Form 8-K
8-K — Jet.AI Inc.
Accession: 0001493152-26-024854
Filed: 2026-05-21
Period: 2026-05-15
CIK: 0001861622
SIC: 4522 (AIR TRANSPORTATION, NONSCHEDULED)
Item: Results of Operations and Financial Condition
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Item: Financial Statements and Exhibits
Documents
8-K — form8-k.htm (Primary)
EX-10.1 (ex10-1.htm)
EX-10.2 (ex10-2.htm)
EX-99.1 (ex99-1.htm)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15 (d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 15, 2026
Jet.AI
Inc.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
001-40725
93-2971741
(State
or other jurisdiction
(Commission
(I.R.S.
Employer
of
incorporation or organization)
File
Number)
Identification
No.)
10845
Griffith Peak Dr.
Suite
200
Las
Vegas, NV 89135
(Address
of principal executive offices)
(Registrant’s
telephone number, including area code) (702) 747-4000
None
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2.below):
☐
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class:
Trading
Symbol
Name
of each exchange on which registered:
Common
Stock, par value $0.0001 per share
JTAI
The
Nasdaq Stock Market LLC
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
2.02
Results
of Operations and Financial Condition.
On
May 15, 2026, Jet.AI Inc. (the “Company”) issued a press release announcing its financial results for the quarter ending
March 31, 2026, and other recent operational highlights. A copy of the press release is furnished as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
The
information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward
Looking Statements
This
Current Report on Form 8-K contains certain statements that may be deemed to be “forward-looking statements” within the federal
securities laws, including the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Statements that are
not historical are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange.
Forward-looking statements relate to future events or our future performance or future financial condition. These forward-looking statements
are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our
beliefs and our assumptions. Such forward-looking statements include, but are not limited to, statements regarding our management team’s
expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts
or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. In
some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,” “continue,”
“could,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,”
“potential,” “predict,” “project,” “should,” or the negative of these terms or other
similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements
are subject to a number of risks and uncertainties (some of which are beyond our control) that may cause actual results or performance
to be materially different from those expressed or implied by such forward-looking statements. Accordingly, readers should not place
undue reliance on any forward-looking statements. These risks include risks relating to agreements with third parties; our ability to
obtain necessary stockholder approvals and the possibility that any proposed transactions do not close when expected or at all because
any required approvals or other conditions to closing are not received or satisfied on a timely basis or at all; our ability to raise
funding in the future, as needed, and the terms of such funding, including potential dilution caused thereby; our ability to continue
as a going concern; security interests under certain of our credit arrangements; our ability to maintain the listing of our common stock
on the Nasdaq Stock Market LLC; claims relating to alleged violations of intellectual property rights of others; the outcome of any current
legal proceedings or future legal proceedings that may be instituted against us; unanticipated difficulties or expenditures relating
to our business plan; and those risks detailed in our most recent Annual Report on Form 10-K and subsequent reports filed with the SEC.
Forward-looking
statements speak only as of the date they are made. The Company undertakes no obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise that occur after that date, except as otherwise provided by law.
Item 5.02
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
May 18, 2026, the Company entered into amendments to the existing amended and restated employment agreements (the “Employment Agreement
Amendments”) with Michael Winston, the Company’s Executive Chairman and Interim Chief Executive Officer, and George Murnane,
the Company’s Interim Chief Financial Officer.
Each
Employment Agreement Amendment has the following effect on the existing employment agreements:
●
The
Restricted Periods (as defined in Sections 5(a) and 5(c) of each respective employment agreement) during which the employee may not
compete with the Company and may not solicit the Company’s customers and vendors has been extended from one year following
the employee’s termination to two years following the employee’s termination. The Company agreed to pay to each employee
a one-time bonus in the amount of $1,000 in exchange for such employee’s agreement to abide by the restrictive covenants in
each employment agreement following the employee’s termination from the Company.
●
Each
executive is subject to a new provision allowing for the clawback of incentive-based compensation, bonuses, or other financial benefits
previously awarded to the respective executive in the event such executive breaches any of the restricted covenants set forth in
Sections 5, 17, and 19 of his respective employment agreement. This recovery may include, but is not limited to, repayment of cash
bonuses, cash payments representing synthetic equity or performance share unit awards, forfeiture of stock options, and reimbursement
of any other incentive-based compensation, and is in addition to the Jet.AI Inc. Clawback Policy, as adopted March 14, 2025. The
new clawback provision is effective for two years following the executive’s separation from the Company.
Except
as described above, each employment agreement remains unmodified and in full force and effect in accordance with its original terms.
The
foregoing summary of the terms of the Employment Agreement Amendments does not purport to be a complete description and is qualified
in its entirety by reference to the full text of the Employment Agreement Amendments, which are filed as Exhibits 10.1 and 10.2 to this
Current Report on Form 8-K and are incorporated by reference herein.
Item
9.01.
Financial
Statements and Exhibits.
(d)
Exhibits.
Exhibit
No.
Description
10.1
First Amendment to Amended and Restated Employment Agreement dated May 18, 2026, by and between the Company and Michael Winston.
10.2
First Amendment to Amended and Restated Employment Agreement dated May 18, 2026, by and between the Company and George Murnane.
99.1
Press Release, dated May 15, 2026.
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
JET.AI
INC.
By:
/s/
George Murnane
George
Murnane
Interim
Chief Financial Officer
May
21, 2026
EX-10.1
EX-10.1
Filename: ex10-1.htm · Sequence: 2
Exhibit
10.1
First
Amendment to Amended and Restated Employment Agreement
This
First Amendment to Amended and Restated Employment Agreement (this “Amendment”)
is entered into as of May 18, 2026 (the “Amendment Effective Date”),
by and between Jet.AI Inc., a Delaware corporation (the “Company”),
and Michael Winston (“Executive”
and, together with the Company, the “Parties”,
and each, a “Party”).
RECITALS:
The
Company and Executive are parties to that certain Amended and Restated Employment Agreement dated as of December 31, 2025 (the “Employment
Agreement”).
