Jet.AI Inc 8-K, filed May 21, 2026
Jet.AI Inc. (JTAI)
About this 8-K
Jet.AI Inc filed this 8-K on May 21, 2026, reporting on events of May 15, 2026.
Items reported
- Item 2.02: Financial results
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.02 | Results of Operations and Financial Condition. |
On May 15, 2026, Jet.AI Inc. (the “Company”) issued a press release announcing its financial results for the quarter ending March 31, 2026, and other recent operational highlights. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward Looking Statements
This Current Report on Form 8-K contains certain statements that may be deemed to be “forward-looking statements” within the federal securities laws, including the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Statements that are not historical are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange. Forward-looking statements relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our beliefs and our assumptions. Such forward-looking statements include, but are not limited to, statements regarding our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. In some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” or the negative of these terms or other similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are subject to a number of risks and uncertainties (some of which are beyond our control) that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. Accordingly, readers should not place undue reliance on any forward-looking statements. These risks include risks relating to agreements with third parties; our ability to obtain necessary stockholder approvals and the possibility that any proposed transactions do not close when expected or at all because any required approvals or other conditions to closing are not received or satisfied on a timely basis or at all; our ability to raise funding in the future, as needed, and the terms of such funding, including potential dilution caused thereby; our ability to continue as a going concern; security interests under certain of our credit arrangements; our ability to maintain the listing of our common stock on the Nasdaq Stock Market LLC; claims relating to alleged violations of intellectual property rights of others; the outcome of any current legal proceedings or future legal proceedings that may be instituted against us; unanticipated difficulties or expenditures relating to our business plan; and those risks detailed in our most recent Annual Report on Form 10-K and subsequent reports filed with the SEC.
Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date, except as otherwise provided by law.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On May 18, 2026, the Company entered into amendments to the existing amended and restated employment agreements (the “Employment Agreement Amendments”) with Michael Winston, the Company’s Executive Chairman and Interim Chief Executive Officer, and George Murnane, the Company’s Interim Chief Financial Officer.
Each Employment Agreement Amendment has the following effect on the existing employment agreements:
| ● | The Restricted Periods (as defined in Sections 5(a) and 5(c) of each respective employment agreement) during which the employee may not compete with the Company and may not solicit the Company’s customers and vendors has been extended from one year following the employee’s termination to two years following the employee’s termination. The Company agreed to pay to each employee a one-time bonus in the amount of $1,000 in exchange for such employee’s agreement to abide by the restrictive covenants in each employment agreement following the employee’s termination from the Company. | |
| ● | Each executive is subject to a new provision allowing for the clawback of incentive-based compensation, bonuses, or other financial benefits previously awarded to the respective executive in the event such executive breaches any of the restricted covenants set forth in Sections 5, 17, and 19 of his respective employment agreement. This recovery may include, but is not limited to, repayment of cash bonuses, cash payments representing synthetic equity or performance share unit awards, forfeiture of stock options, and reimbursement of any other incentive-based compensation, and is in addition to the Jet.AI Inc. Clawback Policy, as adopted March 14, 2025. The new clawback provision is effective for two years following the executive’s separation from the Company. |
Except as described above, each employment agreement remains unmodified and in full force and effect in accordance with its original terms.
The foregoing summary of the terms of the Employment Agreement Amendments does not purport to be a complete description and is qualified in its entirety by reference to the full text of the Employment Agreement Amendments, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | First Amendment to Amended and Restated Employment Agreement dated May 18, 2026, by and between the Company and Michael Winston. | |
| 10.2 | First Amendment to Amended and Restated Employment Agreement dated May 18, 2026, by and between the Company and George Murnane. | |
| 99.1 | Press Release, dated May 15, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| JET.AI INC. | ||
| By: | /s/ George Murnane | |
| George Murnane | ||
| Interim Chief Financial Officer | ||
| May 21, 2026 | ||
Exhibit 10.1
First Amendment to Amended and Restated Employment Agreement
This First Amendment to Amended and Restated Employment Agreement (this “Amendment”) is entered into as of May 18, 2026 (the “Amendment Effective Date”), by and between Jet.AI Inc., a Delaware corporation (the “Company”), and Michael Winston (“Executive” and, together with the Company, the “Parties”, and each, a “Party”).
