Every S-3 that flyExclusive, Inc. (FLYX) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A S-3 covers the shelf registration that lets an established company sell over time, so if you follow FLYX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FLYX filings page.
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. is registering 530,381 shares of Class A common stock for resale by existing stockholders who received the shares in October 2025 private placements.
The shares consist of 83,102 shares issued at $3.61, 432,099 shares issued at $4.86, and 15,180 shares issued at $4.94 per share. flyExclusive will not receive any proceeds from these sales; all sale proceeds go to the selling stockholders, while the company pays registration and listing expenses.
The filing highlights that, together with 96,543,976 shares already registered for resale, these shares represent about 91% of fully diluted Class A common stock as of November 30, 2025, creating significant potential selling pressure. The company also notes it does not expect to pay cash dividends and discloses that, under stated assumptions, it would expect to issue 4,131,737 additional shares in connection with a proposed Jet.AI merger, which would further dilute current holders.
flyExclusive, Inc. is registering 4,113,500 shares of its Class A Common Stock in a mixed primary and resale offering tied to preferred stock, warrants, and previously issued shares.
The filing covers up to 845,400 shares issuable upon conversion of Series B Convertible Preferred Stock, up to 1,268,100 shares issuable upon exercise of March 2025 warrants with a $0.01 exercise price, and 2,000,000 shares sold in a March 2025 private placement. The company will receive only the cash from any March 2025 warrant exercises, which could total $12,681 if all such warrants are exercised for cash, while selling stockholders receive the proceeds from their resales. As of November 30, 2025, 20,757,668 Class A shares were outstanding, and risk disclosures highlight that, together with 92,430,476 previously registered resale shares, stock that may be sold by existing holders represents approximately 90% of fully diluted Class A shares, which could adversely affect the market price and trading liquidity. The prospectus also describes potential dilution from a proposed merger with Jet.AI, using an example in which 4,131,737 new Class A shares could be issued, and notes that the company does not expect to pay cash dividends in the foreseeable future.
flyExclusive, Inc. filed a resale registration for 530,381 shares of Class A Common Stock. The shares may be sold from time to time after effectiveness by the selling stockholders named in the prospectus. The registered shares were issued in October 2025 private placements at per share prices of $3.61, $4.86, and $4.94.
The company will not receive proceeds from these resales; any proceeds will go to the selling holders. Sales may occur in public or private transactions at market or negotiated prices, using methods such as brokerage trades, block trades, underwritten offerings, hedging, and short sales after the registration statement is declared effective. Examples include Volato Group, Inc. 432,099 shares and Phillip Anthony Lewis 83,102 shares. flyExclusive’s Class A Common Stock trades on NYSE American under “FLYX,” and the closing price was $3.96 on October 23, 2025.
As of September 30, 2025, there were 20,199,586 shares of Class A Common Stock outstanding; this is a baseline figure tied to that date.
flyExclusive filed an S-3 shelf registration describing its business, growth initiatives, liquidity and risks tied to a proposed merger with Jet.AI and ongoing capital markets activity. The company emphasizes a fleet-first model with 98%+ of customer flights fulfilled by its own aircraft, an on-site MRO handling ~50% of maintenance with a target of 80%, and plans for fractional ownership, a growing Challenger 350 expansion, and a new in-house pilot training facility expected to begin construction in 2025. The filing discloses distribution options for selling stock (underwritten offerings, block trades, at-the-market, private placements, market transactions and others) and notes material risks including the Proposed Merger's closing conditions tied to Jet.AI’s net cash, limited trading liquidity, indebtedness, industry volatility from fuel and geopolitical events, regulatory changes, and the cost of being public.