Section
5 of the Employment Agreement sets forth certain noncompetition, nonsolicitation and confidentiality covenants applicable to Executive,
including noncompetition restrictions in Section 5(a), nonsolicitation of employees in Section 5(b), and nonsolicitation of customers
and vendors in Section 5(c), in each case applicable during the “Restricted Period” (as defined in the Employment Agreement).
The
Parties desire to amend the Employment Agreement in order to (1) change the duration of the noncompetition and customer and vendor nonsolicitation
covenants so that such restrictions apply for a period ending two years following the Termination Date (as defined in the Employment
Agreement), while maintaining a one-year duration for the employee nonsolicitation covenant set forth in Section 5(b), and (2) provide
for adequate consideration to Executive in respect of the restrictive covenants contained in Section 5 of the Employment Agreement.
Section
11 of the Employment Agreement provides that no provision of the Employment Agreement may be modified, waived, or discharged unless such
waiver, modification, or discharge is agreed to in writing and signed by Executive and an authorized officer of the Company.
The
Parties desire that the Employment Agreement be amended only as expressly set forth herein, and that, except as so amended, the Employment
Agreement continue in full force and effect in accordance with its terms.
The
Parties acknowledge and agree that this Amendment and the transactions contemplated hereby are supported by good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged.
NOW
THEREFORE, in consideration of the foregoing recitals, which are incorporated into and made a part of this Amendment as if set forth
in full herein, and the mutual covenants and agreements contained herein and in the Employment Agreement, and intending to be legally
bound, the Parties hereby agree as follows:
AGREEMENT:
A. Amendments
to Section 5(a) of the Employment Agreement. Section 5(a) of the Employment Agreement,
entitled “Noncompetition,” is hereby amended in its entirety solely with respect
to the duration of the Restricted Period applicable to such noncompetition covenant. Accordingly,
the phrase: “commencing on the Effective Date and ending one year following the Termination
Date (the ‘Restricted Period’)” as it appears in Section 5(a) of the Employment
Agreement, is hereby deleted and replaced with the following phrase: “commencing on
the Effective Date and ending two years following the Termination Date (the ‘Restricted
Period’)”. For the avoidance of doubt, except as expressly modified by the foregoing
sentence, all other terms, conditions and provisions of Section 5(a) of the Employment Agreement,
including the definition of “Competitor,” the geographic scope of the restrictions,
and the carve-out permitting passive ownership of not more than one percent (1%) of the fully-diluted
shares of a publicly traded corporation, shall remain unchanged and in full force and effect.
1
B. No
Change to Section 5(b) (Nonsolicitation of Employees). The Parties expressly
acknowledge and agree that Section 5(b) of the Employment Agreement, entitled “Nonsolicitation
of Employees,” shall remain unchanged by this Amendment and shall continue to apply
during the “Restricted Period” as that term is defined and used in Section 5(b)
as of the date of this Amendment, such that the duration of Executive’s nonsolicitation
of employees covenant remains one year following the Termination Date. The Parties further
acknowledge that, in light of enforceability considerations, they have intentionally agreed
not to extend the duration of the employee nonsolicitation covenant in Section 5(b) beyond
one year following the Termination Date.
C. Amendment
to Section 5(c) (Nonsolicitation of Customers and Vendors). Section 5(c) of the
Employment Agreement, entitled “Nonsolicitation of Customers and Vendors,” is
hereby amended in its entirety solely with respect to the duration of the Restricted Period
applicable to such customer and vendor nonsolicitation covenant. Accordingly, wherever Section
5(c) refers to the Restricted Period as ending “one year following the Termination
Date,” such reference is hereby deleted and replaced with the following phrase: “two
years following the Termination Date”. For the avoidance of doubt, except as expressly
modified by the foregoing sentence, all other terms, conditions and provisions of Section
5(c) of the Employment Agreement, including the definitions of “Customers” and
“Vendors” and the scope of prohibited activities, shall remain unchanged and
in full force and effect.
D. Conforming
Effect on Use of “Restricted Period” for Sections 5(a), 5(c), 5(g)(iv), 5(g)(vi),
and 17). For the avoidance of doubt, each reference in Section 5(a), Section
5(c), Section 5(g)(iv), Section 5(g)(vi), and Section 17 of the Employment Agreement to the
“Restricted Period”
shall, from and after the Amendment Effective Date, be deemed to refer to the period commencing
on the Effective Date (as defined in the Employment Agreement) and ending two years
following the Termination Date (as defined in the Employment Agreement), as amended pursuant
to Section A and Section C of this Amendment.
E. Additional
Paragraph in Section 5 – Consideration for Restrictive Covenants. Section
5 of the Employment Agreement is hereby amended to add the following new subsection immediately
following subsection 5(g) (and prior to any concluding sentence or provision of Section 5
confirming survival), which shall be designated as subsection 5(h): “h. Adequate
Consideration for Restrictive Covenants. In further consideration of Executive’s
agreements and covenants set forth in this Section 5, including, without limitation, the
noncompetition covenant in Section 5(a), the employee nonsolicitation covenant in Section
5(b), and the customer and vendor nonsolicitation covenant in Section 5(c), the Company shall
pay to Executive a one-time bonus payment in the amount of one thousand dollars ($1,000.00)
(the ‘Restrictive Covenants Consideration’). The Restrictive Covenants
Consideration shall be paid in a lump sum within thirty (30) days following the Amendment
Effective Date (as defined in that certain First Amendment to Amended and Restated Employment
Agreement between the Company and Executive). Executive acknowledges and agrees that (i)
the Restrictive Covenants Consideration constitutes fair, adequate and sufficient consideration
for Executive’s entry into and continued compliance with the covenants and obligations
set forth in this Section 5, (ii) such consideration is in addition to, and independent of,
any other compensation, benefits or rights to which Executive is or may become entitled under
this Agreement or otherwise, and (iii) the payment and receipt of the Restrictive Covenants
Consideration is intended by the Parties to support and enhance the enforceability of the
restrictive covenants contained in this Section 5 under applicable law, including, without
limitation, the laws of the State of Nevada.”
