VOLATO GROUP INC SEC Filings

Volato Group, Inc. entered into a Securities Purchase Agreement on June 7, 2026 to sell 6,500,000 shares of its Class A common stock at $0.34 per share, for expected gross proceeds of about $2.21 million. The transaction is an unregistered private placement relying on Section 4(a)(2) and Regulation D.

The deal is led by Catheter Precision, Inc. and other institutional investors, and closing depends on customary conditions, including NYSE American approval of a supplemental listing application and delivery of specified third-party securities to Catheter Precision. Volato also granted investors registration rights to resell the shares and agreed not to enter into Variable Rate Transactions for nine months, while highlighting a renewed strategic focus on AI infrastructure and related acquisition opportunities.

Volato Group, Inc. has terminated its previously announced merger agreement with M2i Global, Inc. after the deal was not completed by the outside closing date of March 31, 2026. Volato delivered written notice of termination on June 4, 2026 and will not pay any termination fee or penalty.

The company ended the transaction as part of a broader review of strategic alternatives. It has received unsolicited letters of intent that it believes may offer greater value for shareholders than the terminated merger and is evaluating other potential strategic transactions. Volato cautions that there is no assurance any discussions or evaluations will lead to a definitive agreement or completed deal and highlights risks including potential adverse business effects and maintaining compliance with NYSE American listing requirements.

Volato Group, Inc. has terminated its previously announced merger agreement with M2i Global, Inc. after the deal was not completed by the outside closing date of March 31, 2026. Volato delivered written notice of termination on June 4, 2026 and will not pay any termination fee or penalty.

The company ended the transaction as part of a broader review of strategic alternatives. It has received unsolicited letters of intent that it believes may offer greater value for shareholders than the terminated merger and is evaluating other potential strategic transactions. Volato cautions that there is no assurance any discussions or evaluations will lead to a definitive agreement or completed deal and highlights risks including potential adverse business effects and maintaining compliance with NYSE American listing requirements.

Volato Group, Inc. reports that NYSE American has accepted its plan to regain compliance with the exchange’s continued listing standards. The approval allows Volato’s Class A common stock to keep trading on NYSE American while the company works under a plan period through December 17, 2026.

The company previously fell out of compliance after reporting a stockholders’ deficit as of December 31, 2025 and recording losses from continuing operations and/or net losses in three of its four most recent fiscal years. If Volato does not regain compliance or show sufficient progress under the plan by December 17, 2026, NYSE American may initiate delisting proceedings.

Volato Group, Inc. reports that NYSE American has accepted its plan to regain compliance with the exchange’s continued listing standards. The approval allows Volato’s Class A common stock to keep trading on NYSE American while the company works under a plan period through December 17, 2026.

The company previously fell out of compliance after reporting a stockholders’ deficit as of December 31, 2025 and recording losses from continuing operations and/or net losses in three of its four most recent fiscal years. If Volato does not regain compliance or show sufficient progress under the plan by December 17, 2026, NYSE American may initiate delisting proceedings.

Volato Group, Inc. Schedule 13G filed by Clearthink Capital Partners, LLC reports beneficial ownership of 2,807,925 shares of common stock, representing 5.36% of the outstanding shares. The filer certifies the holdings were acquired in the ordinary course of business and not to influence control.

Volato Group, Inc. Schedule 13G filed by Clearthink Capital Partners, LLC reports beneficial ownership of 2,807,925 shares of common stock, representing 5.36% of the outstanding shares. The filer certifies the holdings were acquired in the ordinary course of business and not to influence control.

Volato Group, Inc. reported that shareholders approved its merger with M2i Global, Inc. and related proposals at a special meeting held May 7, 2026. The merger agreement and transactions received 13,053,706 votes in favor, with several companion proposals also passing.

Shareholders approved issuing 20% or more of Volato common stock as merger consideration, a change of control under NYSE American rules, and elected seven directors for the combined company. They also approved changing the corporate name to M2i Global, Inc., adopting the M2i Global, Inc. 2026 Stock Incentive Plan, and granting the board discretion to implement a reverse stock split between 1-for-2 and 1-for-25.

As of April 17, 2026, 38,903,163 shares were outstanding and entitled to vote, with 15,140,570 shares present or represented by proxy, establishing a quorum. A related press release states the merger is expected to close by the end of the second quarter of 2026, after remaining conditions are satisfied, and that M2i Global shareholders are expected to own approximately 85% of the combined company and Volato shareholders about 15% on a fully diluted basis, excluding warrants.

Volato Group, Inc. reported that shareholders approved its merger with M2i Global, Inc. and related proposals at a special meeting held May 7, 2026. The merger agreement and transactions received 13,053,706 votes in favor, with several companion proposals also passing.

