Volato Group, Inc. filings document material-event disclosures for a public private aviation company, including material agreements, shareholder voting matters, capital-structure disclosures, governance matters and operating and financial results. The company's recent 8-K record includes disclosures involving Class A common stock transactions, unregistered securities activity, registration obligations and the termination of an at-the-market sales agreement.
Volato's filings also describe governance and reporting matters such as board and committee appointments, changes in the independent registered public accounting firm, going-concern language in audit reporting, internal-control matters and emerging growth company status. The filing record reflects the company's corporate structure, public security disclosures and recurring reporting obligations as a Delaware operating company.
Volato Group, Inc. proposes to issue approximately 115,107,548 shares of Class A common stock as Merger Consideration in connection with its merger with M2i Global, Inc. The proxy statement/prospectus dated March 2026 explains the exchange ratio (M2i holders to receive shares representing 85% of the Combined Company on a fully diluted basis), an estimated aggregate value of $42.5 million (based on a $0.369 per-share price as of March 6, 2026), and a special meeting of Volato stockholders on April 20, 2026 to vote on the Merger, stock issuance, board composition, name change, stock incentive plan, and a reverse stock split (1-for-2 to 1-for-25 range).
The filing states the Merger is conditioned on customary closing items including shareholder approvals, Nasdaq listing approval, effectiveness of the registration statement, and Volato net debt being at or below $10,000,000 at closing (waivable by M2i Global). The Combined Company is expected to operate two divisions: critical-minerals operations and software/data solutions, and to be renamed M2i Global, Inc. upon closing.
Volato Group, Inc. files its annual report describing a small, early-stage aviation technology and enterprise AI business facing significant financial risk. The company has a limited operating history, recurring net losses, and its auditor raised substantial doubt about its ability to continue as a going concern due to ongoing cash needs and dependence on new capital.
Volato has shifted from owning and operating aircraft to a software-led model. Its Vaunt empty-leg platform has over 190,000 app downloads, completed 1,145 flights in 2025, and generated more than $1.5 million in annual recurring revenue. The Mission Control operations platform is now commercialized with flyExclusive as a flagship third-party user.
The Parslee enterprise AI platform for Microsoft 365 entered its first paying pilot programs in the third quarter of 2025, but remains in beta. Volato sold its GC Aviation subsidiary for $2.0 million, monetized intellectual property and G280-related rights through equity and cash arrangements with flyExclusive, and continues to rely on third-party operators for flights.
Volato agreed to merge with M2i Global, Inc., with M2i stockholders expected to own about 85% of the combined company if the deal closes, expanding into critical minerals software. The company also has up to $36 million of 10% original-issue-discount convertible notes outstanding or available, which can convert into common shares at discounted prices and significantly dilute existing holders.
As of June 30, 2025, non‑affiliate common equity had an aggregate market value of $4,627,542 based on NYSE American pricing, and as of March 6, 2026 there were 16,242,827 common shares outstanding. Management highlights numerous risks, including capital needs, dependence on flyExclusive and AI vendors, NYSE American listing compliance, technology and cybersecurity exposure, privacy and TCPA obligations, and potential dilution from future equity issuances.
Volato Group, Inc. is registering 78,216,731 shares of Class A common stock in connection with a proposed stock-for-stock merger with M2i Global, Inc. Under the Merger Agreement, M2i Global stockholders are expected to receive Volato shares so they hold about 85% of the combined company on a fully diluted basis, excluding Volato warrants, while existing Volato holders retain about 15%.
Based on an assumed 18,424,046 fully diluted Volato shares before closing, Volato estimates issuing approximately 104,402,929 shares as Merger Consideration, valued at about $51.9 million, or $0.497 per combined-company share, using the February 6, 2026 Volato trading price. Volato common stock is currently listed on NYSE American as “SOAR”; the combined company is expected to list on Nasdaq and be renamed M2i Global, Inc.
A special meeting on March 31, 2026 will ask Volato stockholders to approve the Merger, the large stock issuance that triggers a change of control, election of seven directors, a name change, a new 2026 stock incentive plan, a discretionary reverse stock split of between 1-for-2 and 1-for-15, and a possible adjournment to secure votes.
Volato Group, Inc. has amended its planned acquisition of M2i Global, Inc., a Nevada company focused on critical minerals supply chains. On January 19, 2026, Volato entered into Amendment No. 1 to the existing Agreement and Plan of Merger and Reorganization, changing only the transaction timeline.