RECITALS:
The Company and Executive are parties to that certain Amended and Restated Employment Agreement dated as of December 31, 2025 (the “Employment Agreement”).
Section 5 of the Employment Agreement sets forth certain noncompetition, nonsolicitation and confidentiality covenants applicable to Executive, including noncompetition restrictions in Section 5(a), nonsolicitation of employees in Section 5(b), and nonsolicitation of customers and vendors in Section 5(c), in each case applicable during the “Restricted Period” (as defined in the Employment Agreement).
The Parties desire to amend the Employment Agreement in order to (1) change the duration of the noncompetition and customer and vendor nonsolicitation covenants so that such restrictions apply for a period ending two years following the Termination Date (as defined in the Employment Agreement), while maintaining a one-year duration for the employee nonsolicitation covenant set forth in Section 5(b), and (2) provide for adequate consideration to Executive in respect of the restrictive covenants contained in Section 5 of the Employment Agreement.
Section 11 of the Employment Agreement provides that no provision of the Employment Agreement may be modified, waived, or discharged unless such waiver, modification, or discharge is agreed to in writing and signed by Executive and an authorized officer of the Company.
The Parties desire that the Employment Agreement be amended only as expressly set forth herein, and that, except as so amended, the Employment Agreement continue in full force and effect in accordance with its terms.
The Parties acknowledge and agree that this Amendment and the transactions contemplated hereby are supported by good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged.
NOW THEREFORE, in consideration of the foregoing recitals, which are incorporated into and made a part of this Amendment as if set forth in full herein, and the mutual covenants and agreements contained herein and in the Employment Agreement, and intending to be legally bound, the Parties hereby agree as follows:
AGREEMENT:
| A. | Amendments to Section 5(a) of the Employment Agreement. Section 5(a) of the Employment Agreement, entitled “Noncompetition,” is hereby amended in its entirety solely with respect to the duration of the Restricted Period applicable to such noncompetition covenant. Accordingly, the phrase: “commencing on the Effective Date and ending one year following the Termination Date (the ‘Restricted Period’)” as it appears in Section 5(a) of the Employment Agreement, is hereby deleted and replaced with the following phrase: “commencing on the Effective Date and ending two years following the Termination Date (the ‘Restricted Period’)”. For the avoidance of doubt, except as expressly modified by the foregoing sentence, all other terms, conditions and provisions of Section 5(a) of the Employment Agreement, including the definition of “Competitor,” the geographic scope of the restrictions, and the carve-out permitting passive ownership of not more than one percent (1%) of the fully-diluted shares of a publicly traded corporation, shall remain unchanged and in full force and effect. |
| 1 |
| B. | No Change to Section 5(b) (Nonsolicitation of Employees). The Parties expressly acknowledge and agree that Section 5(b) of the Employment Agreement, entitled “Nonsolicitation of Employees,” shall remain unchanged by this Amendment and shall continue to apply during the “Restricted Period” as that term is defined and used in Section 5(b) as of the date of this Amendment, such that the duration of Executive’s nonsolicitation of employees covenant remains one year following the Termination Date. The Parties further acknowledge that, in light of enforceability considerations, they have intentionally agreed not to extend the duration of the employee nonsolicitation covenant in Section 5(b) beyond one year following the Termination Date. | |
| C. | Amendment to Section 5(c) (Nonsolicitation of Customers and Vendors). Section 5(c) of the Employment Agreement, entitled “Nonsolicitation of Customers and Vendors,” is hereby amended in its entirety solely with respect to the duration of the Restricted Period applicable to such customer and vendor nonsolicitation covenant. Accordingly, wherever Section 5(c) refers to the Restricted Period as ending “one year following the Termination Date,” such reference is hereby deleted and replaced with the following phrase: “two years following the Termination Date”. For the avoidance of doubt, except as expressly modified by the foregoing sentence, all other terms, conditions and provisions of Section 5(c) of the Employment Agreement, including the definitions of “Customers” and “Vendors” and the scope of prohibited activities, shall remain unchanged and in full force and effect. | |
