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. reported two key updates. The company and flyExclusive signed a third amendment to their merger agreement, extending the transaction’s Outside Date from December 31, 2025 to April 30, 2026 while leaving other deal terms unchanged. This pushes out the deadline to complete the planned spin-off of Jet.AI SpinCo and its merger into a flyExclusive subsidiary.
Jet.AI also amended its at-the-market equity distribution agreement with Maxim Group LLC, increasing the potential common stock sales from an aggregate gross sales price of up to $10 million to up to $50 million under its existing shelf registration. The company states it will not sell shares in a public primary offering exceeding one-third of the aggregate market value of common stock held by non-affiliates in any twelve-month period while that value remains below $75,000,000.
Jet.AI Inc. is offering shares of its common stock with an aggregate offering price of up to $7,939,771 through an at-the-market program with Maxim Group LLC, acting as sales agent. The shares may be sold from time to time on Nasdaq or in other permitted transactions at prevailing market prices, with Jet.AI paying Maxim a 3% sales commission.
As of January 9, 2026, Jet.AI had 15,614,290 common shares outstanding, and the company illustrates a scenario in which 10,960,479 new shares could be sold at $0.7244 per share, which would increase shares outstanding to 26,574,769. The company has already sold 4,341,404 shares for gross proceeds of approximately $3,540,840 under the same ATM agreement.
Jet.AI plans to use net proceeds primarily for working capital and general corporate purposes, which may include operating expenses, research and development, acquisitions, and funding up to $1.7 million of its commitment to a data center joint venture. The company also highlights a pending separation and merger transaction with flyExclusive and a strategic shift to focus on its software and artificial intelligence assets after divesting its fractional and jet card operations.
Jet.AI Inc. reported that on January 8, 2026 it exhausted its previously announced at-the-market equity offering conducted under an Equity Distribution Agreement with Maxim Group LLC dated November 21, 2025. After completing this program, the Company elected to voluntarily reduce the conversion price of its Series B convertible preferred stock under its Certificate of Designation so that the conversion price equals the closing price of Jet.AI’s common stock on January 7, 2025, pursuant to Section 8(d) of that Certificate. The Company stated that all other rights and preferences of the Series B convertible preferred stock remain unchanged. As of the time of this filing, Jet.AI had 11,238,147 shares of common stock issued and outstanding.
Jet.AI Inc. entered into amended and restated employment agreements with Executive Chairman and Interim CEO Michael Winston and Interim CFO George Murnane, effective December 31, 2025, with initial terms running through December 31, 2028 and automatic one-year renewals. Starting January 1, 2026, Winston’s annual base salary will be $425,000 and Murnane’s $300,000, with at least annual cost-of-living increases and potential merit raises.
If Jet.AI completes financings or strategic deals that raise its market capitalization to at least $250 million, Winston’s salary increases to $550,000 and Murnane’s to $425,000, with straight-line adjustments for market caps between $100 million and $250 million. Each executive has a discretionary annual cash bonus targeted at 100% of salary, with up to 40% payable in immediately vested stock, and participation in company equity plans.
Upon a Change of Control, all of their unvested equity becomes fully vested and each receives a $1,500,000 special cash bonus tied to the proposed transactions with flyExclusive, Inc. If terminated without cause or resigning for good reason, each is entitled to three years of salary, three years of target bonuses in cash, continued benefits over that period, and full vesting of equity awards.
Jet.AI Inc. reported that it has withdrawn a previously filed registration statement for a proposed public offering of its common stock. The company filed the registration statement on December 1, 2025 and decided to withdraw it due to "changed circumstances" since that filing. No securities were sold, and the registration statement was never declared effective by the SEC. Jet.AI states that it does not intend to pursue the public offering that had been contemplated.
Jet.AI Inc. reported an insider equity award for its executive chairman, interim CEO and director. The filing shows a new stock option grant covering 1,778 shares of common stock at an exercise price of $24.35 per share. The board approved this option on December 26, 2023, subject to stockholder approval of an amendment to the omnibus incentive plan, which stockholders granted on September 24, 2024.
The option vests in equal monthly installments beginning January 26, 2024 and expires on September 24, 2034. The exercise price, option amount and underlying share count reflect a 1-for-225 reverse stock split of Jet.AI’s common stock that became effective on November 12, 2024. After this transaction, the insider beneficially owns 1,778 stock options directly.
Jet.AI Inc. reported that its chief operating officer and director Patrick McNulty received a stock option grant covering 399 shares of common stock at an exercise price of $24.35 per share.
The option was approved by the board on December 26, 2023, subject to stockholder approval of an amendment to the omnibus incentive plan, which stockholders granted on September 24, 2024.
The option vests in equal monthly installments beginning on January 26, 2024 and expires on September 24, 2034. The exercise price and share amounts reflect a 1-for-225 reverse stock split that became effective on November 12, 2024.
Jet.AI Inc. director and interim CFO George Murnane filed an insider report updating his ownership after a reverse stock split and correcting a prior reporting error.
The report explains that a 1-for-225 reverse split of Jet.AI common stock on November 12, 2024 reduced his 11 shares to less than one whole share, which was cashed out, leaving him with no common shares. It also clarifies that 995,754 option shares had previously been mistakenly counted as common stock in an earlier report.
The filing further discloses a stock option to acquire 267 shares of Jet.AI common stock at an exercise price of $24.35 per share, expiring September 24, 2034. The option was approved by the board on December 26, 2023, subject to stockholder approval of an omnibus incentive plan amendment granted on September 24, 2024, and it vests in equal monthly installments beginning January 26, 2024.
Jet.AI Inc. entered into a letter agreement with Hexstone Capital and Ionic Ventures related to an existing Securities Purchase Agreement. Under this agreement, Ionic agreed to refrain from taking certain actions to protect its legal rights connected to a potential transaction using Jet.AI’s Form S-3 registration statement and an underwritten public offering not to exceed $10 million.
In return, Jet.AI agreed to amend the terms of its Series B Convertible Preferred Stock so that each share now converts into common stock at the lower of $1.63 or a formula based on a percentage of the lowest daily volume-weighted average price during a defined trading period, subject to specified adjustments and exclusions. Other rights and preferences of the Series B preferred shares remain unchanged. The amendment to the certificate of designations was filed with the Delaware Secretary of State on December 8, 2025.
Jet.AI Inc. (JTAI) is asking stockholders to approve several major corporate actions at its all-virtual 2025 annual meeting. Stockholders will vote to elect two Class II directors to serve until 2028 and to ratify Hacker Johnson & Smith PA as independent auditor for the year ending December 31, 2025.
The company seeks approval to amend its 2023 Omnibus Incentive Plan so that up to 775,000 shares of common stock, plus additional shares tied to performance share units for executive management, may be issued under the plan. It is also requesting approval of the potential issuance of common shares underlying a Hexstone warrant that could exceed 20% of currently outstanding common stock at a price below the Nasdaq “Minimum Price,” in line with Listing Rule 5635(d).
Jet.AI proposes increasing authorized common shares from 200,000,000 to 1,000,000,000 and granting the Board discretion to implement a reverse stock split between 1-for-2 and 1-for-250. As of November 7, 2025, the company had 3,927,256 shares of common stock outstanding, plus additional voting power from Series B preferred stock on an as-converted basis.