--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-24-001570" form_type: "8-K" ticker: "FLYX" cik: "0001843973" company_name: "FLYEXCLUSIVE INC." filed_at: "2024-01-03T23:59:59+00:00" generated_at: "2026-06-07T04:49:52.810921+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # flyExclusive completes SPAC merger, begins trading on NYSE American as FLYX ## Summary - EG Acquisition Corp. merged with flyExclusive; public stockholders own 2.2%, sponsor/existing holders 85.3% voting power. - About 2.9M public shares redeemed for $31.9M at ~$10.91/share before closing. - Post-merger securities: 16.9M Class A, 59.9M Class B shares, 5.8M public and 4.3M private warrants. - Bridge Notes ($85M principal) converted into 9.55M Class A shares; $15.7M senior secured note at 14% due Dec 2024. - LGM's unaudited financials for nine months ended Sep 30, 2023 are incorporated by reference. ## SEC filing metadata - accession: 0001193125-24-001570 - form_type: 8-K - ticker: FLYX - cik: 0001843973 - company_name: FLYEXCLUSIVE INC. - filed_at: 2024-01-03T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 1.01, 2.01, 5.02, 3.02, 9.01, 2.02, 3.01, 3.03, 4.01, 5.01, 5.06 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/d557329d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-24-001570 - JSON: https://secwatch.observer/filing/0001193125-24-001570.json - Plain text: https://secwatch.observer/filing/0001193125-24-001570.txt ## Key facts - Auditor Changes FLYEXCLUSIVE INC. engaged Elliott Davis, PLLC as its auditor. - Action: engagement - Auditor: Elliott Davis, PLLC source text: On December 27, 2023, the Board approved the engagement of Elliott Davis, PLLC (“ Elliott Davis ”) as the independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2023. Accordingly, Marcum LLP (“ Marcum ”), EGA’s independent registered public accounting firm prior to the Business Combination, was informed that it would be dismissed and replaced by Elliott Davis as the Company’s independent registered public accounting firm. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Auditor Changes FLYEXCLUSIVE INC. dismissed Marcum LLP as its auditor. - Action: dismissal - Auditor: Marcum LLP - Successor: Elliott Davis, PLLC source text: On December 27, 2023, the Board approved the engagement of Elliott Davis, PLLC (“ Elliott Davis ”) as the independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2023. Accordingly, Marcum LLP (“ Marcum ”), EGA’s independent registered public accounting firm prior to the Business Combination, was informed that it would be dismissed and replaced by Elliott Davis as the Company’s independent registered public accounting firm. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Linda Hall Daschle resigned as Director at FLYEXCLUSIVE INC.. - Action: resigned - Role: Director source text: effective upon the Closing Date, each of Sophia Park Mullen, Louise Curbishley, Linda Hall Daschle, Jonathan Silver, Noorsurainah Tengah resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Jonathan Silver resigned as Director at FLYEXCLUSIVE INC.. - Action: resigned - Role: Director source text: effective upon the Closing Date, each of Sophia Park Mullen, Louise Curbishley, Linda Hall Daschle, Jonathan Silver, Noorsurainah Tengah resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Gary Fegel was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Billy Barnard was appointed as Interim Chief Financial Officer at FLYEXCLUSIVE INC.. - Action: appointed - Role: Interim Chief Financial Officer source text: Billy Barnard was appointed to serve as Interim Chief Financial Officer (and as the Company’s “principal financial officer” and “principal accounting officer” for SEC filing purposes) evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Gregg S. Hymowitz resigned as Executive Officer at FLYEXCLUSIVE INC.. - Action: resigned - Role: Executive Officer source text: Effective upon the Closing Date, each of Gregg S. Hymowitz and Sophia Park Mullen resigned as executive officers of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Thomas James Segrave, Jr. was appointed as Chief Executive Officer at FLYEXCLUSIVE INC.. - Action: appointed - Role: Chief Executive Officer source text: On December 27, 2023, Mr. Segrave, Jr. was appointed to serve as the Company’s Chief Executive Officer (and as the Company’s “principal executive officer” for SEC filing purposes) evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Gary Fegel changed role as Chairman at FLYEXCLUSIVE INC.. - Action: replaced - Role: Chairman source text: Thomas James Segrave, Jr. replaced Gary Fegel as chairman of the board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Thomas James Segrave, Jr. was appointed as Chairman of the Board at FLYEXCLUSIVE INC.. - Action: appointed - Role: Chairman of the Board source text: with Mr. Segrave, Jr. appointed as chairman of the board evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Michael Guina was appointed as Chief Operating Officer at FLYEXCLUSIVE INC.. - Action: appointed - Role: Chief Operating Officer source text: and Michael Guina was appointed to serve as Chief Operating Officer. