full Year 2023 Financial Results flyExclusive Reports Full Year 2023 Financial Results KINSTON, NC, May 1, 2024- flyExclusive, LLC. |
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| April 22, 2024 |
FlyExclusive Receives Notice from NYSE American Regarding Late Filing of Annual Report on Form 10-K FlyExclusive Receives Notice from NYSE American Regarding Late Filing of Annual Report on Form 10-K Kinston, NC, April 22, 2024 – flyExclusive, Inc. |
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| April 22, 2024 |
• UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 17, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER: 001-40444 FORM 12b-25 CUSIP NUMBER: 343928107 NOTIFICATION OF LATE FILING (Check one): [ X ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-CEN [ ] Form N-CSR For Period Ended: December 31, 2023 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition R |
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| March 7, 2024 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION OF SERIES A NON-CONVERTIBLE REDEEMABLE PREFERRED STOCK, PAR VALUE $0.0001, OF FLYEXCLUSIVE, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”), flyExclusive, Inc., a corporation duly organized and validly existing under the DGCL (the “Issuer” or the “Company”), in accordance with the provisions of Section 103 the |
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| March 7, 2024 |
Form of Warrant issued March 4, 2024. Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO |
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| March 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 4, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 7, 2024 |
flyExclusive Announces $25 Million Equity Investment Capital to fund flyExclusive’s working capital, including aircraft acquisition plans KINSTON, NC (March 5, 2024) – flyExclusive, Inc. |
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| March 7, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 4, 2024 (the “Closing Date”), between flyExclusive, Inc., a Delaware corporation (the “Company”), and EnTrust Emerald (Cayman) LP, a Cayman Islands limited partnership (including its successors and assigns, the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in |
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| February 15, 2024 |
United States securities and exchange commission logo February 15, 2024 Thomas James Segrave, Jr. |
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| February 14, 2024 |
SC 13G/A 1 firtree-eggf123123a2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* EG Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 26846A209 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) |
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| February 14, 2024 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to file with the Securities and Exchange Commission joint Schedules 13G and any amendments thereto with respect to the flyExclusive securities owned by them, and further agree that this Joint Filing Agreement shall be included as an Exhibit to su |
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| February 14, 2024 |
EnTrust Magnolia Partners LP - SC 13G SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* flyExclusive, Inc. (f/k/a EG Acquisition Corp.) (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 343928107 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the app |
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| February 13, 2024 |
EGGF / EG Acquisition Corp. / Third Point LLC - SCHEDULE 13D Activist Investment SC 13D 1 t71227998a.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* flyExclusive, Inc. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 26846A100 (CUSIP Number) Joshua L. Targoff Third Point LLC 55 Hudson Yards New York, NY 10001 (212) 7 |
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| February 13, 2024 |
EX-99.1 2 t71227998b.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| February 7, 2024 |
Saba Capital Management, L.P. - FORM SC 13G/A SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* FLYEXCLUSIVE, Inc. (formerly known as EG Acquisition Corp.) (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 343928107 (CUSIP Number) December 31, 2023 (Date of Event which Requires |
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| February 5, 2024 |
INTEGRATED CORE STRATEGIES (US) LLC SC 13G/A 1 FLYXSC13GA.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) FLYEXCLUSIVE, INC. (formerly EG Acquisition Corp.) (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 343928107 (CUSIP Number) DECEMBER 31, 2023 (Date of event which requires filing |
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| February 1, 2024 |
Exhibit 10.1 CERTAIN INFORMATION IDENTIFIED WITH THE MARK “(***)” HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE SUCH INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. SENIOR SECURED NOTE This Senior Secured Note (this “Note”) is entered into as of January 26, 2024 (the “Closing Date”) by and among FlyExclusive Jet Share, LLC, a North Carolina limited |
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| February 1, 2024 |
Investment Proceeds to Accelerate Fractional Program Growth Exhibit 99.1 Investment Proceeds to Accelerate Fractional Program Growth KINSTON, NC (January 26, 2024) – flyExclusive (NYSEAMERICAN: FLYX) (“flyExclusive” or the “Company”), a publicly-traded provider of premium private jet charter experiences, today announced the execution of a two-year revolving credit facility for up to $25.8 million with ETG FE LLC, an investment vehicle managed by EnTrust Gl |
