Welcome to our dedicated page for Volato Group Inc-A SEC filings (Ticker: soar), 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.
proof acquisition corp i is a blank check company incorporated as a delaware corporation for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout our prospectus as our initial business combination. as of the date of our initial public offering (“ipo”), our efforts have been limited to organizational activities as well as activities related to the ipo. we have not selected any business combination target and as of the date of our ipo, we have not, nor has anyone on our behalf initiated any substantive discussions, directly or indirectly, with any business combination target. we have generated no operating revenues to date and we do not expect that we will generate operating revenues until we consummate our initial business combination. our objective is to identify and merge with a business that has the potential to achieve sustainable growthHeinen Mark reported acquisition or exercise transactions in this Form 4 filing.
Volato Group, Inc. reported that Chief Financial Officer Mark Heinen received a grant of 10,000 shares of Common Stock at a value of $0.26 per share. This is a compensation-related award, not an open-market purchase. Following this grant, he directly holds 60,919 shares of the company.
Nichols Mike reported acquisition or exercise transactions in this Form 4 filing.
Volato Group, Inc. director Mike Nichols received a grant of 7,500 shares of Common Stock on March 27, 2026 at a stated value of $0.26 per share. This was a compensation-related award, not an open-market purchase. Following the grant, he directly holds 10,775 Volato shares.
Burger Christopher reported acquisition or exercise transactions in this Form 4 filing.
Volato Group, Inc. director Christopher Burger received an equity grant of 7,500 shares of Class A Common Stock at $0.26 per share. This is a compensation-related award, not an open-market purchase. After this grant, he directly holds 30,135 shares of Volato’s Class A Common Stock.
Prachar Michael Patrick reported acquisition or exercise transactions in this Form 4 filing.
Volato Group, Inc. Chief Operating Officer Michael Patrick Prachar received a grant of 10,000 shares of common stock, recorded at a price of $0.2600 per share. After this award, he directly holds a total of 68,812 shares of Volato Group common stock.
Volato Group, Inc. director and Chief Executive Officer Matthew Liotta reported stock awards of common shares. He received a grant of 10,000 shares of common stock at $0.26 per share, bringing his direct holdings to 315,701 shares. A separate award of 10,000 shares at $0.26 per share was recorded as indirectly owned, held by his spouse, increasing that indirect position to 325,701 shares. These awards are classified as grants or other acquisitions rather than open-market purchases.
Volato Group, Inc. entered into an ATM Sales Agreement allowing it to sell up to $3,700,000 of Class A common stock from time to time through Curvature Securities, which will earn up to a 3% commission on gross sales. The shares are registered under an existing Form S-3 shelf and may be issued at-the-market on NYSE American.
The company also provides an extensive update on its planned merger with M2i Global, Inc., under which M2i Global holders are expected to receive Class A common stock equal to 85% of the combined company on a fully diluted basis. Based on an assumption of 21,115,249 fully diluted Volato shares before closing, Volato estimates issuing about 119,222,731 new shares as Merger Consideration, which would significantly dilute current Volato stockholders’ ownership and voting power.
The filing highlights numerous risks, including the possibility the merger may not close, substantial deal and integration costs, potential disruption to both businesses, regulatory and stockholder approvals that may be hard to obtain, and the risk that expected strategic and financial benefits may not be realized. It notes that, if the merger fails, Volato’s board may consider alternative transactions or even dissolution and liquidation, in which case common stockholders could lose all or a significant portion of their investment after creditors and reserves are satisfied.
Volato Group, Inc. is offering up to $3,700,000 of Class A common stock in an at-the-market equity program under an ATM Sales Agreement with Curvature dated March 27, 2026. Sales may occur on NYSE American or through other permitted methods at prevailing market prices, and Curvature will receive a 3.0% commission on gross proceeds. The prospectus supplement states the company’s public float was approximately $12,617,843.70 based on 19,592,925 shares as of January 30, 2026, and the Form S-3 instruction caps primary offerings at one-third of that public float (approximately $4,205,947.90) in any 12-month period. Prior ATM sales in the last 12 months totaled $477,090.84, leaving an eligibility figure of approximately $3,728,857.06 under General Instruction I.B.6.
Volato Group, Inc. is registering 119,222,731 shares of Class A common stock to be issued as merger consideration in connection with its proposed merger with M2i Global, Inc.. The filing states the Merger would result in M2i Global stockholders owning approximately 85% of the Combined Company on a fully diluted basis, with Volato stockholders holding approximately 15%. The registrant estimates the aggregate value of the estimated Merger Consideration at $32.9 million (about $0.2758 per share) based on Volato’s trading price on March 25, 2026. The Merger, related stockholder proposals (including a potential reverse stock split), Nasdaq listing approval and customary closing conditions are described; timing is tied to satisfaction of those conditions.
Volato Group, Inc. has terminated its at-the-market stock sales program. The company previously entered into an ATM Sales Agreement with Virtu Americas LLC on December 5, 2025, allowing sales of Class A common stock of up to $9,300,000.
On March 19, 2026, Volato delivered a Notice of Termination under Section 13(b) of the agreement, making the termination effective March 22, 2026. No further offers or sales will occur under this program. Before termination, Volato sold shares with an aggregate value of $477,090.84 through the ATM.
Volato Group, Inc. reported that it received a notice from NYSE American on March 17, 2026 stating it no longer meets continued listing standards that require stockholders’ equity of at least $2.0 million or $4.0 million, depending on the pattern of recent losses. Volato must submit a compliance plan by April 16, 2026, describing how it will regain compliance by December 17, 2026, or it faces potential delisting. Its shares will continue to trade on NYSE American under ticker SOAR during this nine‑month period if other listing standards are met. The company also highlighted that its latest auditor’s report includes a “going concern” explanatory paragraph, indicating substantial doubt about its ability to continue operating, although the opinion is not qualified and the financial statements follow U.S. GAAP.