The
existing concluding sentence or subsection of Section 5 that begins “Notwithstanding any provision of this Agreement, the obligations
and commitments of this Section 5 shall survive…” shall be deemed renumbered or restated as necessary to follow immediately
after new subsection 5(h), and any cross-references within the Employment Agreement to the subsections of Section 5 shall be deemed automatically
updated to reflect the addition of new subsection 5(h).
F. Additional
Paragraph in Section 5 – Clawback; Recoupment of Closing Equity Awards. Section
5 of the Employment Agreement is hereby amended to add the following new subsection immediately
following subsection 5(h) (and prior to any concluding sentence or provision of Section 5
confirming survival), which shall be designated as subsection 5(i): “In the event that
the Executive breaches any of the restricted covenants set forth in Sections 5, 17, and 19
of this Agreement, the Company reserves the right to recover any incentive-based compensation,
bonuses, or other financial benefits previously awarded to the Executive. This recovery may
include, but is not limited to, repayment of cash bonuses, cash payments representing synthetic
equity or performance share unit awards, forfeiture of stock options, and reimbursement of
any other incentive-based compensation. This clawback right is in addition to clawback rights
articulated in the Jet AI, Inc. Clawback Policy, as adopted March 14, 2025. The determination
of whether Executive have breached a restricted covenant shall be at the sole discretion
of the Company, and the Company shall notify the Executive of any amounts subject to clawback.
Executive agrees to repay such amounts within sixty (60) days upon receipt of notice from
the Company. This provision shall survive the termination of this Agreement and remain in
effect for two (2) years following the Executive’s separation from the Company.
2
G. Acknowledgments
Regarding Reasonableness and Enforceability
1. Reasonableness
of Restrictions. Executive hereby acknowledges and agrees that: (i) Executive’s
position with the Company as Executive Chairman and Interim Chief Executive Officer is a
position of trust and confidence in which Executive has had, and will continue to have, access
to highly sensitive Confidential Information (as defined in the Employment Agreement) and
intimate knowledge of the Company’s relationships with its employees, Customers and
Vendors (as defined in the Employment Agreement); (ii) the extension of the duration of the
noncompetition and customer and vendor nonsolicitation covenants to a period ending two years
following the Termination Date (as defined in the Employment Agreement), while leaving the
employee nonsolicitation covenant at one year following the Termination Date (as defined
in the Employment Agreement), is fair, reasonable and necessary to protect the legitimate
business interests of the Company, including, without limitation, its Confidential Information
(as defined in the Employment Agreement), goodwill, customer and vendor relationships, and
investment in Executive; and (iii) the restrictions contained in Section 5 of the Employment
Agreement, as amended by this Amendment, will not prevent Executive from earning a livelihood
or working in Executive’s chosen profession following the termination of Executive’s
employment with the Company.
2. Independent
Covenants. Executive further acknowledges that each of the covenants set forth in
Section 5 of the Employment Agreement, as amended hereby, is separate and independent, and
that the existence of any claim or cause of action by Executive against the Company, whether
based on this Amendment, the Employment Agreement, or otherwise, shall not constitute a defense
to the enforcement by the Company of any of such covenants, including, without limitation,
the extended duration applicable to the noncompetition and customer and vendor nonsolicitation
covenants.
H. No
Other Modifications; Ratification
1. Continuing
Effect of Employment Agreement. Except as expressly set forth in this Amendment,
the Employment Agreement remains unmodified and in full force and effect in accordance with
its terms, and is hereby ratified and confirmed in all respects. For the avoidance of doubt,
(a) the definitions of “Company’s Business,” “Competitor,”
“Confidential Information,” “Customers,” “Vendors,” “Termination
Date,” “Restricted Period” (except as and to the limited extent amended
in Section A and Section C above), and all other defined terms used in Section 5 of the Employment
Agreement shall remain as set forth in the Employment Agreement, and (b) all severance, change
of control, bonus, equity, and other compensation and benefit provisions of the Employment
Agreement, including Sections 3 and 4 thereof, shall remain in full force and effect, unamended
by this Amendment.
2. No
Good Reason or Other Trigger. Executive acknowledges and agrees that (a) the modifications
to Section 5 of the Employment Agreement set forth in this Amendment have been negotiated
and agreed upon by the Parties on a mutually acceptable basis, (b) such modifications do
not constitute, and shall not be deemed to constitute, a “Good Reason Event”
or any other basis for Executive to resign for “Good Reason” (as such term is
defined in the Employment Agreement) or to claim any severance or other benefits associated
with a termination without Cause, and (c) Executive hereby irrevocably waives any right to
claim that the execution, delivery or performance of this Amendment gives rise to a Good
Reason Event or other constructive termination under the Employment Agreement.
3
I. Miscellaneous.
1. Governing
Law. This Amendment shall be subject to and governed by the laws of the State of
Nevada, without giving effect to the principles of conflicts of law under Nevada law that
would require or permit the application of the laws of a jurisdiction other than Nevada,
consistent with Section 12 of the Employment Agreement.
2. Amendment;
No Waiver. This Amendment may be amended, modified or supplemented only by a written
instrument signed by each of the Parties. No waiver of any provision of this Amendment shall
be effective unless set forth in a written instrument signed by the Party against whom the
waiver is to be enforced. No waiver of any provision of this Amendment shall be deemed a
waiver of any other provision, nor shall any waiver constitute a continuing waiver unless
expressly provided therein.
3. Entire
Agreement. This Amendment and the Employment Agreement (including all exhibits and
schedules thereto) constitute the entire agreement between the Parties with respect to the
subject matter hereof and thereof and supersede all prior and contemporaneous negotiations,
understandings and agreements, whether written or oral, relating to the subject matter of
this Amendment.
4. Counterparts;
Electronic Signatures. This Amendment may be executed in two or more counterparts,
each of which shall be deemed an original, and all of which together shall constitute one
and the same instrument. Signatures delivered by facsimile, electronic mail (including, without
limitation, in “.pdf” or similar format), or other electronic means of execution
and delivery shall be deemed to be original signatures for all purposes.