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| February 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 26, 2024 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission File |
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| February 1, 2024 |
Exhibit 10.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of January 26, 2024 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) is made by FlyExclusive Jet Share, LLC, a North Carolina limited liability company, as grantor (the “Grantor”), in favor of Kroll Trustee Services, Limited, |
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| January 19, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) flyExclusive, Inc. |
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| January 19, 2024 |
Table of Contents As filed with the Securities and Exchange Commission on January 19, 2024 Registration No. |
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| January 19, 2024 |
Exhibit 21.1 Listing of Subsidiaries Name of Subsidiary Jurisdiction of Incorporation Exclusive Jets, LLC North Carolina Jetstream Aviation, LLC North Carolina LGM Enterprises, LLC North Carolina |
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| January 8, 2024 |
EX-99.1 3 d705854dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned beneficial owners of shares of flyExclusive, Inc. (“flyExclusive”) hereby agree to file with the Securities and Exchange Commission joint Schedules 13D and any amendments thereto with respect to the flyExclusive securities owned by |
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| January 8, 2024 |
EX-10.4 2 d705854dex104.htm EX-10.4 Exhibit 10.4 Execution Version THIS INCREMENTAL AMENDMENT, THE NOTE REFERRED TO HEREIN, AND THE SECURITIES INTO WHICH SUCH NOTE MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE |
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| January 8, 2024 |
EGGF / EG Acquisition Corp. / Hymowitz Gregg - SC 13D Activist Investment SC 13D 1 d705854dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* flyExclusive, Inc. (f/k/a EG Acquisition Corp.) (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 343928107 (CUSIP Number) Gregg S. Hymowitz 375 Park Avenue, 24th Floor New York, NY 1 |
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| January 8, 2024 |
EGGF / EG Acquisition Corp. / Segrave Thomas James Jr. - SC 13D Activist Investment SC 13D 1 d670652dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* flyExclusive, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 343928107 (CUSIP Number) Thomas James Segrave, Jr. c/o flyExclusive, Inc. 2860 Jetport Road Kinston, Nort |
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| January 5, 2024 |
25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40444 FLYEXCLUSIVE, INC. New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 2860 Jet |
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| January 3, 2024 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS OF LGM ENTERPRISES, LLC Condensed Consolidated Balance Sheets as of September 30, 2023 (unaudited) and December 31, 2022 Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income for the nine months ended September 30, 2023, and 2022 (unaudited) Condensed Consolidated Statements of Members’ (Deficit) Equity for the nine months ended |
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| January 3, 2024 |
flyExclusive Inc. Employee Stock Purchase Plan. Exhibit 10.11 FLYEXCLUSIVE, INC. EMPLOYEE STOCK PURCHASE PLAN December 27, 2023 1. Establishment of Plan; Purposes. The purpose of the Plan is to provide Eligible Employees of the Company with a convenient means of acquiring an equity interest in the Company through payroll deductions, to enhance such employees’ sense of participation in the affairs of the Company and Participating Subsidiaries, a |
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| January 3, 2024 |
Amended and Restated Operating Agreement of LGM Enterprises, LLC. Exhibit 10.4 AMENDED AND RESTATED OPERATING AGREEMENT OF LGM ENTERPRISES, LLC (A North Carolina Limited Liability Company) Dated as of December 27, 2023 THE OWNERSHIP INTERESTS AND UNITS REPRESENTED BY THIS AMENDED AND RESTATED OPERATING AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH OWNERSHIP INTER |
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| January 3, 2024 |
Exhibit 10.8 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made as of April 1st, 2023 (the “Effective Date”) by and between LGM Enterprises, LLC (the “Company”), and Thomas James Segrave, Jr. (“Executive”). Each of the Company and Executive is referred to herein as a “Party” and together they are referred to as the “Parties.” TERMS In consideration of the |
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| January 3, 2024 |
CERTAIN INFORMATION IDENTIFIED WITH THE MARK “(***)” HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE SUCH INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. |
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| January 3, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms appearing in this unaudited pro forma condensed combined financial information that are not defined within this Form 8-K are defined within the Equity Purchase Agreement exhibit attached to this Form 8-K. Introduction The following unaudited pro forma condensed combined financial information is provided to |
