FlyExclusive (FLYX) CEO converts 10M units into 10M Class A shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
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.
Positive
- None.
Negative
- None.
Insider Trade Summary
10,000,000 shares exercised/converted
Mixed
11 txns
Insider
Segrave Thomas James Jr.
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Common Units | 10,000,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 10,000,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 10,000,000 | $0.00 | -- |
| holding | Common Units | -- | -- | -- |
| holding | Common Units | -- | -- | -- |
| holding | Common Units | -- | -- | -- |
| holding | Common Units | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Units — 47,530,000 shares (Direct);
Class A Common Stock — 10,000,000 shares (Direct);
Class B Common Stock — 47,530,000 shares (Direct);
Common Units — 600,000 shares (Indirect, By UTMA on behalf of minor child);
Class B Common Stock — 600,000 shares (Indirect, By UTMA on behalf of minor child)
Footnotes (1)
- In connection with the closing of the business combination between EQ Acquisition Corp. and LGM Enterprise, LLC ("LGM") on December 27, 2023, each existing common unit previously issued by LGM was reclassified and reissued into new Common Units on a one-for-one basis, together with an equivalent number of Class B Common Stock of the Issuer. Each Common Unit, together with a corresponding share of Class B Common Stock, is redeemable on a one-for-one basis for a share of Class A Common Stock pursuant to the Issuer's organizational documents and exchange agreement. The reported transaction represents an administrative conversion effected through the redemption of Common Units and corresponding cancellation of Class B Common Stock in exchange for Class A Common Stock. No shares were sold in connection with this transaction, and the Reporting Person did not receive any cash proceeds. The Reporting Person's aggregate economic and beneficial ownership, voting power, and percentage ownership of the Issuer remain unchanged following the transaction, except for the change in share class designation. No shares were sold or are intended to be sold in connection with this transaction. The conversion was undertaken for long-term structural and administrative planning purposes and was not effected pursuant to any plan or arrangement to dispose of shares. These securities are held for the Reporting Person's child through a custodial account established pursuant to the Uniform Transfer to Minor Act for which the Reporting Person is custodian. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
FAQ
What insider transaction did FLYX CEO Thomas Segrave report on this Form 4?
Thomas Segrave reported converting 10,000,000 Common Units and corresponding Class B Common Stock into 10,000,000 shares of Class A Common Stock. The filing states this was an administrative share class change rather than a sale or purchase and did not alter his overall economic stake.
Did the FlyExclusive CEO’s ownership percentage in FLYX change because of this conversion?
The filing states that the CEO’s aggregate economic and beneficial ownership, voting power, and percentage ownership of FlyExclusive remain unchanged. Only the share class designation changed as Common Units and Class B shares were converted into Class A shares for structural and administrative planning.
What are the UTMA custodial holdings disclosed for the FLYX CEO’s child?
The Form 4 discloses 600,000 Common Units and 600,000 shares of Class B Common Stock held in a custodial account under the Uniform Transfers to Minors Act for the CEO’s child. He is custodian and disclaims beneficial ownership except to the extent of any pecuniary interest.