Jet.AI stockholders approve flyExclusive transaction

July 6, 2026 8:30 AM EDT

Jet.AI Inc. (NASDAQ: JTAI) announced that its stockholders approved a proposed transaction with flyExclusive, Inc. at a reconvened Special Meeting of Stockholders held on July 2, 2026.

Of the 778,325 shares represented at the meeting, 768,718 shares, or approximately 99%, voted in favor of the transaction. A total of 5,155 shares voted against, and 4,452 shares abstained. As of the May 8, 2026 record date, 1,421,721 shares of common stock were outstanding and entitled to vote.

Upon closing, Jet.AI stockholders of record as of July 6, 2026 will be entitled to receive merger consideration while retaining their existing Jet.AI shares. Stockholders will also receive shares of Jet.AI SpinCo, Inc. common stock as part of the distribution.

The transaction involves a merger and distribution under an Amended and Restated Agreement and Plan of Merger and Reorganization dated May 6, 2025, among Jet.AI, flyExclusive, FlyX Merger Sub, Inc., and Jet.AI SpinCo, Inc. The closing is expected on or about July 7, 2026, subject to satisfaction or waiver of remaining customary closing conditions.

"We are grateful for the support of our stockholders and pleased to have reached this important milestone," said Mike Winston, Founder and Executive Chairman of Jet.AI.

The transaction is structured to allow Jet.AI to continue shifting toward an artificial intelligence infrastructure and cloud services focus, while flyExclusive pursues expansion of its private aviation platform.



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