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PRER14A: Preliminary revised proxy soliciting materials

SEC announcement ·  Jun 14 05:19
Summary by Futu AI
Jet.AI Inc. (JTAIZ.US) has announced a series of significant corporate events and proposed changes requiring stockholder approval. These include a private placement with Ionic Ventures, LLC, involving the issuance of Series B Convertible Preferred Stock, a warrant to purchase additional Series B Preferred Stock, and common stock shares. The transaction is subject to stockholder approval due to the potential issuance of common stock exceeding 20% of the outstanding shares at a price less than the minimum price defined by Nasdaq Listing Rule 5635(d), which may also result in a change of control under Nasdaq Listing Rule 5635(b). Additionally, a settlement agreement with Maxim Group LLC has been reached, where Jet.AI Inc. issued Series A Convertible Preferred Stock and...Show More
Jet.AI Inc. (JTAIZ.US) has announced a series of significant corporate events and proposed changes requiring stockholder approval. These include a private placement with Ionic Ventures, LLC, involving the issuance of Series B Convertible Preferred Stock, a warrant to purchase additional Series B Preferred Stock, and common stock shares. The transaction is subject to stockholder approval due to the potential issuance of common stock exceeding 20% of the outstanding shares at a price less than the minimum price defined by Nasdaq Listing Rule 5635(d), which may also result in a change of control under Nasdaq Listing Rule 5635(b). Additionally, a settlement agreement with Maxim Group LLC has been reached, where Jet.AI Inc. issued Series A Convertible Preferred Stock and common stock to settle payment obligations. The company also proposes amendments to its Certificate of Incorporation to increase authorized common stock and to effect a reverse stock split to maintain compliance with Nasdaq's minimum bid price requirement. The reverse stock split would combine existing shares into fewer shares, potentially improving the trading price and ensuring continued listing on Nasdaq. The board may also adjourn the annual meeting if necessary to allow further proxy solicitation. These proposals are set for a vote at the upcoming annual meeting of stockholders.

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