flyExclusive's Registration Statement for Jet.AI Transaction Declared Effective
Written by Emily J. Thompson, Senior Investment Analyst
Updated: May 01 2026
0mins
Should l Buy JTAI?
flyExclusive (FLYX) announced that the Registration Statement on Form S-4 filed in connection with its previously announced transaction with Jet.AI (JTAI) has been declared effective by the U.S. Securities and Exchange Commission.The effectiveness of the S-4 marks a key milestone in advancing the transaction toward JTAI stockholder approval and closing, which is expected to continue expanding flyExclusive's scale through the acquisition of Jet.AI's aviation operating business, including Citation and HondaJet aircraft and customers, and growth capital expansion while positioning flyExclusive to accelerate the deployment of capital directly into revenue-generating assets. Upon closing, flyExclusive expects to integrate these aviation assets into its vertically integrated platform, immediately enhancing network capacity and utilization while capturing incremental demand across both retail and wholesale channels. The transaction is structured to convert capital directly into revenue-generating assets and contracted demand, consistent with the Company's disciplined growth strategy. The Company expects to deploy capital to support near-term fleet expansion, including the planned delivery of three Citation CJ3 aircraft beginning in 2027, further supporting the Company's fleet modernization initiative. These aircraft are expected to add high-demand capacity across the network to support growing demand across both retail and wholesale channels. The transaction is also expected to enhance liquidity and provide additional financial flexibility to support continued investment in fleet, maintenance infrastructure, and operational scaling initiatives.
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Analyst Views on JTAI
Wall Street analysts forecast JTAI stock price to rise
1 Analyst Rating
1 Buy
0 Hold
0 Sell
Moderate Buy
Current: 7.555
Low
8.00
Averages
8.00
High
8.00
Current: 7.555
Low
8.00
Averages
8.00
High
8.00
About JTAI
Jet.AI Inc., through its subsidiaries, is principally involved in the sale of fractional and whole interests in aircraft; the sale of jet cards, and operation of a proprietary booking platform, which functions as a prospecting and quoting platform to arrange private jet travel with third-party carriers as well as via the Company’s leased and managed aircraft; direct chartering of its HondaJet aircraft by Cirrus; aircraft brokerage and services. Its booking platforms include CharterGPT, and Ava. Its CharterGPT platform displays a variety of options across private aircraft types in addition to the pricing of its own aircraft, with a range of prices drawn from a list of thousands of aircraft for hire. Its Jet.AI Operator Platform provides and continues to develop a business-to-business (B2B) software platform for a suite of software-as-a-service (SaaS) products termed Jet.AI Operator Platform, which consists of Reroute AI, DynoFlight, and FlightClub-Cirrus Specific.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
Jet.AI Advances Merger with flyExclusive as SEC Approves Registration Statement
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- Shareholder Voting Arrangements: Stockholders of record as of May 8, 2026, will be entitled to vote on the merger at the special meeting, demonstrating the company's commitment to transparency and compliance in advancing the merger process to enhance shareholder trust.
- Proxy Statement Submission: Jet.AI plans to file its definitive proxy statement with the SEC on May 4, 2026, and expects to begin mailing proxy materials around May 11, ensuring shareholders receive timely information regarding the merger transaction.
- Disclosure Commitment: The company emphasizes the importance of shareholders reading the registration statement and proxy statement before making voting or investment decisions, indicating its focus on transparency to mitigate potential legal risks and bolster investor confidence.
See More
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Connection with Proposed Merger: The registration statement is linked to the ongoing discussions and plans for the merger, indicating progress in the process.
See More
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- Shareholder Rights Protection: Under the merger agreement, Jet.AI shareholders will retain their stock and receive new Class A common shares in flyExclusive, ensuring that shareholder interests are safeguarded during the company's transition.
- Strategic Business Transformation: Jet.AI plans to divest its aviation business to flyExclusive while pivoting to become a provider of high-performance GPU infrastructure and AI cloud services through a joint venture with Consensus Core Technologies, indicating a significant shift in the company's strategic direction.
- Positive Market Sentiment: Despite Jet.AI's stock price plummeting over 93% year-to-date, retail sentiment on Stocktwits trended bullish, suggesting market confidence in the company's future transformation efforts.
See More
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- SEC Review Progress: The SEC review process has resolved comments related to flyExclusive's disclosures for the 2023 period, indicating positive compliance progress that may expedite the merger process.
- Shareholder Voting Preparation: flyExclusive refiled its Form S-4 related to the transaction on April 14, 2026, and once approved by the SEC, the definitive proxy statement will be mailed to shareholders, initiating a 30-day voting period to ensure a smooth merger.
- Tech-Driven Company: Jet.AI focuses on deploying AI tools and infrastructure to enhance decision-making and performance, and the merger is expected to strengthen its competitive position in the high-performance GPU infrastructure and AI cloud services market.
See More
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- Potential Liquidity Event: This investment could offer Jet.AI a liquidity event opportunity, especially as SpaceX is reportedly planning an initial public offering (IPO), which could yield significant financial returns for the company.
- IPO Outlook: SpaceX has confidentially filed for an IPO, with media estimates placing its valuation between $1.75 trillion and $2 trillion, a substantial increase from approximately $800 billion in late 2025, and if successful, it could become the largest IPO in history, raising up to $75 billion.
- Retail Investor Allocation: Reports suggest that up to 30% of shares in the IPO may be allocated to retail investors, with a prospectus expected by late May, a roadshow scheduled for June 8, and a potential listing in June or July 2026, with final timing and pricing subject to market conditions and regulatory review.