The amendment extends the merger agreement’s End Date to March 31, 2026, giving both parties more time to satisfy conditions to closing. All substantive terms and mutual protections of the original merger agreement remain in place. The merger, under which M2i Global would become a wholly owned subsidiary of Volato, continues to be subject to Volato stockholder approval and other customary closing conditions.
Volato Group, Inc. is registering 78,216,731 shares of Class A common stock to be issued as stock consideration in its planned acquisition of M2i Global, Inc.
Each share of M2i Global common stock will convert into Volato shares so that former M2i holders own about 85% of the combined company on a fully diluted basis, with existing Volato holders owning about 15%, excluding Volato warrants. Based on an assumed structure, Volato estimates the consideration at roughly $50.8 million, or $0.65 per combined-company share, using the January 7, 2026 Volato trading price.
Volato shareholders are being asked at a virtual special meeting to approve the merger, the large new share issuance that triggers a change of control, election of seven directors, a corporate name change to “M2i Global, Inc.”, a new 2026 stock incentive plan, and a discretionary reverse stock split in a range of one-for-two to one-for-eight. M2i Global shareholders have already approved the merger by written consent.
Volato Group, Inc. reported that its Board of Directors elected Alan D. Gaines to the Board, effective December 19, 2025. He will serve as a Class III director until the company’s 2026 Annual Meeting of Stockholders and until a successor is elected and qualified or he otherwise leaves the role.
The Board appointed Mr. Gaines to the Audit Committee, the Nominating and Corporate Governance Committee, and the Compensation Committee, and named him Chairman of the Audit Committee. As an independent director, he will receive compensation consistent with other non-employee independent directors. The company states there is no arrangement or understanding with other persons related to his election and no material related-party transactions involving him that require disclosure.
Volato Group, Inc. reported that it has received a letter from NYSE Regulation confirming the company has regained compliance with all continued listing standards of the NYSE American. The company resolved previously identified deficiencies under Sections 1003(a)(i) and (ii) of the NYSE American Company Guide referenced in an earlier exchange letter.
As a result, the “below compliance” (.BC) indicator will be removed from Volato’s Class A common stock trading symbol, and the company will be taken off NYSE American’s list of noncompliant issuers. Volato noted it will remain subject to the exchange’s continued listing monitoring procedures and emphasized its commitment to maintaining strong financial discipline and governance.
Volato Group, Inc. disclosed that its Board of Directors has announced a stock dividend of shares of flyExclusive, Inc. for Volato shareholders.
Shareholders of record as of December 26, 2025 will receive approximately 0.0348 shares of flyExclusive (NYSE American: FLYX) for each share of Volato Class A common stock they hold on that date. This stock dividend gives existing Volato investors an additional ownership position in flyExclusive alongside their Volato shares.
Volato Group, Inc. is registering 57,718,662 shares of Class A common stock to be issued as Merger Consideration in its planned merger with M2i Global, Inc. Each M2i Global common share will convert into Volato Class A shares so that M2i holders receive 85% of the combined company’s fully diluted common stock at closing, excluding Volato warrants, with current Volato holders retaining about 15%.
Based on an assumption of 10,185,646 fully diluted Volato shares before closing, Volato estimates the stock consideration at approximately $11.5 million, or $1.51 per combined-company share, before any reverse stock split. Volato stock last traded at $1.20 per share on December 12, 2025. Stockholders are being asked to approve the Merger, the large stock issuance and resulting change of control, election of seven directors, a name change to “M2i Global, Inc.,” a 2025 stock incentive plan, and a reverse stock split between one-for-two and one-for-eight, plus a possible adjournment to solicit additional proxies.
Volato Group, Inc. filed an amended current report to update prior disclosure related to its planned merger with M2i Global, Inc. and a potential reverse stock split. The amendment increases a liability tied to a Fourth Amendment to an Aircraft Management Services Agreement with flyExclusive, Inc. and makes grammatical edits, while leaving all other prior disclosures unchanged.
Volato reiterates that its merger subsidiary will merge into M2i Global, which will become a wholly owned subsidiary, subject to stockholder approval and customary closing conditions. To support an NYSE American listing for the combined company, Volato plans to seek stockholder approval for a reverse stock split of its Class A common stock. The company also provides unaudited pro forma condensed combined financial information, reflecting the merger and an assumed one-for-six reverse stock split for the three fiscal quarters ended September 30, 2025 and the year ended December 31, 2024, furnished as Exhibit 99.1.