5. Successors
and Assigns. This Amendment shall be binding upon, and shall inure to the benefit
of, the Parties and their respective successors and permitted assigns, in accordance with
Section 8 of the Employment Agreement. Executive may not assign any of Executive’s
rights or obligations under this Amendment except as expressly permitted under the Employment
Agreement.
6. Headings.
The section and subsection headings contained in this Amendment are for convenience of reference
only and shall not affect the meaning or interpretation of this Amendment.
4
IN
WITNESS WHEREOF, the Parties have executed this First Amendment to Amended and Restated Employment Agreement as of the Amendment Effective
Date.
Jet.AI Inc.
By:
/s/ Ehud Talmor
Name/Title:
Ehud Talmor, Chairman of the Compensation Committee
EXECUTIVE
By:
/s/ Michael Winston
Name/Title:
Michael Winston, Executive Chairman and Interim Chief Executive Officer
5
EX-10.2
EX-10.2
Filename: ex10-2.htm · Sequence: 3
Exhibit
10.2
First
Amendment to Amended and Restated Employment Agreement
This
First Amendment to Amended and Restated Employment Agreement (this “Amendment”)
is entered into as of May 18, 2026 (the “Amendment Effective Date”),
by and between Jet.AI Inc., a Delaware corporation (the “Company”),
and George Murnane (“Executive”
and, together with the Company, the “Parties”,
and each, a “Party”).
RECITALS:
The
Company and Executive are parties to that certain Amended and Restated Employment Agreement dated as of December 31, 2025 (the “Employment
Agreement”).
Section
5 of the Employment Agreement sets forth certain noncompetition, nonsolicitation and confidentiality covenants applicable to Executive,
including noncompetition restrictions in Section 5(a), nonsolicitation of employees in Section 5(b), and nonsolicitation of customers
and vendors in Section 5(c), in each case applicable during the “Restricted Period” (as defined in the Employment Agreement).
The
Parties desire to amend the Employment Agreement in order to (1) change the duration of the noncompetition and customer and vendor nonsolicitation
covenants so that such restrictions apply for a period ending two years following the Termination Date (as defined in the Employment
Agreement), while maintaining a one-year duration for the employee nonsolicitation covenant set forth in Section 5(b), and (2) provide
for adequate consideration to Executive in respect of the restrictive covenants contained in Section 5 of the Employment Agreement.
Section
11 of the Employment Agreement provides that no provision of the Employment Agreement may be modified, waived, or discharged unless such
waiver, modification, or discharge is agreed to in writing and signed by Executive and an authorized officer of the Company.
The
Parties desire that the Employment Agreement be amended only as expressly set forth herein, and that, except as so amended, the Employment
Agreement continue in full force and effect in accordance with its terms.
The
Parties acknowledge and agree that this Amendment and the transactions contemplated hereby are supported by good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged.
NOW
THEREFORE, in consideration of the foregoing recitals, which are incorporated into and made a part of this Amendment as if set forth
in full herein, and the mutual covenants and agreements contained herein and in the Employment Agreement, and intending to be legally
bound, the Parties hereby agree as follows:
AGREEMENT:
A. Amendments
to Section 5(a) of the Employment Agreement. Section 5(a) of the Employment Agreement,
entitled “Noncompetition,” is hereby amended in its entirety solely with respect
to the duration of the Restricted Period applicable to such noncompetition covenant. Accordingly,
the phrase: “commencing on the Effective Date and ending one year following the Termination
Date (the ‘Restricted Period’)” as it appears in Section 5(a) of the Employment
Agreement, is hereby deleted and replaced with the following phrase: “commencing on
the Effective Date and ending two years following the Termination Date (the ‘Restricted
Period’)”. For the avoidance of doubt, except as expressly modified by the foregoing
sentence, all other terms, conditions and provisions of Section 5(a) of the Employment Agreement,
including the definition of “Competitor,” the geographic scope of the restrictions,
and the carve-out permitting passive ownership of not more than one percent (1%) of the fully-diluted
shares of a publicly traded corporation, shall remain unchanged and in full force and effect.
1
B. No
Change to Section 5(b) (Nonsolicitation of Employees). The Parties expressly
acknowledge and agree that Section 5(b) of the Employment Agreement, entitled “Nonsolicitation
of Employees,” shall remain unchanged by this Amendment and shall continue to apply
during the “Restricted Period” as that term is defined and used in Section 5(b)
as of the date of this Amendment, such that the duration of Executive’s nonsolicitation
of employees covenant remains one year following the Termination Date. The Parties further
acknowledge that, in light of enforceability considerations, they have intentionally agreed
not to extend the duration of the employee nonsolicitation covenant in Section 5(b) beyond
one year following the Termination Date.
C. Amendment
to Section 5(c) (Nonsolicitation of Customers and Vendors). Section 5(c) of the
Employment Agreement, entitled “Nonsolicitation of Customers and Vendors,” is
hereby amended in its entirety solely with respect to the duration of the Restricted Period
applicable to such customer and vendor nonsolicitation covenant. Accordingly, wherever Section
5(c) refers to the Restricted Period as ending “one year following the Termination
Date,” such reference is hereby deleted and replaced with the following phrase: “two
years following the Termination Date”. For the avoidance of doubt, except as expressly
modified by the foregoing sentence, all other terms, conditions and provisions of Section
5(c) of the Employment Agreement, including the definitions of “Customers” and
“Vendors” and the scope of prohibited activities, shall remain unchanged and
in full force and effect.
D. Conforming
Effect on Use of “Restricted Period” for Sections 5(a), 5(c), 5(g)(iv), 5(g)(vi),
and 17). For the avoidance of doubt, each reference in Section 5(a), Section
5(c), Section 5(g)(iv), Section 5(g)(vi), and Section 17 of the Employment Agreement to the
“Restricted Period”
shall, from and after the Amendment Effective Date, be deemed to refer to the period commencing
on the Effective Date (as defined in the Employment Agreement) and ending two years
following the Termination Date (as defined in the Employment Agreement), as amended pursuant
to Section A and Section C of this Amendment.