Shareholders approved issuing 20% or more of Volato common stock as merger consideration, a change of control under NYSE American rules, and elected seven directors for the combined company. They also approved changing the corporate name to M2i Global, Inc., adopting the M2i Global, Inc. 2026 Stock Incentive Plan, and granting the board discretion to implement a reverse stock split between 1-for-2 and 1-for-25.

As of April 17, 2026, 38,903,163 shares were outstanding and entitled to vote, with 15,140,570 shares present or represented by proxy, establishing a quorum. A related press release states the merger is expected to close by the end of the second quarter of 2026, after remaining conditions are satisfied, and that M2i Global shareholders are expected to own approximately 85% of the combined company and Volato shareholders about 15% on a fully diluted basis, excluding warrants.

Volato Group, Inc. filed Amendment No. 1 to its Annual Report for the year ended December 31, 2025 to add the previously omitted Part III information, including details on directors, executive officers, governance, compensation and equity plans.

The amendment does not update financial statements or other sections of the original filing and is primarily an administrative update. It confirms executive and director bios, independence determinations, committee structures, insider trading and clawback policies, and summarizes the company’s 2021, 2023 and 2025 stock incentive plans.

Volato Group, Inc. filed Amendment No. 1 to its Annual Report for the year ended December 31, 2025 to add the previously omitted Part III information, including details on directors, executive officers, governance, compensation and equity plans.

The amendment does not update financial statements or other sections of the original filing and is primarily an administrative update. It confirms executive and director bios, independence determinations, committee structures, insider trading and clawback policies, and summarizes the company’s 2021, 2023 and 2025 stock incentive plans.

Volato Group, Inc. is providing unaudited pro forma condensed combined financial information for its planned merger with M2i Global and an assumed one-for-fifteen reverse stock split. The transaction is structured as a reverse acquisition in which M2i Global is the accounting acquirer, and Volato shareholders are expected to own about 15% of the combined company.

The preliminary purchase price allocated to Volato equity holders is approximately $8.9 million, based on 2,594,278 assumed Volato shares at $3.44 per share. Pro forma results for 2025 show revenue of $78.6 million and a net loss of about $3.7 million, or $(0.22) per share, after merger-related accounting adjustments. Closing remains subject to Volato shareholder approval, net debt and Nasdaq listing conditions, with M2i Global’s majority stockholder already approving the merger by written consent.

Volato Group, Inc. is providing unaudited pro forma condensed combined financial information for its planned merger with M2i Global and an assumed one-for-fifteen reverse stock split. The transaction is structured as a reverse acquisition in which M2i Global is the accounting acquirer, and Volato shareholders are expected to own about 15% of the combined company.

The preliminary purchase price allocated to Volato equity holders is approximately $8.9 million, based on 2,594,278 assumed Volato shares at $3.44 per share. Pro forma results for 2025 show revenue of $78.6 million and a net loss of about $3.7 million, or $(0.22) per share, after merger-related accounting adjustments. Closing remains subject to Volato shareholder approval, net debt and Nasdaq listing conditions, with M2i Global’s majority stockholder already approving the merger by written consent.

Volato Group, Inc. entered into a series of Share Exchange Agreements with several investors who hold common stock of M2i Global, Inc. The company agreed to issue an aggregate of 5,407,499 shares of its Class A common stock in exchange for 48,044,912 shares of M2i Global common stock.

The transaction reflects an implied value of $0.0304 per share for the M2i Global shares and $0.2701 per share for the Volato shares. These Volato shares were issued in a private placement relying on exemptions under Section 4(a)(2) and Regulation D of the Securities Act.

Although initially unregistered, Volato agreed to file a registration statement to register the resale of the Volato shares within 60 days after issuance. The investors represented that they are accredited investors, and the agreements include customary representations, warranties, and obligations.

Volato Group, Inc. entered into a series of Share Exchange Agreements with several investors who hold common stock of M2i Global, Inc. The company agreed to issue an aggregate of 5,407,499 shares of its Class A common stock in exchange for 48,044,912 shares of M2i Global common stock.

The transaction reflects an implied value of $0.0304 per share for the M2i Global shares and $0.2701 per share for the Volato shares. These Volato shares were issued in a private placement relying on exemptions under Section 4(a)(2) and Regulation D of the Securities Act.

Although initially unregistered, Volato agreed to file a registration statement to register the resale of the Volato shares within 60 days after issuance. The investors represented that they are accredited investors, and the agreements include customary representations, warranties, and obligations.

Heinen 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.

Heinen 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.

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.