---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-002870"
form_type: "8-K"
ticker: "JTAI"
cik: "0001861622"
company_name: "Jet.AI Inc."
filed_at: "2026-01-20T23:59:59+00:00"
generated_at: "2026-05-16T09:36:41.814996+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Jet.AI obtains investor consent for up to $46M in offerings; Series B conversion price adjusted

## Summary
- Investors Hexstone Capital and Ionic Ventures consent to ATM offering up to $36M and underwritten offering up to $10M.
- In exchange, conversion price of Series B convertible preferred stock changed to the lowest trading price in prior 10 trading days.
- All remaining outstanding shares of Series B convertible preferred stock were fully converted by holder concurrent with agreement.
- Investors agree to refrain from taking action under the Securities Purchase Agreement in connection with the offerings.

## SEC filing metadata
- accession: 0001493152-26-002870
- form_type: 8-K
- ticker: JTAI
- cik: 0001861622
- company_name: Jet.AI Inc.
- filed_at: 2026-01-20T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1861622/000149315226002870/0001493152-26-002870-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1861622/000149315226002870/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-002870
- JSON: https://secwatch.observer/filing/0001493152-26-002870.json
- Plain text: https://secwatch.observer/filing/0001493152-26-002870.txt

## Key facts
- Material Agreements
  Jet.AI Inc. entered into Letter Agreement with Hexstone Capital, LLC and Ionic Ventures, LLC (effective 2026-01-16).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Hexstone Capital, LLC and Ionic Ventures, LLC
  - Effective: 2026-01-16
  source text: On January 16, 2026, Jet.AI Inc. (the “Company”), Hexstone Capital, LLC (“Hexstone”), and Ionic Ventures, LLC (together with Hexstone, the “Investors” and the Investors together with the Company, the “Parties”) entered into a letter agreement (the “Letter Agreement”) setting forth certain understandings and agreements among the Company and the Investors related to that certain Securities Purchase Agreement dated March 28, 2024 (the “SPA”), and the documents and agreements entered into by the Parties in connection therewith.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1861622/000149315226002870/0001493152-26-002870-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.