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.
flyExclusive, Inc. filings document the regulatory record of a public private aviation company with FAA-certificated carrier operations, charter services, Jet Club membership, fractional ownership programs, and in-house aircraft MRO capabilities. Recent 8-K disclosures report operating and financial results, corporate presentations, material agreements, and capital-structure matters.
The company’s filings also disclose debt arrangements tied to aircraft financing, amendments to senior secured note terms, at-the-market equity offering arrangements, shelf registration and prospectus supplement activity, Class A common stock and warrant references, shareholder voting matters, governance matters, risk factors, and emerging growth company status. These records connect flyExclusive’s aircraft-based operating model with its financing, securities, and public-company reporting obligations.
flyExclusive, Inc. reported Q1 2026 consolidated revenue of $96 million, up 9% year over year, driven by higher charter and maintenance activity. Flight revenue rose 9%, fractional revenue 5%, and MRO revenue 14%, helping gross profit grow about 60% with gross margin improving to 20%.
The company reached positive Adjusted EBITDA, a roughly $6 million improvement versus Q1 2025, with a 740 basis-point gain in Adjusted EBITDA margin and sequential quarterly improvements. Operational initiatives reduced non‑performing aircraft, increased dispatch availability by 760 basis points, and lifted core fleet utilization by 15% despite a 7% smaller fleet.
flyExclusive also reduced long-term notes payable by $10 million and reports better SG&A efficiency, with revenue per SG&A headcount up 9% and flight hours per SG&A headcount up 7%. Retail dynamics were mixed, with retail members up 1%, JetClub sales down 11%, and fractional sales up 27%.
flyExclusive, Inc. reported higher revenue but continued losses for the quarter ended March 31, 2026. Revenue rose to $96.4 million from $88.1 million a year earlier, while the net loss attributable to common stockholders widened slightly to $7.9 million, or $0.17 per share.
Total assets were $449.3 million, but liabilities of $521.8 million and preferred and redeemable interests left a stockholders’ deficit of $214.6 million. The company had a working capital deficit of $212.3 million and an accumulated deficit of $448.3 million, though operating cash outflow improved to just $0.6 million compared with $10.5 million in the prior-year quarter.
Cash and cash equivalents stood at $18.7 million. Management expects existing cash, operating cash flows, and proceeds from its fractional program to fund operations for at least 12 months, but notes it may need additional capital to support growth or if conditions change.
Jet.AI Inc. is asking stockholders to approve a set of transactions: a distribution of all shares of a newly formed subsidiary SpinCo to Jet.AI holders, followed by a merger in which FlyX Merger Sub will merge into SpinCo and SpinCo will survive as a wholly owned subsidiary of flyExclusive. The proxy/prospectus explains an exchange formula tied to an Initial Purchase Price (based on Estimated Net Cash and an Applicable Premium Percentage) and a Parent Trading Price. Using an illustrative Estimated Net Cash of $12.0 million and an assumed Parent Trading Price of $3.00, the example shows 4,600,000 Merger Consideration Shares (3,680,000 issued at closing and 920,000 reserved). Post-closing ownership is illustrated as approximately 11% for pre-transaction Jet.AI holders and 89% for pre-transaction flyExclusive holders on a fully diluted basis. Jet.AI’s Special Meeting is scheduled virtually for June 11, 2026 to vote on the Transactions Proposal and an adjournment proposal; record date is May 8, 2026. The exchange ratios, reserve share mechanics and post-closing shares are subject to adjustments described in the Merger Agreement.
flyExclusive, Inc. is filing a registration statement on Form S-4 in connection with its proposed merger with Jet.AI SpinCo, Inc., under which flyExclusive would issue shares of its Class A common stock to SpinCo (Jet.AI) stockholders as merger consideration.
As an illustrative example, assuming $12,000,000 of Estimated Net Cash and a Parent Trading Price of $3.00, the Merger Consideration Shares would equal 4,600,000 shares, of which 920,000 would be Reserve Shares (20%). The Initial Purchase Price and resulting share counts vary with Estimated Net Cash, the Applicable Premium Percentage, and the Parent Trading Price; flyExclusive disclosed a last close price of $2.36 on April 13, 2026. The filing also discloses that Thomas James Segrave Jr. beneficially owned approximately 55.4% of flyExclusive voting power as of March 31, 2026, and that two Jet.AI officers would each receive a special cash bonus of $1,500,000 upon a change of control.
flyExclusive, Inc. registers the resale of up to 4,959,272 shares of Class A Common Stock by existing selling stockholders. The prospectus states the Company will not receive any proceeds from these resales and will pay registration-related costs; selling holders will pay selling commissions and discounts.
The filing lists representative selling holders and per-holder maximums, and notes 44,422,030 shares of Class A Common Stock outstanding as of February 28, 2026, plus publicly traded and private warrants described in the prospectus.
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.
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.
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.