Welcome to our dedicated page for Jet.AI SEC filings (Ticker: JTAI), 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.
The Jet.AI Inc. (NASDAQ: JTAI) SEC filings page on Stock Titan provides centralized access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Jet.AI is a Las Vegas-based company that operates Software and Aviation segments and is transitioning toward a pure-play AI data center business, with a focus on high-performance GPU infrastructure and AI cloud services.
Through this page, readers can review annual reports on Form 10-K and quarterly reports on Form 10-Q, which include audited and interim financial statements, segment information, and detailed discussions of revenue from Software App and Cirrus Charter activity, Management and Other Services, and Jet Card and Fractional Programs. These filings also describe Jet.AI’s joint ventures and development activities in hyperscale data center projects in Canada and its planned data center campus in Moapa, Nevada.
Jet.AI’s current reports on Form 8-K document material events such as the Amended and Restated Agreement and Plan of Merger and Reorganization with flyExclusive, Inc., extensions of the merger agreement’s outside date, the withdrawal of a planned underwritten public offering registered on Form S-1, and a letter agreement and related amendment to the Certificate of Designation for its Series B Convertible Preferred Stock. These filings provide insight into Jet.AI’s capital structure, financing arrangements, and strategic transactions.
The company’s proxy statements on Schedule 14A outline proposals presented to stockholders, including director elections, auditor ratification, amendments to its omnibus incentive plan, potential issuance of securities, increases in authorized common stock, and potential reverse stock splits. These documents also explain how Jet.AI is governed and how it seeks stockholder approval for key corporate actions.
On Stock Titan, Jet.AI filings are updated as they are released on EDGAR, and AI-powered tools summarize lengthy documents to highlight the sections that matter most to investors—such as changes in capital structure, progress on data center and infrastructure initiatives, and the status of the flyExclusive merger agreement. Users can quickly scan filing summaries, then open the full text for deeper review.
Jet.AI Inc. regained compliance with Nasdaq’s minimum bid price rule after its recent reverse stock split. The company had fallen below the $1.00 minimum bid for 30 consecutive business days, triggering a deficiency notice in February.
On April 8, 2026, Jet.AI implemented a 1-for-200 reverse stock split, and for ten consecutive business days from April 8–21, 2026, its closing bid was at or above $1.00. Nasdaq has now confirmed compliance and no further deficiencies are outstanding. Jet.AI states it is committed to maintaining strong financial discipline and governance while focusing on strategic priorities, including development of its AI data center portfolio, but cautions there is no assurance it will maintain compliance in the future.
Jet.AI Inc. reported two key actions: a large reverse stock split and a strategic investment tied to SpaceX. The company implemented a 1-for-200 reverse stock split of its common stock, mainly to help regain compliance with Nasdaq’s minimum $1.00 bid-price listing requirement.
After the split, issued and outstanding shares decreased from 129,362,471 to about 646,812, with no change in par value or authorized share count; fractional shares are settled in cash, and options and warrants were proportionally adjusted. Jet.AI also subscribed for 8,347 equity certificates in a Verso vehicle for $5,250,000, providing an economic interest that tracks SpaceX preferred stock through an SPV structure, aligning with its pivot toward AI infrastructure and exposure to SpaceX and xAI.
Jet.AI Inc. reported that its board of directors authorized a share repurchase program of up to $5 million of common stock, available for buybacks through December 31, 2026. Repurchases may occur at the company’s discretion via open-market purchases, negotiated deals, block trades, accelerated repurchases, or trading plans, and the program can be modified or suspended at any time.
The company also announced completion of the third set of milestones for Midwestern and Maritime hyperscale data center campuses operated by its Convergence Compute LLC joint venture. Achievements include a transmission power load study application, natural gas supply confirmation for up to six turbines at the Midwestern campus, a letter of intent to source hydro and wind power for the Maritime campus, and assignment of related property lease rights to the joint venture.
Jet.AI Inc. stockholder Vladimir A. Semenikhin reports beneficial ownership of 4,450,000 common shares, representing about 3.7% of the company based on 119,209,666 shares outstanding as of March 6, 2026. He acquired the stake for approximately $1.65 million using personal funds.
Semenikhin expresses concern about what he views as material dilution from recent equity issuance, especially ahead of a proposed merger vote, and questions whether Jet.AI’s capital allocation and financing practices align with long-term stockholder interests. He indicates he may consider further engagement with the board, management, other stockholders, or other actions available to stockholders.
Jet.AI Inc. reported full year 2025 revenue of $9.2 million, down from $14.0 million in 2024, but swung to net income of $4.6 million versus a prior-year loss of $12.7 million. The profit was driven largely by a $14.5 million unrealized gain on other investments, while operating loss remained sizeable at $10.1 million.
