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Flyexclusive Inc SEC Filings

flyx NYSE

Welcome to our dedicated page for Flyexclusive SEC filings (Ticker: flyx), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on Flyexclusive's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.

Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time EDGAR feed updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into Flyexclusive's regulatory disclosures and financial reporting.

Rhea-AI Summary

flyExclusive, Inc. registers for resale up to 4,959,272 shares of Class A Common Stock by certain selling stockholders, to be sold from time to time after the registration statement becomes effective. The company will receive no proceeds from these resales and will pay registration-related expenses.

The resale registration includes shares issued on conversion of Series B Preferred Stock and shares issued to Volato Group, contractors, and service providers. The prospectus notes no lock-up restrictions on these shares and discloses that when combined with other registered shares the total represents approximately 92.2% of fully diluted Class A shares as of February 28, 2026.

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FLYEXCLUSIVE INC. director Peter B. Hopper reported three open-market purchases of Class A Common Stock. He bought 50,000 shares on March 6 at $2.5424 per share, 50,000 shares on March 9 at $2.3847 per share, and 25,000 shares on March 13 at $2.3471 per share. After these transactions, he directly owns 125,000 Class A shares. Each trade was executed in multiple lots within narrow price ranges, with the reported prices representing weighted averages.

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flyExclusive files a Form S-4 to register Class A common stock to be issued in connection with its merger with Jet.AI SpinCo. The transaction will follow a Distribution of SpinCo shares to Jet.AI stockholders and the merger of FlyX Merger Sub into SpinCo, leaving SpinCo as a wholly owned subsidiary of flyExclusive.

The proxy/prospectus describes an exchange formula where Merger Consideration Shares are determined by an Initial Purchase Price tied to Estimated Net Cash and an Applicable Premium Percentage, with examples using an Estimated Net Cash assumption of $12.0 million and an illustrative Parent Trading Price of $3.00. A 20% pool of Reserve Shares is retained for post-closing adjustments. The Jet.AI board recommends approval; certain executives would receive $1,500,000 change-of-control bonuses.

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Rhea-AI Summary

flyExclusive is registering up to $100,000,000 of Class A Common Stock in an at-the-market offering. The company may sell shares from time to time through Lucid Capital Markets, LLC as agent at prevailing market prices. The Agent receives 2.5% of gross sales. The prospectus cites a last reported sale price of $2.41 per share on March 11, 2026 and illustrates selling 41,493,776 shares at that price, resulting in a pro forma post-offering share count of 85,915,806 (illustrative). Net proceeds, if any, are for general corporate purposes and working capital; timing and amounts depend on market conditions and the Company’s placement notices to the Agent.

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Rhea-AI Summary

flyExclusive, Inc. entered a Fifth Amendment to its Aircraft Management Services Agreement with Volato Group and completed an asset purchase using stock as payment. The amendment refines reciprocal asset options and caps total asset purchases under the Volato Option at $2,000,000.

On March 6, 2026, Volato Group exercised part of its option, and flyExclusive agreed to buy designated Non‑Vaunt assets, including Mission Control private aviation software, related intellectual property, permits and goodwill. The $1,333,333 purchase price was paid in 451,901 Class A shares valued at $2.9505 per share.

flyExclusive and Volato Group may exercise the asset options again for additional assets up to the remaining $666,667 of the total cap. The 451,901 unregistered shares were issued to Volato in a private placement relying on Section 4(a)(2), with related registration rights for resale.

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Rhea-AI Summary

flyExclusive, Inc. reported strong Q4 and full-year 2025 performance, highlighted by record revenue and major efficiency gains. Q4 consolidated revenue reached $104 million, up 15% year over year, with double-digit growth across Jet Club, MRO, and fractional categories, including +56% in fractional sales and +48% in MRO.

Gross profit and margin improved 14% in Q4 and 52% for 2025. The company delivered positive Adjusted EBITDA of $6 in Q4 and expanded Adjusted EBITDA margin by 1,478 basis points in the quarter and 1,531 basis points for the year, while cutting SG&A expenses by 10–12%.