E. Additional
Paragraph in Section 5 – Consideration for Restrictive Covenants. Section
5 of the Employment Agreement is hereby amended to add the following new subsection immediately
following subsection 5(g) (and prior to any concluding sentence or provision of Section 5
confirming survival), which shall be designated as subsection 5(h): “h. Adequate
Consideration for Restrictive Covenants. In further consideration of Executive’s
agreements and covenants set forth in this Section 5, including, without limitation, the
noncompetition covenant in Section 5(a), the employee nonsolicitation covenant in Section
5(b), and the customer and vendor nonsolicitation covenant in Section 5(c), the Company shall
pay to Executive a one-time bonus payment in the amount of one thousand dollars ($1,000.00)
(the ‘Restrictive Covenants Consideration’). The Restrictive Covenants
Consideration shall be paid in a lump sum within thirty (30) days following the Amendment
Effective Date (as defined in that certain First Amendment to Amended and Restated Employment
Agreement between the Company and Executive). Executive acknowledges and agrees that (i)
the Restrictive Covenants Consideration constitutes fair, adequate and sufficient consideration
for Executive’s entry into and continued compliance with the covenants and obligations
set forth in this Section 5, (ii) such consideration is in addition to, and independent of,
any other compensation, benefits or rights to which Executive is or may become entitled under
this Agreement or otherwise, and (iii) the payment and receipt of the Restrictive Covenants
Consideration is intended by the Parties to support and enhance the enforceability of the
restrictive covenants contained in this Section 5 under applicable law, including, without
limitation, the laws of the State of Nevada.”
The
existing concluding sentence or subsection of Section 5 that begins “Notwithstanding any provision of this Agreement, the obligations
and commitments of this Section 5 shall survive…” shall be deemed renumbered or restated as necessary to follow immediately
after new subsection 5(h), and any cross-references within the Employment Agreement to the subsections of Section 5 shall be deemed automatically
updated to reflect the addition of new subsection 5(h).
F. Additional
Paragraph in Section 5 – Clawback; Recoupment of Closing Equity Awards. Section
5 of the Employment Agreement is hereby amended to add the following new subsection immediately
following subsection 5(h) (and prior to any concluding sentence or provision of Section 5
confirming survival), which shall be designated as subsection 5(i): “In the event that
the Executive breaches any of the restricted covenants set forth in Sections 5, 17, and 19
of this Agreement, the Company reserves the right to recover any incentive-based compensation,
bonuses, or other financial benefits previously awarded to the Executive. This recovery may
include, but is not limited to, repayment of cash bonuses, cash payments representing synthetic
equity or performance share unit awards, forfeiture of stock options, and reimbursement of
any other incentive-based compensation. This clawback right is in addition to clawback rights
articulated in the Jet AI, Inc. Clawback Policy, as adopted March 14, 2025. The determination
of whether Executive have breached a restricted covenant shall be at the sole discretion
of the Company, and the Company shall notify the Executive of any amounts subject to clawback.
Executive agrees to repay such amounts within sixty (60) days upon receipt of notice from
the Company. This provision shall survive the termination of this Agreement and remain in
effect for two (2) years following the Executive’s separation from the Company.
2
G. Acknowledgments
Regarding Reasonableness and Enforceability
1. Reasonableness
of Restrictions. Executive hereby acknowledges and agrees that: (i) Executive’s
position with the Company as Interim Chief Financial Officer is a position of trust and confidence
in which Executive has had, and will continue to have, access to highly sensitive Confidential
Information (as defined in the Employment Agreement) and intimate knowledge of the Company’s
relationships with its employees, Customers and Vendors (as defined in the Employment Agreement);
(ii) the extension of the duration of the noncompetition and customer and vendor nonsolicitation
covenants to a period ending two years following the Termination Date (as defined in the
Employment Agreement), while leaving the employee nonsolicitation covenant at one year following
the Termination Date (as defined in the Employment Agreement), is fair, reasonable and necessary
to protect the legitimate business interests of the Company, including, without limitation,
its Confidential Information (as defined in the Employment Agreement), goodwill, customer
and vendor relationships, and investment in Executive; and (iii) the restrictions contained
in Section 5 of the Employment Agreement, as amended by this Amendment, will not prevent
Executive from earning a livelihood or working in Executive’s chosen profession following
the termination of Executive’s employment with the Company.
2. Independent
Covenants. Executive further acknowledges that each of the covenants set forth in
Section 5 of the Employment Agreement, as amended hereby, is separate and independent, and
that the existence of any claim or cause of action by Executive against the Company, whether
based on this Amendment, the Employment Agreement, or otherwise, shall not constitute a defense
to the enforcement by the Company of any of such covenants, including, without limitation,
the extended duration applicable to the noncompetition and customer and vendor nonsolicitation
covenants.
H. No
Other Modifications; Ratification
1. Continuing
Effect of Employment Agreement. Except as expressly set forth in this Amendment,
the Employment Agreement remains unmodified and in full force and effect in accordance with
its terms, and is hereby ratified and confirmed in all respects. For the avoidance of doubt,
(a) the definitions of “Company’s Business,” “Competitor,”
“Confidential Information,” “Customers,” “Vendors,” “Termination
Date,” “Restricted Period” (except as and to the limited extent amended
in Section A and Section C above), and all other defined terms used in Section 5 of the Employment
Agreement shall remain as set forth in the Employment Agreement, and (b) all severance, change
of control, bonus, equity, and other compensation and benefit provisions of the Employment
Agreement, including Sections 3 and 4 thereof, shall remain in full force and effect, unamended
by this Amendment.
2. No
Good Reason or Other Trigger. Executive acknowledges and agrees that (a) the modifications
to Section 5 of the Employment Agreement set forth in this Amendment have been negotiated
and agreed upon by the Parties on a mutually acceptable basis, (b) such modifications do
not constitute, and shall not be deemed to constitute, a “Good Reason Event”
or any other basis for Executive to resign for “Good Reason” (as such term is
defined in the Employment Agreement) or to claim any severance or other benefits associated
with a termination without Cause, and (c) Executive hereby irrevocably waives any right to
claim that the execution, delivery or performance of this Amendment gives rise to a Good
Reason Event or other constructive termination under the Employment Agreement.