| D. | Conforming Effect on Use of “Restricted Period” for Sections 5(a), 5(c), 5(g)(iv), 5(g)(vi), and 17). For the avoidance of doubt, each reference in Section 5(a), Section 5(c), Section 5(g)(iv), Section 5(g)(vi), and Section 17 of the Employment Agreement to the “Restricted Period” shall, from and after the Amendment Effective Date, be deemed to refer to the period commencing on the Effective Date (as defined in the Employment Agreement) and ending two years following the Termination Date (as defined in the Employment Agreement), as amended pursuant to Section A and Section C of this Amendment. | |
| E. | Additional Paragraph in Section 5 – Consideration for Restrictive Covenants. Section 5 of the Employment Agreement is hereby amended to add the following new subsection immediately following subsection 5(g) (and prior to any concluding sentence or provision of Section 5 confirming survival), which shall be designated as subsection 5(h): “h. Adequate Consideration for Restrictive Covenants. In further consideration of Executive’s agreements and covenants set forth in this Section 5, including, without limitation, the noncompetition covenant in Section 5(a), the employee nonsolicitation covenant in Section 5(b), and the customer and vendor nonsolicitation covenant in Section 5(c), the Company shall pay to Executive a one-time bonus payment in the amount of one thousand dollars ($1,000.00) (the ‘Restrictive Covenants Consideration’). The Restrictive Covenants Consideration shall be paid in a lump sum within thirty (30) days following the Amendment Effective Date (as defined in that certain First Amendment to Amended and Restated Employment Agreement between the Company and Executive). Executive acknowledges and agrees that (i) the Restrictive Covenants Consideration constitutes fair, adequate and sufficient consideration for Executive’s entry into and continued compliance with the covenants and obligations set forth in this Section 5, (ii) such consideration is in addition to, and independent of, any other compensation, benefits or rights to which Executive is or may become entitled under this Agreement or otherwise, and (iii) the payment and receipt of the Restrictive Covenants Consideration is intended by the Parties to support and enhance the enforceability of the restrictive covenants contained in this Section 5 under applicable law, including, without limitation, the laws of the State of Nevada.” |
The existing concluding sentence or subsection of Section 5 that begins “Notwithstanding any provision of this Agreement, the obligations and commitments of this Section 5 shall survive…” shall be deemed renumbered or restated as necessary to follow immediately after new subsection 5(h), and any cross-references within the Employment Agreement to the subsections of Section 5 shall be deemed automatically updated to reflect the addition of new subsection 5(h).
| F. | Additional Paragraph in Section 5 – Clawback; Recoupment of Closing Equity Awards. Section 5 of the Employment Agreement is hereby amended to add the following new subsection immediately following subsection 5(h) (and prior to any concluding sentence or provision of Section 5 confirming survival), which shall be designated as subsection 5(i): “In the event that the Executive breaches any of the restricted covenants set forth in Sections 5, 17, and 19 of this Agreement, the Company reserves the right to recover any incentive-based compensation, bonuses, or other financial benefits previously awarded to the Executive. This recovery may include, but is not limited to, repayment of cash bonuses, cash payments representing synthetic equity or performance share unit awards, forfeiture of stock options, and reimbursement of any other incentive-based compensation. This clawback right is in addition to clawback rights articulated in the Jet AI, Inc. Clawback Policy, as adopted March 14, 2025. The determination of whether Executive have breached a restricted covenant shall be at the sole discretion of the Company, and the Company shall notify the Executive of any amounts subject to clawback. Executive agrees to repay such amounts within sixty (60) days upon receipt of notice from the Company. This provision shall survive the termination of this Agreement and remain in effect for two (2) years following the Executive’s separation from the Company. |
| 2 |
| G. | Acknowledgments Regarding Reasonableness and Enforceability |
| 1. | Reasonableness of Restrictions. Executive hereby acknowledges and agrees that: (i) Executive’s position with the Company as Executive Chairman and Interim Chief Executive Officer is a position of trust and confidence in which Executive has had, and will continue to have, access to highly sensitive Confidential Information (as defined in the Employment Agreement) and intimate knowledge of the Company’s relationships with its employees, Customers and Vendors (as defined in the Employment Agreement); (ii) the extension of the duration of the noncompetition and customer and vendor nonsolicitation covenants to a period ending two years following the Termination Date (as defined in the Employment Agreement), while leaving the employee nonsolicitation covenant at one year following the Termination Date (as defined in the Employment Agreement), is fair, reasonable and necessary to protect the legitimate business interests of the Company, including, without limitation, its Confidential Information (as defined in the Employment Agreement), goodwill, customer and vendor relationships, and investment in Executive; and (iii) the restrictions contained in Section 5 of the Employment Agreement, as amended by this Amendment, will not prevent Executive from earning a livelihood or working in Executive’s chosen profession following the termination of Executive’s employment with the Company. | |