Operational initiatives reduced the fleet size by 14–19% yet increased core fleet utilization by up to 23%, as flight hours rose and non-performing aircraft were eliminated. Balance sheet strength improved with an $84 million reduction in long-term notes payable during 2025 and a 2% increase in cash.

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Rhea-AI Summary

flyExclusive, Inc. outlines its strategy as a vertically integrated private aviation company focused on owning and operating a largely uniform fleet of Cessna Citation, HondaJet, and Challenger aircraft. Since 2015, it has expanded to 82 owned and leased jets and built a hub in Kinston, North Carolina.

The company emphasizes recurring program revenue through its Jet Club tiers, fractional ownership, partner aircraft structures, and growing in-house Maintenance, Repair, and Overhaul operations that also serve third parties. It highlights a Volato management and asset option arrangement and a proposed merger with Jet.AI as potential growth levers, while warning of significant risks including execution of these deals, pilot and labor constraints, high indebtedness, fuel costs, regulatory complexity, cybersecurity, material weaknesses in internal controls, and dependence on its multi-class, controlled-company structure.

As context, non-affiliate equity market value was approximately $12.2 million based on a $1.95 share price as of June 30, 2025, and the company had 44,422,030 Class A and 49,930,000 Class B shares outstanding as of February 28, 2026.

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FlyExclusive Inc. Chief Executive Officer Thomas James Segrave Jr. reported the conversion of 10,000,000 Common Units and corresponding Class B Common Stock into 10,000,000 shares of Class A Common Stock on February 18, 2026. Following the conversion, his direct holdings show 10,000,000 Class A shares and 47,530,000 Class B shares, with 47,530,000 Common Units reflected on the derivative side.

According to the disclosure, no shares were sold, no cash was received, and his overall economic and voting stake in FlyExclusive remains the same; only the share class designation changed for structural and administrative planning. Additional securities, including 600,000 Common Units and 600,000 shares of Class B Common Stock, are held in custodial UTMA accounts for his child, for which he disclaims beneficial ownership except for any pecuniary interest.

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flyExclusive, Inc. updated the terms of its senior secured note used to finance aircraft for its fractional ownership program. The note originally covered an initial aggregate principal of approximately $25.8 million.

The amendment extends the maturity date to January 26, 2028 and sets a tiered interest rate: 15.00% annually when the outstanding principal is at or above $12.5 million, and 13.00% annually when it is below that level. It removes the revolving advance feature, adds $26,542 of reimbursable expenses to the loan principal, and requires $2,400,000 of principal to be repaid in consecutive quarterly installments each March, June, September, and December starting June 30, 2026. The amendment also introduces a non‑refundable $386,697.94 back-end fee, payable when the debt is fully repaid or becomes due in full.

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flyExclusive, Inc. reported another change to its planned business combination with Jet.AI Inc. and Jet.AI SpinCo. On February 11, 2026, the parties signed Amendment No. 4 to their amended and restated merger agreement.

This amendment removes a closing condition that would have required Jet.AI to sign a new securities purchase agreement giving an investor a warrant to buy up to $50 million of a new series of Jet.AI preferred stock. Jet.AI instead confirmed it has sufficient positive net working capital to meet the minimum cash closing requirement. Amendment No. 4 also allows Jet.AI to explore and negotiate additional transactions, so long as they are conditioned on, and completed after, the closing of the merger-related Transactions. The companies continue to move forward with SEC review of a Form S-4 registration statement and proxy statement/prospectus for Jet.AI stockholder approval.

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FAQ

How many Flyexclusive (flyx) SEC filings are available on StockTitan?

StockTitan tracks 58 SEC filings for Flyexclusive (flyx), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Flyexclusive (flyx)?

The most recent SEC filing for Flyexclusive (flyx) was filed on March 27, 2026.

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Airlines
Air Transportation, Nonscheduled
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United States
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