3
I. Miscellaneous.
1. Governing
Law. This Amendment shall be subject to and governed by the laws of the State of
Nevada, without giving effect to the principles of conflicts of law under Nevada law that
would require or permit the application of the laws of a jurisdiction other than Nevada,
consistent with Section 12 of the Employment Agreement.
2. Amendment;
No Waiver. This Amendment may be amended, modified or supplemented only by a written
instrument signed by each of the Parties. No waiver of any provision of this Amendment shall
be effective unless set forth in a written instrument signed by the Party against whom the
waiver is to be enforced. No waiver of any provision of this Amendment shall be deemed a
waiver of any other provision, nor shall any waiver constitute a continuing waiver unless
expressly provided therein.
3. Entire
Agreement. This Amendment and the Employment Agreement (including all exhibits and
schedules thereto) constitute the entire agreement between the Parties with respect to the
subject matter hereof and thereof and supersede all prior and contemporaneous negotiations,
understandings and agreements, whether written or oral, relating to the subject matter of
this Amendment.
4. Counterparts;
Electronic Signatures. This Amendment may be executed in two or more counterparts,
each of which shall be deemed an original, and all of which together shall constitute one
and the same instrument. Signatures delivered by facsimile, electronic mail (including, without
limitation, in “.pdf” or similar format), or other electronic means of execution
and delivery shall be deemed to be original signatures for all purposes.
5. Successors
and Assigns. This Amendment shall be binding upon, and shall inure to the benefit
of, the Parties and their respective successors and permitted assigns, in accordance with
Section 8 of the Employment Agreement. Executive may not assign any of Executive’s
rights or obligations under this Amendment except as expressly permitted under the Employment
Agreement.
6. Headings.
The section and subsection headings contained in this Amendment are for convenience of reference
only and shall not affect the meaning or interpretation of this Amendment.
4
IN
WITNESS WHEREOF, the Parties have executed this First Amendment to Amended and Restated Employment Agreement as of the Amendment Effective
Date.
Jet.AI Inc.
By:
/s/ Ehud Talmor
Name/Title:
Ehud Talmor, Chairman of the Compensation Committee
EXECUTIVE
By:
/s/ George Murnane
Name/Title:
George Murnane, Interim Chief Financial Officer
5
EX-99.1
EX-99.1
Filename: ex99-1.htm · Sequence: 4
Exhibit 99.1
Jet.AI
Reports First Quarter 2026 Financial Results
LAS
VEGAS, May 15, 2026 (GLOBE NEWSWIRE) — Jet.AI Inc. (“Jet.AI” or the “Company”) (Nasdaq: JTAI), an emerging
provider of high-performance GPU infrastructure and AI cloud services, today announced financial results for the first quarter ended
March 31, 2026.
General
Company Update
● As
of March 31, 2026, the Company had approximately $13.5 million in cash and no debt, compared
to $1.8 million in cash as of December 31, 2025.
● The
proposed merger with flyExclusive remains on track for a shareholder vote on June 11, 2026.
Subsequent to quarter end, the Company sold one of its HondaJet aircraft in coordination
with flyExclusive and in preparation for the anticipated closing of the transaction.
● Following
quarter end, the Company also announced the acquisition of a $5 million economic interest
in SpaceX, which has recently been widely reported to be pursuing an IPO in June/July.
● Consensus
Compute JV secured natural gas supply equivalent to 500MW of generation capacity for the
Manitoba campus, along with the environmental permits required to use the gas for power generation.
The 395-acre Manitoba campus continues to attract significant interest from hyperscalers,
and this achievement marked completion of the JV’s third milestone. The next major
phase of the project is expected to include turbine acquisition aligned with a tenant commitment,
along with additional formal project milestones. The power study for the Moapa data center
remains ongoing and the company maintains a robust pipeline of North American data center
projects.
● The
AI Infrastructure Acquisition Corp. (NYSE:AIIA), valued at approximately $17.2 million on
the balance sheet, is actively engaged with several targets, and outreach remains ongoing.
● During
the quarter, the Board approved a $5 million share repurchase authorization.
Proposed
Merger with flyExclusive
On
May 1, 2026, Jet.AI announced that the Registration Statement Form S-4 (File No. 333-284960) filed by flyExclusive, Inc. (“flyExclusive”)
related to the proposed merger transaction has been declared effective by the Securities and Exchange Commission (the “SEC”),
formally advancing the transaction into its stockholder approval and closing phases.
Jet.AI
and flyExclusive continue to expect to close the proposed merger in the second quarter of 2026, with Jet.AI’s special meeting of
its stockholders scheduled on June 11, 2026. Jet.AI stockholders of record as of the record date, May 8, 2026, are entitled to vote on
the proposed transaction at the meeting. The definitive proxy statement for the special meeting was filed with the SEC and can be found
on the SEC’s website here. The Company mailed the definitive proxy materials on or about May 13th, 2026. The definitive
proxy materials contain important information regarding the special meeting and the proposed transactions, including voting procedures
and risk factors.
Strategic
Holdings
● The
Company holds a $5.0 million economic interest in SpaceX and its related subsidiaries (including
but not limited to xAI/Grok, Starlink, and X/Twitter) from an investment made through a Special
Purpose Vehicle (SPV) that held equity in xAI prior to its acquisition by SpaceX. It has
been widely reported that SpaceX is planning an IPO this summer and market speculation that
it would price at a level significantly higher than that paid by the Company.
● As
of March 31, 2026, the aggregate value of the shares the Company holds of AI Infrastructure
Acquisition Corp. (“AIIA”) was approximately $17.23 million, consisting of AIIA
Class A Ordinary Shares and Rights valued at $1.35 million and AIIA Class B Ordinary Shares
valued at $15.88 million. The SPAC is actively engaged with numerous targets, and outreach
remains ongoing.
Data
Center Updates
In
March 2026, Jet.AI and Consensus Core Technologies, Inc. (“Consensus Core”) completed the third set of milestones for the
Midwestern and Maritime hyperscale data center campuses by their joint venture, Convergence Compute LLC (“Convergence Compute”).