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Sophia Park Mullen resigned as Executive Officer at FLYEXCLUSIVE INC.. - Action: resigned - Role: Executive Officer source text: Effective upon the Closing Date, each of Gregg S. Hymowitz and Sophia Park Mullen resigned as executive officers of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Louise Curbishley resigned as Director at FLYEXCLUSIVE INC.. - Action: resigned - Role: Director source text: effective upon the Closing Date, each of Sophia Park Mullen, Louise Curbishley, Linda Hall Daschle, Jonathan Silver, Noorsurainah Tengah resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Frank B. Holding, Jr. was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Sophia Park Mullen resigned as Director at FLYEXCLUSIVE INC.. - Action: resigned - Role: Director source text: effective upon the Closing Date, each of Sophia Park Mullen, Louise Curbishley, Linda Hall Daschle, Jonathan Silver, Noorsurainah Tengah resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Noorsurainah Tengah resigned as Director at FLYEXCLUSIVE INC.. - Action: resigned - Role: Director source text: effective upon the Closing Date, each of Sophia Park Mullen, Louise Curbishley, Linda Hall Daschle, Jonathan Silver, Noorsurainah Tengah resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Thomas J. Segrave, Sr. was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Gregg S. Hymowitz was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Michael S. Fox was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Thomas James Segrave, Jr. was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Executive change Peter B. Hopper was elected as Director at FLYEXCLUSIVE INC.. - Action: elected - Role: Director source text: On December 27, 2023, at the Special Meeting, each of Thomas James Segrave, Jr., Gary Fegel, Michael S. Fox, Frank B. Holding, Jr., Gregg S. Hymowitz, Peter B. Hopper and Thomas J. Segrave, Sr. were elected by the stockholders to serve as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Governance Changes FLYEXCLUSIVE INC.: Adoption of PubCo Bylaws in connection with Business Combination. - Change: bylaw amendment source text: On the Closing Date, in connection with the completion of the Business Combination, the Company adopted the Second A&R Certificate of Incorporation and PubCo Bylaws. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Governance Changes FLYEXCLUSIVE INC.: Adoption of Second A&R Certificate of Incorporation in connection with Business Combination. - Change: charter amendment source text: On the Closing Date, in connection with the completion of the Business Combination, the Company adopted the Second A&R Certificate of Incorporation and PubCo Bylaws. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Governance Changes FLYEXCLUSIVE INC.: As a result of the Business Combination, EGA ceased being a shell company. - Change: shell status source text: As a result of the Business Combination, EGA ceased being a shell company. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - M&A Transactions FLYEXCLUSIVE INC. underwent a change of control involving EG Acquisition Corp. (closed 2023-12-27). - Action: change of control - Counterparty: EG Acquisition Corp. - Closing: 2023-12-27 source text: On December 27, 2023 (the "Closing Date"), EG Acquisition Corp., a Delaware corporation ("EGA"), completed the previously announced business combination pursuant to that certain Equity Purchase Agreement, dated as of October 17, 2022 (as amended on April 21, 2023, the "Equity Purchase Agreement"), with LGM Enterprises, LLC, a North Carolina limited liability company ("LGM") and the parent company of Exclusive Jets, LLC d/b/a "flyExclusive" ("flyExclusive"), the existing equityholders of LGM (the "Existing Equityholders"), EG Sponsor LLC, a Delaware limited liability company ("Sponsor") and Thomas James Segrave, Jr. ("Segrave") in his capacity as Existing Equityholder Representative. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Material Agreements FLYEXCLUSIVE INC. entered into A&R Operating Agreement with Company (as managing member of LGM), LGM and Existing Equityholders valued at A&R Operating Agreement entered into in connection with completion of Business Combination (effective 2023-12-27). - Action: entry - Counterparty: Company (as managing member of LGM), LGM and Existing Equityholders - Value: A&R Operating Agreement entered into in connection with completion of Business Combination - Effective: 2023-12-27 source text: On December 27, 2023, in connection with the completion of the Business Combination and as contemplated by the Equity Purchase Agreement, the Company (as the managing member of LGM), LGM and the Existing Equityholders entered into the A&R Operating Agreement, which, among other things, (i) restructured the capitalization of LGM, and (ii) appointed the Company as the managing member of LGM. