Form 4: FLYX Insider Converts Preferred Stock to Common

Gregg Hymowitz and EG Sponsor LLC converted Series B Convertible Preferred Stock into over 10 million shares of FLYEXCLUSIVE INC. Class A Common Stock.

Summary

• Gregg Hymowitz, a Director and 10% Owner of FLYEXCLUSIVE INC. (FLYX), reported a change in beneficial ownership.
• The transaction involved the automatic conversion of Series B Convertible Preferred Stock into Class A Common Stock on December 31, 2025.
• EnTrust Emerald (Cayman) LP ("EnTrust"), associated with Gregg Hymowitz, converted 20,408 shares of Series B Preferred Stock into 7,200,999 shares of Common Stock.
• EG Sponsor LLC, also associated with Gregg Hymowitz, converted 9,329 shares of Series B Preferred Stock into 3,193,089 shares of Common Stock.
• The conversion occurred at a rate of $3.443441 per share of Common Stock.
• Following the conversion, EnTrust beneficially owns 12,718,807 shares of Common Stock, and EG Sponsor beneficially owns 8,818,089 shares of Common Stock.
• Gregg Hymowitz may be deemed a beneficial owner of these shares due to his roles at EnTrust Global and its affiliates, though he disclaims beneficial ownership beyond his pecuniary interest.

Sentiment

Score: 5

Explanation: This is a routine Form 4 filing reporting an automatic conversion of preferred stock to common stock by an insider and 10% owner. It does not inherently convey positive or negative sentiment about the company's performance or prospects, but rather a change in capital structure for a significant shareholder.

Future Outlook

NA

Management Comments

• Gregg Hymowitz serves as the Founder and Chief Executive Officer of EnTrust Global, an affiliate of which serves as the general partner of EnTrust, and may be deemed to be the beneficial owner of such shares held by EnTrust. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Industry Context

This filing reflects a routine insider transaction involving the conversion of preferred stock to common stock, a common event in the lifecycle of a company's capital structure, particularly following a SPAC merger or private investment where preferred shares are used as an investment vehicle.

Related Party Transactions

• The conversion of Series B Convertible Preferred Stock into Common Stock by Gregg Hymowitz, a Director and 10% Owner, and entities he controls (EnTrust and EG Sponsor LLC), constitutes a related party transaction.

Stakeholder Impact

• Increases the number of common shares held by a significant insider and 10% owner, potentially aligning their interests more closely with common shareholders.
• Increases the float of common stock, which could impact market liquidity.
• The conversion of preferred stock reduces the company's preferred stock obligations and simplifies its capital structure.

Key Dates

Keywords

FLYX, FlyExclusive, Gregg Hymowitz, SEC Form 4, Insider Trading, Beneficial Ownership, Stock Conversion, Preferred Stock, Common Stock, 10% Owner, Director