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| January 3, 2024 |
Exhibit 10.12 Obligor File Name: Exclusive Jets, LLC, a North Carolina Limited Liability Company Loan Account #[ ] Officer Name: [ ] Officer email address: [ ] Amount $60,000,000.00 Dated as of March 15, 2023 MASTER NOTE This Note (as modified from time to time, the “Note”) has been executed by Exclusive Jets, LLC, a limited liability company organized under the law of the State of North Carolina |
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| January 3, 2024 |
Form of Director and Officer Indemnification Agreement Exhibit 10.7 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of [•], is by and between flyExclusive, Inc., a Delaware corporation (the “Company”) and [•] (the “Indemnitee”). WHEREAS, [Indemnitee is [a director or an officer of the Company]] OR [the Company expects Indemnitee to join the Company as [a director or an officer]]; WHEREAS, both the Company and Indemnite |
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| January 3, 2024 |
Exhibit 10.3 TAX RECEIVABLE AGREEMENT THIS TAX RECEIVABLE AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 27, 2023, is hereby entered into by and among EG Acquisition Corp., a Delaware corporation (the “Corporation”), LGM Enterprises LLC, a North Carolina limited liability company ( |
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| January 3, 2024 |
Second Amended and Restated Certificate of Incorporation of EG Acquisition Corp. Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of EG ACQUISITION CORP. (Pursuant to Section 242 and 245 of the General Corporation Law of the State of Delaware) December 27, 2023 EG Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is EG Acquisition C |
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| January 3, 2024 |
Letter from Marcum LLP to the Securities and Exchange Commission, dated January 3, 2024. Exhibit 16.1 January 3, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by EG Acquisition Corp. under Item 4.01 of its Form 8-K dated January 3, 2024. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of EG Acquisition Corp. contained |
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| January 3, 2024 |
Exhibit 10.13 SUBLEASE AGREEMENT [Kinston Jet Center, LLC ~ Exclusive Jets, LLC] This Sublease dated as of January 1, 2021, is made between Kinston Jet Center, LLC (Hereinafter “Sublandlord”) and Exclusive Jets, LLC d/b/a flyExclusive (Hereinafter “Subtenant”). ARTICLE I: Defined Terms; Background 1. Each reference in this Sublease to the capitalized terms set forth below shall have the meanings g |
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| January 3, 2024 |
Exhibit 3.2 BYLAWS OF FLYEXCLUSIVE, INC. I. CORPORATE OFFICES 1.1 Registered Office The registered office of flyExclusive, Inc. (the “Corporation”) is 251 Little Falls Drive, Wilmington, New Castle County, Delaware, 19808. The name of the registered agent of the Corporation at such location is Corporation Service Company. 1.2 Other Offices The board of directors (the “Board”) may at any time estab |
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| January 3, 2024 |
Exhibit 10.1 STOCKHOLDERS’ AGREEMENT This Stockholders’ Agreement (this “Agreement”) is made as of December 27, 2023, by and among (i) EG Acquisition Corp., a Delaware corporation (the “Company”); (ii) Thomas James Segrave Jr. (“Segrave”); (iii) Thomas James Segrave, Jr., as custodian for Laura Grace Segrave (“LG Trust”); (iv) Thomas James Segrave, Jr., as custodian for Madison Lee Segrave, (“ML T |
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| January 3, 2024 |
Exhibit 10.2 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 27, 2023, is made and entered into by and among EG Acquisition Corp., a Delaware corporation (the “Company”), EG Sponsor LLC, a Delaware limited liability company (the “Sponsor”), the undersigned parties listed under Existing Holders on th |
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| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 27, 2023 flyExclusive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| January 3, 2024 |
Exhibit 21.1 Listing of Subsidiaries Name of Subsidiary Jurisdiction of Incorporation Exclusive Jets, LLC North Carolina Jetstream Aviation, LLC North Carolina LGM Enterprises, LLC North Carolina |
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| January 3, 2024 |
Exhibit 10.9 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made as of April 21, 2023 (the “Effective Date’’) by and between LGM Enterprises, LLC (the “Company”, and Michael Guina (“Executive”). Each of the Company and Executive is referred to herein as a “Party” and together they are referred to as the “Parties.” TERMS In consideration of the foregoing pr |
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| January 3, 2024 |
flyExclusive Inc. 2023 Equity Incentive Plan. Exhibit 10.10 FLYEXCLUSIVE, INC. 2023 EQUITY INCENTIVE PLAN 2023 Equity Incentive Plan Approved by the Board and Stockholders on November 10, 2023 and December 18, 2023, respectively 1. Purposes of the Plan. The purposes of this Plan are to attract and retain the best available personnel to serve as Employees, Directors or Consultants; to provide additional incentives to Employees, Directors and C |
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| January 2, 2024 |
EGGF / EG Acquisition Corp. / BTIG, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Flyexclusive Inc (Name of Issuer) Common Shares (Title of Class of Securities) 343928107 (CUSIP Number) (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) (Date of Event which Requires Filing of this Statement |
