Fly-E Group Inc SEC Filings

Fly-E Group, Inc. filed an Form 8-K reporting two agreements dated September 17, 2025: a Director Offer Letter with Leqi Dong and an Employment Letter with Lisa Fan. The filing lists these agreements as exhibits and is signed by CEO Zhou Ou on September 19, 2025. The document provides the existence and dates of the director and employment arrangements but includes no substantive terms, compensation, or effective dates beyond the exhibit references.

Fly-E Group, Inc. presents portions of a definitive proxy statement addressing a Special Meeting and corporate governance actions. The filing sets voting methods and deadlines: mail, virtual attendance, phone or Internet voting with cutoff times on September 14, 2025. The company discusses a proposed Reverse Split and states that outstanding warrants and convertible notes will be proportionately adjusted, with exercises rounded up to whole shares and conversion rates/prices adjusted by the Reverse Split ratio. The filing notes potential consequences of a low stock price, including reduced investor interest, higher relative transaction costs, and possible Nasdaq delisting risk affecting capital access. Beneficial ownership figures and percentage stakes are shown for certain holders and insiders. The document is signed by Zhou Ou, Chief Executive Officer and Chairman.

Fly-E Group, Inc. preliminarily solicits shareholder approval for corporate actions described in a Pre-14A proxy, including a proposed Reverse Split and related amendments to its amended and restated certificate of incorporation. The filing details voting methods and deadlines: mailed proxies must be delivered before 4:00 p.m. Eastern Time on September 14, 2025, while phone/Internet votes must be received by 11:59 p.m. Eastern Time on September 14, 2025. The company explains that, if approved, outstanding warrants and convertible notes will be adjusted proportionately to the Reverse Split ratio (including rounding up shares and proportionate exercise price/conversion changes), and stockholders should not recognize gain or loss because aggregate tax basis and holding periods carry through the Reverse Split. The document lists share counts and ownership percentages for certain holders and notes risks related to low stock price, volatility, transaction costs, and potential Nasdaq delisting impact on access to capital.

Fly-E Group, Inc. reported a quarterly net loss of approximately $2.0 million for the three months ended June 30, 2025, and used about $5.3 million in net cash from operating activities during the quarter. The company had working capital of approximately $6.0 million and cash of approximately $2.3 million as of June 30, 2025, but management disclosed substantial doubt about the company's ability to continue as a going concern. The company completed a registered direct offering on June 2, 2025, raising net proceeds of approximately $6.24 million and earlier received net IPO proceeds of about $9.2 million. Current contractual obligations include about $9.3 million. Management intends to seek additional equity or debt financing and related-party support, but stated there is no assurance additional funding will be available.