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Material Agreements FLYEXCLUSIVE INC. entered into Tax Receivable Agreement with LGM, Existing Equityholders and Thomas James Segrave, Jr., as TRA Holder Representative valued at Tax Receivable Agreement entered into in connection with completion of Business Combination (effective 2023-12-27). - Action: entry - Counterparty: LGM, Existing Equityholders and Thomas James Segrave, Jr., as TRA Holder Representative - Value: Tax Receivable Agreement entered into in connection with completion of Business Combination - Effective: 2023-12-27 source text: On December 27, 2023, in connection with the completion of the Business Combination and as contemplated by the Equity Purchase Agreement, the Company, LGM, the Existing Equityholders and Thomas James Segrave, Jr., as the TRA Holder Representative, entered into a tax receivable agreement (the “Tax Receivable Agreement”). evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Material Agreements FLYEXCLUSIVE INC. entered into A&R Registration Rights Agreement with Sponsor and other parties listed under New Holders valued at A&R Registration Rights Agreement entered into in connection with completion of Business Combination (effective 2023-12-27). - Action: entry - Counterparty: Sponsor and other parties listed under New Holders - Value: A&R Registration Rights Agreement entered into in connection with completion of Business Combination - Effective: 2023-12-27 source text: On December 27, 2023, in connection with the completion of the Business Combination and as contemplated by the Equity Purchase Agreement, the Company, Sponsor and the other parties listed under “New Holders” on the signature page of the amended and restated registration rights agreement (the “A&R Registration Rights Agreement”) entered into the A&R Registration Rights Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Material Agreements FLYEXCLUSIVE INC. entered into Senior Secured Note with FlyExclusive Jet Share, LLC (as guarantor), ETG FE LLC (as initial holder), Kroll Agency Services Limited (as administrative agent), Kroll Trustee Services Limited (as collateral agent) valued at Senior secured note with initial principal amount of $15,714,286, interest at 14% per annum, monthly (effective 2023-12-01). - Action: entry - Agreement: credit facility - Counterparty: FlyExclusive Jet Share, LLC (as guarantor), ETG FE LLC (as initial holder), Kroll Agency Services Limited (as administrative agent), Kroll Trustee Services Limited (as collateral agent) - Value: Senior secured note with initial principal amount of $15,714,286, interest at 14% per annum, monthly - Effective: 2023-12-01 source text: On December 1, 2023, LGM entered into a senior secured note (the “Senior Note”) with FlyExclusive Jet Share, LLC, a North Carolina limited liability company and wholly-owned subsidiary of LGM (“Jet Share”), as a guarantor (together with LGM, the “Obligors”), ETG FE LLC, a Cayman Islands limited liability company, which is managed by EnTrust Global Partners LLC, which is an affiliate of the Sponsor, as the initial holder of the Senior Note, any additional noteholders party to the Senior Note from time to time, Kroll Agency Services Limited, a company incorporated under the laws of England and Wales, as administrative agent, and Kroll Trustee Services Limited, a company incorporated under the laws of England and Wales, as collateral agent. evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm - Material Agreements FLYEXCLUSIVE INC. entered into Stockholders' Agreement with Existing Equityholders and Sponsor valued at Stockholders' Agreement entered into in connection with completion of Business Combination (effective 2023-12-27). - Action: entry - Counterparty: Existing Equityholders and Sponsor - Value: Stockholders' Agreement entered into in connection with completion of Business Combination - Effective: 2023-12-27 source text: On December 27, 2023, in connection with the completion of the Business Combination and as contemplated by the Equity Purchase Agreement, the Company, the Existing Equityholders and Sponsor entered into a stockholders’ agreement (the “Stockholders’ Agreement”). evidence_url: https://www.sec.gov/Archives/edgar/data/1843973/000119312524001570/0001193125-24-001570-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.