| 2. | Independent Covenants. Executive further acknowledges that each of the covenants set forth in Section 5 of the Employment Agreement, as amended hereby, is separate and independent, and that the existence of any claim or cause of action by Executive against the Company, whether based on this Amendment, the Employment Agreement, or otherwise, shall not constitute a defense to the enforcement by the Company of any of such covenants, including, without limitation, the extended duration applicable to the noncompetition and customer and vendor nonsolicitation covenants. |
| H. | No Other Modifications; Ratification |
| 1. | Continuing Effect of Employment Agreement. Except as expressly set forth in this Amendment, the Employment Agreement remains unmodified and in full force and effect in accordance with its terms, and is hereby ratified and confirmed in all respects. For the avoidance of doubt, (a) the definitions of “Company’s Business,” “Competitor,” “Confidential Information,” “Customers,” “Vendors,” “Termination Date,” “Restricted Period” (except as and to the limited extent amended in Section A and Section C above), and all other defined terms used in Section 5 of the Employment Agreement shall remain as set forth in the Employment Agreement, and (b) all severance, change of control, bonus, equity, and other compensation and benefit provisions of the Employment Agreement, including Sections 3 and 4 thereof, shall remain in full force and effect, unamended by this Amendment. | |
| 2. | No Good Reason or Other Trigger. Executive acknowledges and agrees that (a) the modifications to Section 5 of the Employment Agreement set forth in this Amendment have been negotiated and agreed upon by the Parties on a mutually acceptable basis, (b) such modifications do not constitute, and shall not be deemed to constitute, a “Good Reason Event” or any other basis for Executive to resign for “Good Reason” (as such term is defined in the Employment Agreement) or to claim any severance or other benefits associated with a termination without Cause, and (c) Executive hereby irrevocably waives any right to claim that the execution, delivery or performance of this Amendment gives rise to a Good Reason Event or other constructive termination under the Employment Agreement. |
| 3 |
| I. | Miscellaneous. |
| 1. | Governing Law. This Amendment shall be subject to and governed by the laws of the State of Nevada, without giving effect to the principles of conflicts of law under Nevada law that would require or permit the application of the laws of a jurisdiction other than Nevada, consistent with Section 12 of the Employment Agreement. | |
| 2. | Amendment; No Waiver. This Amendment may be amended, modified or supplemented only by a written instrument signed by each of the Parties. No waiver of any provision of this Amendment shall be effective unless set forth in a written instrument signed by the Party against whom the waiver is to be enforced. No waiver of any provision of this Amendment shall be deemed a waiver of any other provision, nor shall any waiver constitute a continuing waiver unless expressly provided therein. | |
| 3. | Entire Agreement. This Amendment and the Employment Agreement (including all exhibits and schedules thereto) constitute the entire agreement between the Parties with respect to the subject matter hereof and thereof and supersede all prior and contemporaneous negotiations, understandings and agreements, whether written or oral, relating to the subject matter of this Amendment. | |
| 4. | Counterparts; Electronic Signatures. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by facsimile, electronic mail (including, without limitation, in “.pdf” or similar format), or other electronic means of execution and delivery shall be deemed to be original signatures for all purposes. | |
| 5. | Successors and Assigns. This Amendment shall be binding upon, and shall inure to the benefit of, the Parties and their respective successors and permitted assigns, in accordance with Section 8 of the Employment Agreement. Executive may not assign any of Executive’s rights or obligations under this Amendment except as expressly permitted under the Employment Agreement. | |
| 6. | Headings. The section and subsection headings contained in this Amendment are for convenience of reference only and shall not affect the meaning or interpretation of this Amendment. |
| 4 |
IN WITNESS WHEREOF, the Parties have executed this First Amendment to Amended and Restated Employment Agreement as of the Amendment Effective Date.
