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FLYEXCLUSIVE INC.

For the period ended Dec 31, 2025. Filed Mar 5, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 5, 2026

FLYX$1.16-0.9%Stored close · as of Nov 9, 2026

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Contents

5. Fair Value Measurements

  1. Fair Value Measurements

The following tables present the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis and indicate the level within the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value:

Level 1Level 2Level 3Total
Assets:
Cash equivalents:
Money market mutual funds5,401——5,401
$5,401$—$—$5,401
Liabilities:
Warrant liability - public warrants$706$—$—$706
Warrant liability - private placement warrants—1,213—1,213
Warrant liability - Series A penny warrants——2,5252,525
$706$1,213$2,525$4,444
Level 1Level 2Level 3Total
Assets:
Cash equivalents:
Money market mutual funds$2,710$—$—$2,710
Investments in securities84964,692—65,541
$3,559$64,692$—$68,251
Liabilities:
Warrant liability - public warrants$454$—$—$454
Warrant liability - private placement warrants—780—780
Warrant liability - Series A penny warrants——1,7801,780
$454$780$1,780$3,014

The fair values of government money market funds have been measured on a recurring basis using Level 1 inputs, which are based on unadjusted quoted market prices within active markets. The short-term investments, including investments in fixed income securities, have been measured using quoted pricing on active markets for Level 1 investments and inputs based on alternative pricing sources and models utilizing observable market inputs for Level 2 investments.

The fair value of the Public Warrants is classified as Level 1 due to the use of an observable market quote in an active market. The fair value of the Private Placement Warrants is classified as Level 2 due to the use of an observable market quote for the Public Warrants, which are considered to be a similar asset in an active market. The warrant liability is calculated by multiplying the quoted market price of the Company’s Public Warrants by the total number of Public Warrants and Private Placement Warrants.

The Company’s Level 3 liability consists of the Series A Penny Warrants associated with the issuance of Series A Preferred Stock. This liability has been classified as Level 3 due to the use of an unobservable input within the valuation, namely volatility.

The fair value of the Series A Penny Warrant liability as of December 31, 2025 and December 31, 2024 was determined utilizing a Monte Carlo simulation valuation method, using the following inputs and assumptions:

$ in thousands, except for Stock price, Strike price, and share amountsDecember 31, 2025
Warrant Shares1,469,519
Aggregate Value Cap$11,250
Stock price$4.11
Strike price$0.01
Term (in years)3.18 years
Volatility109.0%
Risk free rate3.6%
Dividend Rate—%
$ in thousands, except for Stock price, Strike price, and share amountsDecember 31, 2024
Warrant Shares1,274,742
Aggregate Value Cap$11,250
Stock price$3.15
Strike price$0.01
Term (in years)4.2 years
Volatility100.0%
Risk free rate4.3%
Dividend Rate—%

The following table shows the change in the fair value of the Series A Penny Warrant liability for the years ended December 31,2025 and 2024:

Amount
Balance as of December 31, 2023$—
Issuance of Series A Penny Warrants3,747
Change in fair value of Series A Penny Warrants(1,967)
Balance as of December 31, 20241,780
Change in fair value of Series A Penny Warrants745
Balance as of December 31, 2025$2,525

There have been no changes in valuation techniques and related inputs. As of December 31, 2025 and December 31, 2024, there were no transfers between Level 1, Level 2, and Level 3.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.