See More
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See More
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- Merger Progress: Jet.AI announced that its merger with flyExclusive has received approval from the SEC, marking a significant step as the transaction moves into stockholder approval and closing phases, with a special meeting scheduled for June 11, 2026.
- Shareholder Voting Arrangements: Stockholders of record as of May 8, 2026, will be entitled to vote on the merger at the special meeting, demonstrating the company's commitment to transparency and compliance in advancing the merger process to enhance shareholder trust.
- Proxy Statement Submission: Jet.AI plans to file its definitive proxy statement with the SEC on May 4, 2026, and expects to begin mailing proxy materials around May 11, ensuring shareholders receive timely information regarding the merger transaction.
- Disclosure Commitment: The company emphasizes the importance of shareholders reading the registration statement and proxy statement before making voting or investment decisions, indicating its focus on transparency to mitigate potential legal risks and bolster investor confidence.
See More
JET.AI CONFIRMS SEC APPROVAL OF FLYEXCLUSIVE’S FORM S-4 REGISTRATION STATEMENT FOR PLANNED MERGER
Announcement of Effectiveness: JETAI announces the effectiveness of Fly Exclusive's registration statement related to the proposed merger.
Connection with Proposed Merger: The registration statement is linked to the ongoing discussions and plans for the merger, indicating progress in the process.
See More
Jet.AI Extends Merger Deadline with flyExclusive to June 2026
- Merger Deadline Extension: Jet.AI and flyExclusive have agreed to extend their merger deadline to June 30, 2026, marking the second extension announced by both parties, which reflects their ongoing commitment to the transaction.
- Shareholder Rights Protection: Under the merger agreement, Jet.AI shareholders will retain their stock and receive new Class A common shares in flyExclusive, ensuring that shareholder interests are safeguarded during the company's transition.
- Strategic Business Transformation: Jet.AI plans to divest its aviation business to flyExclusive while pivoting to become a provider of high-performance GPU infrastructure and AI cloud services through a joint venture with Consensus Core Technologies, indicating a significant shift in the company's strategic direction.
- Positive Market Sentiment: Despite Jet.AI's stock price plummeting over 93% year-to-date, retail sentiment on Stocktwits trended bullish, suggesting market confidence in the company's future transformation efforts.
See More
Jet.AI Extends Merger Agreement with flyExclusive to June 30, 2026
- Merger Agreement Extension: Jet.AI has extended the outside date of its merger agreement with flyExclusive to June 30, 2026, with closing expected in the second quarter of 2026, demonstrating both parties' strong commitment to the transaction.
- SEC Review Progress: The SEC review process has resolved comments related to flyExclusive's disclosures for the 2023 period, indicating positive compliance progress that may expedite the merger process.
- Shareholder Voting Preparation: flyExclusive refiled its Form S-4 related to the transaction on April 14, 2026, and once approved by the SEC, the definitive proxy statement will be mailed to shareholders, initiating a 30-day voting period to ensure a smooth merger.
- Tech-Driven Company: Jet.AI focuses on deploying AI tools and infrastructure to enhance decision-making and performance, and the merger is expected to strengthen its competitive position in the high-performance GPU infrastructure and AI cloud services market.
See More
Jet.AI Invests $5 Million in SpaceX's xAI Subsidiary
- Strategic Investment: Jet.AI has made a $5 million investment through a special purpose vehicle to acquire an economic interest in xAI, SpaceX's AI subsidiary, which provides exposure to SpaceX and its related businesses, including Starlink and X/Twitter, marking a pivot towards high-performance AI infrastructure and cloud services.
- Potential Liquidity Event: This investment could offer Jet.AI a liquidity event opportunity, especially as SpaceX is reportedly planning an initial public offering (IPO), which could yield significant financial returns for the company.
- IPO Outlook: SpaceX has confidentially filed for an IPO, with media estimates placing its valuation between $1.75 trillion and $2 trillion, a substantial increase from approximately $800 billion in late 2025, and if successful, it could become the largest IPO in history, raising up to $75 billion.
- Retail Investor Allocation: Reports suggest that up to 30% of shares in the IPO may be allocated to retail investors, with a prospectus expected by late May, a roadshow scheduled for June 8, and a potential listing in June or July 2026, with final timing and pricing subject to market conditions and regulatory review.
See More
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- ZSpace Earnings Decline: ZSpace reported a 47% year-over-year revenue drop to $4.8 million for the quarter and a 27% decline to $38.1 million for the full year, primarily due to a freeze in orders and shipments during the U.S. Federal Government shutdown, resulting in a net loss of $7.3 million, highlighting significant financial challenges for the company.
- Ridgetech Stock Plunge: Ridgetech's shares plummeted 96% last Tuesday, erasing most gains from the previous three sessions, with no clear catalyst for the drop; however, the volatility is typical for low-float penny stocks, raising concerns about the effectiveness of its growth strategy.
- Jet.AI Reverse Split: Jet.AI announced a 1-for-200 reverse stock split, leading to a nearly 50% drop in share price on Monday, aimed at regaining compliance with Nasdaq's minimum bid price requirement, while the company faces multiple challenges in pivoting to an AI-driven platform amid delays in its charter business sale to flyExclusive.
- Diverging Retail Sentiment: Despite ZSpace's retail sentiment turning 'extremely bullish', Ridgetech remains neutral, and Jet.AI has dropped to 'extremely bearish', indicating varied investor confidence in the future prospects of these companies, reflecting differing views on their business models and financial health.
See More