| Jet.AI Inc. | ||
| By: | /s/ Ehud Talmor | |
| Name/Title: | Ehud Talmor, Chairman of the Compensation Committee | |
| EXECUTIVE | ||
| By: | /s/ Michael Winston | |
| Name/Title: | Michael Winston, Executive Chairman and Interim Chief Executive Officer | |
| 5 |
Exhibit 10.2
First Amendment to Amended and Restated Employment Agreement
This First Amendment to Amended and Restated Employment Agreement (this “Amendment”) is entered into as of May 18, 2026 (the “Amendment Effective Date”), by and between Jet.AI Inc., a Delaware corporation (the “Company”), and George Murnane (“Executive” and, together with the Company, the “Parties”, and each, a “Party”).
RECITALS:
The Company and Executive are parties to that certain Amended and Restated Employment Agreement dated as of December 31, 2025 (the “Employment Agreement”).
Section 5 of the Employment Agreement sets forth certain noncompetition, nonsolicitation and confidentiality covenants applicable to Executive, including noncompetition restrictions in Section 5(a), nonsolicitation of employees in Section 5(b), and nonsolicitation of customers and vendors in Section 5(c), in each case applicable during the “Restricted Period” (as defined in the Employment Agreement).
The Parties desire to amend the Employment Agreement in order to (1) change the duration of the noncompetition and customer and vendor nonsolicitation covenants so that such restrictions apply for a period ending two years following the Termination Date (as defined in the Employment Agreement), while maintaining a one-year duration for the employee nonsolicitation covenant set forth in Section 5(b), and (2) provide for adequate consideration to Executive in respect of the restrictive covenants contained in Section 5 of the Employment Agreement.
Section 11 of the Employment Agreement provides that no provision of the Employment Agreement may be modified, waived, or discharged unless such waiver, modification, or discharge is agreed to in writing and signed by Executive and an authorized officer of the Company.
The Parties desire that the Employment Agreement be amended only as expressly set forth herein, and that, except as so amended, the Employment Agreement continue in full force and effect in accordance with its terms.
The Parties acknowledge and agree that this Amendment and the transactions contemplated hereby are supported by good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged.
NOW THEREFORE, in consideration of the foregoing recitals, which are incorporated into and made a part of this Amendment as if set forth in full herein, and the mutual covenants and agreements contained herein and in the Employment Agreement, and intending to be legally bound, the Parties hereby agree as follows:
AGREEMENT:
| A. | Amendments to Section 5(a) of the Employment Agreement. Section 5(a) of the Employment Agreement, entitled “Noncompetition,” is hereby amended in its entirety solely with respect to the duration of the Restricted Period applicable to such noncompetition covenant. Accordingly, the phrase: “commencing on the Effective Date and ending one year following the Termination Date (the ‘Restricted Period’)” as it appears in Section 5(a) of the Employment Agreement, is hereby deleted and replaced with the following phrase: “commencing on the Effective Date and ending two years following the Termination Date (the ‘Restricted Period’)”. For the avoidance of doubt, except as expressly modified by the foregoing sentence, all other terms, conditions and provisions of Section 5(a) of the Employment Agreement, including the definition of “Competitor,” the geographic scope of the restrictions, and the carve-out permitting passive ownership of not more than one percent (1%) of the fully-diluted shares of a publicly traded corporation, shall remain unchanged and in full force and effect. |
| 1 |
