0001843973 2026-04-14 2026-04-14 0001843973 1 2026-04-14 2026-04-14 0001843973 1 2026-04-14 2026-04-14 0001843973 2 2026-04-14 2026-04-14 0001843973 3 2026-04-14 2026-04-14 0001843973 4 2026-04-14 2026-04-14 iso4217:USD pure shares S-4 S-4/A EX-FILING FEES 333-284960 0001843973 FLYEXCLUSIVE INC. N/A true true false false S-4 FLYEXCLUSIVE INC. false Equity Class A Common Stock, par value $0.0001 per share true 14000000 30730000.00 0.0001381 4243.81 30730000.00 4243.81 0.00 4243.81 0.00 true Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), there are also being registered an indeterminable number of securities which may become issuable by reason of any stock dividend, stock split, or other similar transaction effected without the receipt of consideration that results in an increase in the number of the outstanding securities. The maximum aggregate offering price is based on the maximum number of shares of the Registrant's Class A common stock estimated to be issued in connection with the merger described in the Registration Statement. The maximum aggregate offering price is calculated pursuant to Rules 457(c) and 457(f)(1) under the Securities Act and solely for purposes of calculating the registration fee. The estimated maximum aggregate offering price is calculated as the product of (i) 14,000,000 shares of the Registrant's Class A common stock and (ii) $2.195, the average of the high and low prices of the Registrant's Class A common stock as reported on the NYSE American on April 9, 2026. 14000000 2.195 30730000.00 30730000.00 true S-4 333-284960 2025-02-14 3956.10 true S-4 333-284960 2025-02-14 287.71 true FLYEXCLUSIVE, INC. S-4 333-284960 2025-02-14 3956.10 true FLYEXCLUSIVE, INC. S-4 333-284960 2025-05-06 287.71 This registration statement previously proposed to register 10,000,000 shares of Company Class A common stock. A registration fee of $4,547.10 was paid in connection with such shares, with $3,956.10 paid alongisde the initial S-4 on 2/14/2025, and an incremental registration fee paid with a S-4/A on 5/6/2025 in the amount of $591.00. The 10,000,000 shares of Company Class A common stock were previously estimated to be the maximum number of shares of Company Class A common stock that would have been issued to holders of Jet.AI, Inc. ("Jet.AI") capital stock and applicable equity awards in connection with the Merger (as previously defined under "Explanatory Note" and described in this registration statement) pursuant to the transactions described in the Consent Solicitation Statement/Prospectus previously contained in this registration statement and as contemplated by that certain Amended and Restated Agreement and Plan of Merger and Reorganization, as amended, by and among the Company, Jet.AI, Jet.AI SpinCo, Inc., a Delaware corporation and wholly owned subsidiary of Jet.AI ("SpinCo"), and FlyX Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of flyExclusive ("Merger Sub"), dated May 6, 2025. In accordance with Rules 457(b) and 0-11(a)(2) under the Securities Act, the Company is using $4,243.81 of the unused filing fees to offset the filing fee payable in connection with this amendment to this registration statement. No registration fee is due to be paid at this time. As of the date of this filing there is $303.29 remaining for future fee offsets. This registration statement previously proposed to register 10,000,000 shares of Company Class A common stock. A registration fee of $4,547.10 was paid in connection with such shares, with $3,956.10 paid alongisde the initial S-4 on 2/14/2025, and an incremental registration fee paid with a S-4/A on 5/6/2025 in the amount of $591.00. The 10,000,000 shares of Company Class A common stock were previously estimated to be the maximum number of shares of Company Class A common stock that would have been issued to holders of Jet.AI, Inc. ("Jet.AI") capital stock and applicable equity awards in connection with the Merger (as previously defined under "Explanatory Note" and described in this registration statement) pursuant to the transactions described in the Consent Solicitation Statement/Prospectus previously contained in this registration statement and as contemplated by that certain Amended and Restated Agreement and Plan of Merger and Reorganization, as amended, by and among the Company, Jet.AI, Jet.AI SpinCo, Inc., a Delaware corporation and wholly owned subsidiary of Jet.AI ("SpinCo"), and FlyX Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of flyExclusive ("Merger Sub"), dated May 6, 2025. In accordance with Rules 457(b) and 0-11(a)(2) under the Securities Act, the Company is using $4,243.81 of the unused filing fees to offset the filing fee payable in connection with this amendment to this registration statement. No registration fee is due to be paid at this time. As of the date of this filing there is $303.29 remaining for future fee offsets.