Cash was $1.8 million with no debt as of December 31, 2025, and approximately $13.7 million with no debt as of March 5, 2026. Management highlighted progress on Canadian and Nevada AI data center joint ventures, a planned merger with flyExclusive targeted to close by April 30, 2026, and access to a $250 million shelf facility to support future capital needs.
Jet.AI Inc. outlines a major strategic transition from private aviation services toward becoming a pure-play AI data center infrastructure company. The company plans to divest its fractional and jet card aviation business to flyExclusive via a spin-off (SpinCo) and merger, while existing stockholders keep their Jet.AI shares and receive flyExclusive stock as merger consideration.
Jet.AI is building an AI-focused infrastructure platform through a joint venture with Consensus Core, contributing $300,000 initially and $1.7 million for a second milestone, with commitments of up to $20 million tied to Canadian data center projects targeting hundreds of megawatts of capacity. It also announced a planned 50‑megawatt Moapa, Nevada data center joint venture and holds indirect interests in AI Infrastructure Acquisition Corp., a SPAC that raised $138 million.
The report highlights significant risks: recurring losses, substantial doubt about its ability to continue as a going concern, heavy future capital needs for AI data centers, intense competition from larger incumbents, and execution risk around the sale of aviation assets and pivot to AI. Jet.AI has received a Nasdaq notice for failing the $1.00 minimum bid price and has stockholder approval for a reverse stock split of up to 1‑for‑250 to help regain compliance. As of March 6, 2026, there were 119,209,666 common shares outstanding.
Jet.AI investor Vladimir Semenikhin filed an amended Schedule 13D reporting beneficial ownership of 4,450,000 common shares, or about 9.8% of the company. The stake was acquired for approximately $1.65 million using personal funds through recent open-market trades.
He states he invested because he believes Jet.AI shares are materially undervalued, but raises concerns about the company’s at-the-market equity issuance program and stockholder rights plan. In his view, ongoing share issuance at prevailing prices combined with defensive measures restricts shareholder choice and complicates ownership calculations.
Semenikhin also opposes the proposed business combination with flyExclusive, citing $3 million of related management incentives and questioning whether the deal maximizes value for stockholders. He outlines potential actions, including a possible partial tender offer, seeking suspension of equity issuance programs, changes to the rights plan, and changes to the board via proxy solicitation.
Vladimir Anatolevich Semenikhin filed an amended Schedule 13D reporting beneficial ownership of 3,950,000 Jet.AI Inc. common shares, or about 8.7% of the company’s outstanding stock, based on 45,478,249 shares outstanding in a recent Form S-3.
He acquired the stake for approximately $1.6 million using personal funds and recent open‑market trades, including large purchases in January 2026 and one sale. He states that he believes Jet.AI shares are materially undervalued and criticizes the company’s stockholder rights plan and continued at‑the‑market equity issuance as overly dilutive and restrictive of shareholder choice. He also expresses opposition to the proposed business combination with flyExclusive and related $3 million management incentives, saying they do not maximize stockholder value. Semenikhin indicates he may pursue actions such as a partial tender offer, seeking changes to equity issuance programs and the rights plan, and potentially seeking board changes through a proxy solicitation, though he has not committed to any specific course.
Jet.AI Inc. adopted a limited-duration stockholder rights agreement and declared a dividend of one right for each outstanding common share, payable to holders of record on February 24, 2026. The plan is designed to promote fair treatment of all stockholders in the event of a takeover attempt.
Each right initially allows the holder to purchase one one-thousandth of a share of Series C Junior Participating Preferred Stock at a $0.70 purchase price. If any person or group acquires 10% or more of Jet.AI’s common stock, other holders can exercise rights to acquire common shares with a market value equal to twice the purchase price, significantly diluting the acquiring holder.
Before any person reaches the 10% threshold, the Board may redeem the rights for $0.01 per right, and may also later exchange each right for one share of common stock on specified terms. The rights expire on February 12, 2027, unless earlier redeemed or exchanged.
Jet.AI Inc. amended its merger agreement with flyExclusive, removing a closing condition that would have required Jet.AI to enter a new securities purchase agreement involving a warrant to buy up to $50 million of a new preferred stock series. The amendment also lets Jet.AI explore potential strategic deals that would close only after the merger-related transactions are completed, while all other merger terms remain unchanged.
Jet.AI also received a notice from Nasdaq that its common stock no longer meets the $1.00 minimum bid price requirement, after trading below that level for 30 consecutive business days. The company has until August 5, 2026 to regain compliance, potentially including a reverse stock split, and faces possible delisting if it cannot meet Nasdaq’s listing standards.