| B. | No Change to Section 5(b) (Nonsolicitation of Employees). The Parties expressly acknowledge and agree that Section 5(b) of the Employment Agreement, entitled “Nonsolicitation of Employees,” shall remain unchanged by this Amendment and shall continue to apply during the “Restricted Period” as that term is defined and used in Section 5(b) as of the date of this Amendment, such that the duration of Executive’s nonsolicitation of employees covenant remains one year following the Termination Date. The Parties further acknowledge that, in light of enforceability considerations, they have intentionally agreed not to extend the duration of the employee nonsolicitation covenant in Section 5(b) beyond one year following the Termination Date. | |
| C. | Amendment to Section 5(c) (Nonsolicitation of Customers and Vendors). Section 5(c) of the Employment Agreement, entitled “Nonsolicitation of Customers and Vendors,” is hereby amended in its entirety solely with respect to the duration of the Restricted Period applicable to such customer and vendor nonsolicitation covenant. Accordingly, wherever Section 5(c) refers to the Restricted Period as ending “one year following the Termination Date,” such reference is hereby deleted and replaced with the following phrase: “two years following the Termination Date”. For the avoidance of doubt, except as expressly modified by the foregoing sentence, all other terms, conditions and provisions of Section 5(c) of the Employment Agreement, including the definitions of “Customers” and “Vendors” and the scope of prohibited activities, shall remain unchanged and in full force and effect. | |
| D. | Conforming Effect on Use of “Restricted Period” for Sections 5(a), 5(c), 5(g)(iv), 5(g)(vi), and 17). For the avoidance of doubt, each reference in Section 5(a), Section 5(c), Section 5(g)(iv), Section 5(g)(vi), and Section 17 of the Employment Agreement to the “Restricted Period” shall, from and after the Amendment Effective Date, be deemed to refer to the period commencing on the Effective Date (as defined in the Employment Agreement) and ending two years following the Termination Date (as defined in the Employment Agreement), as amended pursuant to Section A and Section C of this Amendment. | |
| E. | Additional Paragraph in Section 5 – Consideration for Restrictive Covenants. Section 5 of the Employment Agreement is hereby amended to add the following new subsection immediately following subsection 5(g) (and prior to any concluding sentence or provision of Section 5 confirming survival), which shall be designated as subsection 5(h): “h. Adequate Consideration for Restrictive Covenants. In further consideration of Executive’s agreements and covenants set forth in this Section 5, including, without limitation, the noncompetition covenant in Section 5(a), the employee nonsolicitation covenant in Section 5(b), and the customer and vendor nonsolicitation covenant in Section 5(c), the Company shall pay to Executive a one-time bonus payment in the amount of one thousand dollars ($1,000.00) (the ‘Restrictive Covenants Consideration’). The Restrictive Covenants Consideration shall be paid in a lump sum within thirty (30) days following the Amendment Effective Date (as defined in that certain First Amendment to Amended and Restated Employment Agreement between the Company and Executive). Executive acknowledges and agrees that (i) the Restrictive Covenants Consideration constitutes fair, adequate and sufficient consideration for Executive’s entry into and continued compliance with the covenants and obligations set forth in this Section 5, (ii) such consideration is in addition to, and independent of, any other compensation, benefits or rights to which Executive is or may become entitled under this Agreement or otherwise, and (iii) the payment and receipt of the Restrictive Covenants Consideration is intended by the Parties to support and enhance the enforceability of the restrictive covenants contained in this Section 5 under applicable law, including, without limitation, the laws of the State of Nevada.” |
The existing concluding sentence or subsection of Section 5 that begins “Notwithstanding any provision of this Agreement, the obligations and commitments of this Section 5 shall survive…” shall be deemed renumbered or restated as necessary to follow immediately after new subsection 5(h), and any cross-references within the Employment Agreement to the subsections of Section 5 shall be deemed automatically updated to reflect the addition of new subsection 5(h).