The completed milestones included:
● Midwestern
Campus
○ Submission
of a Transmission Power Load Study Application by Convergence Compute
○ Natural
gas supply confirmation for up to six turbines at the Midwestern campus
● Maritime
Campus
○ Executed
letter of intent for Convergence Compute to acquire power from hydro and the producer’s
proposed wind farm for use by the Maritime campus (the “Wind Power Project”)
○ Assignment
of all of Consensus Core’s rights to lease the Maritime project property to Convergence
Compute
The
upcoming fourth milestone includes the following:
● Midwestern
Campus
○ Obtaining
of any necessary environmental permits or studies
○ Delivery
of site plans for establishment of utility/energy generation to the Midwest Data Center Project
property, including any gas lines
● Maritime
Campus
○ Obtaining
of any necessary environmental permits or studies
○ Delivery
of site plans for establishment of utility/energy generation to the Maritime Data Center
Project property, including any gas lines
○ Execution
of a definitive agreement with respect to the Wind Power Project
The
power study for the Moapa data center project remains ongoing and the company maintains a robust pipeline of North American data center
projects.
Jet.AI
Founder and Executive Chairman Mike Winston added: “In just the past three months, Jet.AI has advanced major AI data center milestones
across three North American sites (totaling over 1 GW capacity), secured a $5.0 million strategic economic interest in xAI/SpaceX, reported
a profitable full-year 2025 with strong cash position, authorized a $5.0 million share repurchase program, and cleared key regulatory
hurdles toward closing our transformative merger with flyExclusive in Q2 2026, positioning us as a pure-play leader in powered land for
AI infrastructure.”
Additional
information regarding the Company’s financial results for the first quarter ended March 31, 2026 can be found in the Form 10-Q
filed with the U.S. Securities and Exchange Commission here.
About
Jet.AI
Jet.AI Inc. is a technology-driven company focused on deploying artificial intelligence tools and infrastructure to
enhance decision-making, efficiency, and performance across complex systems. The Company is listed on the NASDAQ Capital Market under
the ticker symbol “JTAI.”
Additional
Information and Where to Find It
In
connection with the transactions contemplated by the Amended and Restated Agreement and Plan of Merger and Reorganization, dated May
6, 2025, between Jet.AI, flyExclusive, FlyX Merger Sub, Inc., and Jet.AI SpinCo, Inc. (as amended, the “Merger Agreement”),
flyExclusive has filed a Registration Statement on Form S-4 (File No. 333-284960) (as amended, the “Registration Statement”)
to register the shares of flyExclusive common stock that will be issued in connection with the proposed transactions. The Registration
Statement was declared effective on April 30, 2026 and includes a preliminary proxy statement of the Company and a preliminary prospectus
of flyExclusive. Jet.AI and flyExclusive filed a definitive proxy statement and final prospectus, respectively (together, the “Proxy
Statement/Prospectus”), with the SEC and they each may file with the SEC other relevant documents concerning the proposed transactions.
The definitive proxy statement and other relevant documents will be mailed to Jet.AI stockholders as of May 8, 2026, the record date
established for voting on the proposed transactions, in connection with Jet.AI’s solicitation of proxies for the special meeting.
This communication is not a substitute for the Registration Statement, the Proxy Statement/Prospectus, or any other document that the
parties have filed or will file with the SEC, or send to stockholders, in connection with the proposed transactions.
BEFORE
MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS
REGARDING THE PROPOSED TRANSACTIONS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO
THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, FLYEXCLUSIVE, AND THE PROPOSED TRANSACTIONS AND RELATED
MATTERS.
A
copy of the Registration Statement, Proxy Statement/Prospectus, as well as other filings containing information about the Company, may
be obtained, free of charge, at the SEC’s website at www.sec.gov when they are filed. You will also be able to obtain these documents,
when they are filed, free of charge, from the Company by accessing the Company’s website at investors.jet.ai. Copies of the Registration
Statement, the Proxy Statement/Prospectus and the filings with the SEC that are incorporated by reference therein can also be obtained,
without charge, by directing a request to the Company at 10845 Griffith Peak Drive, Suite 200, Las Vegas, NV 89135, Attention: Board
Secretary, or by phone at (702) 747-4000. The information on the Company’s website is not, and shall not be deemed to be, a part
of this communication or incorporated into other filings either company makes with the SEC.
Participants
in the Solicitation of Proxies
Jet.AI,
flyExclusive, and certain of their respective directors and officers may be deemed participants in the solicitation of proxies from Jet.AI’s
stockholders in connection with the proposed transactions. Jet.AI’s stockholders and other interested persons may obtain, without
charge, more detailed information regarding the names and interests in the proposed transactions of Jet.AI’s directors and officers
in the parties’ filings with the SEC, including Jet.AI’s annual reports on Form 10-K and quarterly reports on Form 10-Q.
Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Jet.AI’s stockholders
in connection with the proposed transactions and a description of their direct and indirect interests is included in the definitive proxy
statement/prospectus relating to the proposed transactions. Stockholders, potential investors and other interested persons should read
the definitive proxy statement/prospectus carefully before making any voting or investment decisions. You may obtain free copies of these
documents from the sources indicated above.
No
Offer or Solicitation
This
communication is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation
or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities,
or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transactions or otherwise, nor shall there
be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. The proposed transactions are
expected to be implemented solely pursuant to the legally binding definitive agreement, and which contains the material terms and conditions
of the proposed transactions. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities
Act of 1933, as amended, or an exemption therefrom.
