flyExclusive, Inc. announced it has entered into a securities purchase agreement and issued 25,000 shares of Series A non-convertible redeemable preferred stock par value of $0.0001 per share, at a purchase price of $1,000 per share for a gross proceeds $25,000,000 on March 4, 2024. The transaction included participation from new investor, EnTrust Global group LLC. The Series A Preferred Stock accrues dividends beginning on the Issue Date and ending on the first-year anniversary of the Issue Date at 10% per annum, at 12% per annum for the second year, at 14% per annum for the third year and at 16% per annum for the fourth year and thereafter.

The dividends will compound annually for the first two years. On the third annual dividend payment date, the Company must pay at least 43% of the dividends in cash, and on each subsequent annual dividend payment date the Company must pay 100% of the dividends in cash. After the first-year anniversary of the Issue Date, company may elect to redeem all or a portion of the outstanding shares of Series A Preferred Stock, or any portion thereof, for cash at a redemption price per share as detailed in the Series A Certificate of Designation.

After the fifth-year anniversary of the Issue Date, each holder of the Series A Preferred Stock may elect to require the Company to redeem all or a portion of its outstanding shares of Series A Preferred Stock for cash at a redemption price per share as detailed in the Series A Certificate of Designation. The Series A Preferred Stock is generally not entitled to any vote but holds certain consent rights as described in the Series A Certificate of Designation. If voting is required by applicable law or otherwise, each holder of Series A Preferred Stock will be entitled to one vote per share.