| F. | Additional Paragraph in Section 5 – Clawback; Recoupment of Closing Equity Awards. Section 5 of the Employment Agreement is hereby amended to add the following new subsection immediately following subsection 5(h) (and prior to any concluding sentence or provision of Section 5 confirming survival), which shall be designated as subsection 5(i): “In the event that the Executive breaches any of the restricted covenants set forth in Sections 5, 17, and 19 of this Agreement, the Company reserves the right to recover any incentive-based compensation, bonuses, or other financial benefits previously awarded to the Executive. This recovery may include, but is not limited to, repayment of cash bonuses, cash payments representing synthetic equity or performance share unit awards, forfeiture of stock options, and reimbursement of any other incentive-based compensation. This clawback right is in addition to clawback rights articulated in the Jet AI, Inc. Clawback Policy, as adopted March 14, 2025. The determination of whether Executive have breached a restricted covenant shall be at the sole discretion of the Company, and the Company shall notify the Executive of any amounts subject to clawback. Executive agrees to repay such amounts within sixty (60) days upon receipt of notice from the Company. This provision shall survive the termination of this Agreement and remain in effect for two (2) years following the Executive’s separation from the Company. |
| 2 |
| G. | Acknowledgments Regarding Reasonableness and Enforceability |
| 1. | Reasonableness of Restrictions. Executive hereby acknowledges and agrees that: (i) Executive’s position with the Company as Interim Chief Financial Officer is a position of trust and confidence in which Executive has had, and will continue to have, access to highly sensitive Confidential Information (as defined in the Employment Agreement) and intimate knowledge of the Company’s relationships with its employees, Customers and Vendors (as defined in the Employment Agreement); (ii) the extension of the duration of the noncompetition and customer and vendor nonsolicitation covenants to a period ending two years following the Termination Date (as defined in the Employment Agreement), while leaving the employee nonsolicitation covenant at one year following the Termination Date (as defined in the Employment Agreement), is fair, reasonable and necessary to protect the legitimate business interests of the Company, including, without limitation, its Confidential Information (as defined in the Employment Agreement), goodwill, customer and vendor relationships, and investment in Executive; and (iii) the restrictions contained in Section 5 of the Employment Agreement, as amended by this Amendment, will not prevent Executive from earning a livelihood or working in Executive’s chosen profession following the termination of Executive’s employment with the Company. | |
| 2. | Independent Covenants. Executive further acknowledges that each of the covenants set forth in Section 5 of the Employment Agreement, as amended hereby, is separate and independent, and that the existence of any claim or cause of action by Executive against the Company, whether based on this Amendment, the Employment Agreement, or otherwise, shall not constitute a defense to the enforcement by the Company of any of such covenants, including, without limitation, the extended duration applicable to the noncompetition and customer and vendor nonsolicitation covenants. |
| H. | No Other Modifications; Ratification |
| 1. | Continuing Effect of Employment Agreement. Except as expressly set forth in this Amendment, the Employment Agreement remains unmodified and in full force and effect in accordance with its terms, and is hereby ratified and confirmed in all respects. For the avoidance of doubt, (a) the definitions of “Company’s Business,” “Competitor,” “Confidential Information,” “Customers,” “Vendors,” “Termination Date,” “Restricted Period” (except as and to the limited extent amended in Section A and Section C above), and all other defined terms used in Section 5 of the Employment Agreement shall remain as set forth in the Employment Agreement, and (b) all severance, change of control, bonus, equity, and other compensation and benefit provisions of the Employment Agreement, including Sections 3 and 4 thereof, shall remain in full force and effect, unamended by this Amendment. | |
| 2. | No Good Reason or Other Trigger. Executive acknowledges and agrees that (a) the modifications to Section 5 of the Employment Agreement set forth in this Amendment have been negotiated and agreed upon by the Parties on a mutually acceptable basis, (b) such modifications do not constitute, and shall not be deemed to constitute, a “Good Reason Event” or any other basis for Executive to resign for “Good Reason” (as such term is defined in the Employment Agreement) or to claim any severance or other benefits associated with a termination without Cause, and (c) Executive hereby irrevocably waives any right to claim that the execution, delivery or performance of this Amendment gives rise to a Good Reason Event or other constructive termination under the Employment Agreement. |