Forward-Looking Statements
This
press release contains forward-looking statements within the meaning of the federal securities laws. The forward-looking statements are
based on current expectations, estimates, forecasts, and projections about the industry in which we operate and management’s beliefs
and assumptions. Forward-looking statements may be identified by the use of words such as “expects,” “anticipates,”
“intends,” “plans,” “believes,” “seeks,” “estimates,” “outlook,”
“projects,” “forecasts,” “aim” and similar expressions but the absence of these words does not mean
that a statement is not forward-looking. Forward-looking statements are not guarantees of future performance, rely on a number of assumptions,
and involve certain known and unknown risks and uncertainties that are difficult to predict, many of which are beyond our control. Any
forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties that could
cause actual results to differ materially from those indicated or expected. Forward-looking statements are predictions, projections and
other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and
uncertainties that could cause the actual results to differ materially from the expected results. For more information on these
risks, uncertainties and other factors, refer to our Annual Report on Form 10-K for the year ended December 31, 2025, under the heading
“Risk Factors” in Item 1A, and also in subsequent reports filed by Jet.AI with the Securities and Exchange Commission. The
forward-looking statements contained in this press release speak only as of the date of this press release. Readers are cautioned not
to put undue reliance on forward-looking statements. We undertake no obligation to update publicly any forward-looking statements, whether
as a result of new information, future events or otherwise, except as provided by law.
Jet.AI
Investor Relations:
Gateway Group, Inc.
949-574-3860
Jet.AI@gateway-grp.com
JET.AI,
INC.
CONSOLIDATED BALANCE SHEETS
March 31,
December 31,
2026
2025
(Unaudited)
Assets
Current assets:
Cash and cash equivalents
$ 13,497,732
$ 1,819,503
Accounts receivable
318,505
97,331
Other assets
215,504
248,724
Total current assets
14,031,741
2,165,558
Property and equipment, net
1,868
2,505
Intangible assets, net
86,745
86,745
Right-of-use lease asset
371,317
508,707
Investment in joint venture
2,765,000
865,000
Deposit on aircraft
4,050,000
4,050,000
Deposits and other assets
868,561
868,561
Other investments
17,231,000
17,137,000
Total assets
$ 39,406,232
$ 25,684,076
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable
$ 1,352,473
$ 1,621,379
Accrued liabilities
1,251,345
1,148,782
Deferred revenue
465,365
443,126
Operating lease liability
361,917
495,782
Total current liabilities
3,431,100
3,709,069
Commitments and contingencies (Note 2, 5, and 6)
-
-
Stockholders’ Equity
Preferred Stock, 4,000,000 shares authorized, par value $0.0001, 0 issued and outstanding
-
-
Series B Convertible Preferred Stock, 5,000 shares authorized, par value $0.0001, 0 and 750 issued and outstanding
-
-
Common stock, 1,000,000 shares authorized, par value $0.0001, 639,738 and 31,413 issued and outstanding
63
2
Subscription receivable
(6,724 )
(6,724 )
Additional paid-in capital
86,619,499
69,938,333
Accumulated deficit
(50,637,706 )
(47,956,604 )
Total stockholders’ equity
35,975,132
21,975,007
Total liabilities and stockholders’ equity
$ 39,406,232
$ 25,684,076
JET.AI,
INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended
March 31,
2026
2025
Revenues
$ 1,681,236
$ 3,474,638
Cost of revenues
1,915,459
3,590,152
Gross loss
(234,223 )
(115,514 )
Operating Expenses:
General and administrative (including stock-based compensation of $64,382 and $550,936, respectively)
2,225,862
2,652,427
Sales and marketing
306,387
294,408
Research and development
99,080
108,924
Total operating expenses
2,631,329
3,055,759
Operating loss
(2,865,552 )
(3,171,273 )
Other income:
Other income
90,450
1,469
Unrealized gain on other investments
94,000
-
Total other income
184,450
1,469
Loss before provision for income taxes
(2,681,102 )
(3,169,804 )
Provision for income taxes
-
-
Net Loss
$ (2,681,102 )
$ (3,169,804 )
Weighted average shares outstanding - basic and diluted
401,302
8,557
Net loss per share - basic and diluted
$ (6.68 )
$ (370.43 )
JET.AI,
INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three Months Ended
March 31,
2026
2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss
$ (2,681,102 )
$ (3,169,804 )
Adjustments to reconcile net loss to net cash used in operating activities:
Unrealized gain on other investments
(94,000 )
-
Amortization and depreciation
637
638
Stock-based compensation
64,382
550,936
Non-cash operating lease costs
137,390
133,439
Changes in operating assets and liabilities:
Accounts receivable
(221,174 )
(266,643 )
Other current assets
33,220
21,059
Accounts payable
(268,906 )
271,350
Accrued liabilities
102,563
446,080
Deferred revenue
22,239
(37,349 )
Operating lease liability
(133,865 )
(129,914 )
Net cash used in operating activities
(3,038,616 )
(2,180,208 )
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in joint venture
(1,900,000 )
-
Deposit on aircraft
-
(1,100,000 )
Deposits and other assets
-
(77,000 )
Net cash used in investing activities
(1,900,000 )
(1,177,000 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Offering costs
(3,196,913 )
(1,270,000 )
Proceeds from exercise of Series B Convertible Preferred Stock warrants
-
11,000,000
Proceeds from sale of Common Stock
19,813,758
-
Net cash provided by financing activities
16,616,845
9,730,000
Increase in cash and cash equivalents
11,678,229
6,372,792
Cash and cash equivalents, beginning of period
1,819,503
5,872,627
Cash and cash equivalents, end of period
$ 13,497,732
$ 12,245,419
Supplemental disclosures of cash flow information:
Cash paid for interest
$ -
$ -
Cash paid for income taxes
$ -
$ -
Non-cash financing activities:
Issuance of Common Stock for Series B Preferred Stock conversion
$ 20
$ -
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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityCentralIndexKey
Namespace Prefix:
dei_
Data Type:
dei:centralIndexKeyItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityEmergingGrowthCompany
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 7A
-Section B
-Subsection 2
+ Details
Name:
dei_EntityExTransitionPeriod
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
Name:
dei_EntityFileNumber
Namespace Prefix:
dei_
Data Type:
dei:fileNumberItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
Name:
dei_EntityIncorporationStateCountryCode
Namespace Prefix:
dei_
Data Type:
dei:edgarStateCountryItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityRegistrantName
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityTaxIdentificationNumber
Namespace Prefix:
dei_
Data Type:
dei:employerIdItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
Name:
dei_LocalPhoneNumber
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
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Period Type:
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X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
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Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
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Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
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Data Type:
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