As such, stockholders of record of the Company's common stock on June 25, 2026, will be entitled to receive, on a pro rata basis, all outstanding shares of SpinCo immediately prior to the completion of the merger between FlyX Merger Sub, Inc., a wholly owned subsidiary of flyExclusive, and SpinCo. The Company anticipates that delivery of the SpinCo shares will occur immediately prior to the merger. Upon completion of the merger, the SpinCo shares distributed to the Company's stockholders will convert into the right to receive shares of flyExclusive Class A common stock, subject to the terms of the merger agreement. The completion of the distribution and merger remains subject to stockholder approval and the satisfaction or waiver of customary closing conditions.

Updated Special Meeting of Stockholders

As announced on June 11, 2026, Jet.AI's previously scheduled Special Meeting of Stockholders (the "Special Meeting") was convened and adjourned to allow additional time for stockholders to vote on the proposals described in the Company's definitive proxy statement filed with the SEC on May 4, 2026 in connection with the proposed flyExclusive transaction. The Special Meeting will reconvene on June 23, 2026 at 4:00 p.m. Eastern time.