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| December 28, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 08, 2024, pursuant to the provisions of Rule 12d2-2 (a). |
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| December 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 EG ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 86-1740840 (State or other jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) |
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| December 27, 2023 |
Exhibit 99.1 flyExclusive and EG Acquisition Corporation Announce Closing of Business Combination flyExclusive Common Stock Expected to Begin Trading on December 28, 2023 on the NYSE American Under Ticker Symbol “FLYX” KINSTON, NC, December 27, 2023 – flyExclusive, a leading provider of premium private jet charter experiences, and EG Acquisition Corp. (NYSE: EGGF), a Special Purpose Acquisition Co |
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| December 27, 2023 |
New York Stock Exchange 11 Wall Street New York, NY 10005 Tel: +1 212.656.3000 nyse.com December 27, 2023 Chief, Information Technology Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE MS 3040 Washington, DC 20549 To whom it may concern: The NYSE American certifies its approval for listing and registration of the following securities of EG ACQUISITION CORP. (to be |
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| December 27, 2023 |
Exhibit 10.1 FORM OF NON-REDEMPTION AGREEMENT This Non-Redemption Agreement (this “Agreement”) is entered as of December , 2023 by and among EG Acquisition Corp. (“EG” or the “Company”), a Delaware corporation, LGM Enterprises, LLC, a North Carolina limited liability company (“LGM”), Thomas James Segrave, Jr. (“Mr. Segrave”) and the undersigned investors (collectively, the “Investor”). RECITALS WH |
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| December 27, 2023 |
Exhibit 10.2 FORM OF WARRANT EXCHANGE AGREEMENT THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated as of December , 2023, is by and between EG ACQUISITION CORP., a Delaware corporation (the “Company”), and the holder named on the signature page hereto (the “Holder”). WHEREAS, the Holder is the record and beneficial owner of Warrants to purchase shares of the Company’s common stock, par valu |
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| December 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 26, 2023 FLYEXCLUSIVE INC. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission Fil |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 21, 2023 EG ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission |
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| December 22, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 21, 2023 EG ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Com |
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| December 22, 2023 |
EG Acquisition Corp. Announces Update on Business Combination and Annual Meeting EX-99.1 Exhibit 99.1 EG Acquisition Corp. Announces Update on Business Combination and Annual Meeting New York, NY, December 21, 2023 — EG Acquisition Corp. (the “Company” or “EG”) (NYSE: EGGF), a Special Purpose Acquisition Company (SPAC) sponsored by EnTrust Global and GMF Capital, today announced that, in connection with its previously announced proposed business combination (the “Business Comb |
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| December 21, 2023 |
United States securities and exchange commission logo December 21, 2023 Gregg S. Hymowitz Chief Executive Officer EG Acquisition Corp. 375 Park Avenue, 24th Floor New York, NY 10152 Re: EG Acquisition Corp. Preliminary Proxy Statement on Schedule 14A Filed November 24, 2023 File No. 001-40444 Letter filed December 15, 2023 Dear Gregg S. Hymowitz: We have completed our review of your filing. We rem |
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| December 20, 2023 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 18, 2023 EG ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission |
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| December 20, 2023 |
EG Acquisition Corp. Announces Update on Business Combination and Annual Meeting Exhibit 99.1 EG Acquisition Corp. Announces Update on Business Combination and Annual Meeting New York, NY, December 19, 2023 — EG Acquisition Corp. (the “Company” or “EG”) (NYSE: EGGF), a Special Purpose Acquisition Company (SPAC) sponsored by EnTrust Global and GMF Capital, today announced that at a special meeting of EG stockholders (the “Special Meeting”) held yesterday, EG’s stockholders vote |
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| December 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 18, 2023 EG ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40444 86-1740840 (State or other jurisdiction of incorporation) (Commission |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| December 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| December 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| December 15, 2023 |
December 15, 2023 VIA EDGAR Mr. Timothy S. Levenberg Ms. Irene Barberena-Meissner Ms. Pamela Long Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: EG Acquisition Corp. Proxy Statement on Schedule 14A Filed November 13, 2023 File No. 001-40444 Proxy Statement on Schedule 14A Filed December 7, 2023 File No. 001-40444 D |