| 3 |
| I. | Miscellaneous. |
| 1. | Governing Law. This Amendment shall be subject to and governed by the laws of the State of Nevada, without giving effect to the principles of conflicts of law under Nevada law that would require or permit the application of the laws of a jurisdiction other than Nevada, consistent with Section 12 of the Employment Agreement. | |
| 2. | Amendment; No Waiver. This Amendment may be amended, modified or supplemented only by a written instrument signed by each of the Parties. No waiver of any provision of this Amendment shall be effective unless set forth in a written instrument signed by the Party against whom the waiver is to be enforced. No waiver of any provision of this Amendment shall be deemed a waiver of any other provision, nor shall any waiver constitute a continuing waiver unless expressly provided therein. | |
| 3. | Entire Agreement. This Amendment and the Employment Agreement (including all exhibits and schedules thereto) constitute the entire agreement between the Parties with respect to the subject matter hereof and thereof and supersede all prior and contemporaneous negotiations, understandings and agreements, whether written or oral, relating to the subject matter of this Amendment. | |
| 4. | Counterparts; Electronic Signatures. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by facsimile, electronic mail (including, without limitation, in “.pdf” or similar format), or other electronic means of execution and delivery shall be deemed to be original signatures for all purposes. | |
| 5. | Successors and Assigns. This Amendment shall be binding upon, and shall inure to the benefit of, the Parties and their respective successors and permitted assigns, in accordance with Section 8 of the Employment Agreement. Executive may not assign any of Executive’s rights or obligations under this Amendment except as expressly permitted under the Employment Agreement. | |
| 6. | Headings. The section and subsection headings contained in this Amendment are for convenience of reference only and shall not affect the meaning or interpretation of this Amendment. |
| 4 |
IN WITNESS WHEREOF, the Parties have executed this First Amendment to Amended and Restated Employment Agreement as of the Amendment Effective Date.
| Jet.AI Inc. | ||
| By: | /s/ Ehud Talmor | |
| Name/Title: | Ehud Talmor, Chairman of the Compensation Committee | |
| EXECUTIVE | ||
| By: | /s/ George Murnane | |
| Name/Title: | George Murnane, Interim Chief Financial Officer | |
| 5 |
Exhibit 99.1
Jet.AI Reports First Quarter 2026 Financial Results
LAS VEGAS, May 15, 2026 (GLOBE NEWSWIRE) — Jet.AI Inc. (“Jet.AI” or the “Company”) (Nasdaq: JTAI), an emerging provider of high-performance GPU infrastructure and AI cloud services, today announced financial results for the first quarter ended March 31, 2026.
General Company Update
| ● | As of March 31, 2026, the Company had approximately $13.5 million in cash and no debt, compared to $1.8 million in cash as of December 31, 2025. | |
| ● | The proposed merger with flyExclusive remains on track for a shareholder vote on June 11, 2026. Subsequent to quarter end, the Company sold one of its HondaJet aircraft in coordination with flyExclusive and in preparation for the anticipated closing of the transaction. | |
| ● | Following quarter end, the Company also announced the acquisition of a $5 million economic interest in SpaceX, which has recently been widely reported to be pursuing an IPO in June/July. | |
| ● | Consensus Compute JV secured natural gas supply equivalent to 500MW of generation capacity for the Manitoba campus, along with the environmental permits required to use the gas for power generation. The 395-acre Manitoba campus continues to attract significant interest from hyperscalers, and this achievement marked completion of the JV’s third milestone. The next major phase of the project is expected to include turbine acquisition aligned with a tenant commitment, along with additional formal project milestones. The power study for the Moapa data center remains ongoing and the company maintains a robust pipeline of North American data center projects. | |
| ● | The AI Infrastructure Acquisition Corp. (NYSE:AIIA), valued at approximately $17.2 million on the balance sheet, is actively engaged with several targets, and outreach remains ongoing. | |
| ● | During the quarter, the Board approved a $5 million share repurchase authorization. |
Proposed Merger with flyExclusive
On May 1, 2026, Jet.AI announced that the Registration Statement Form S-4 (File No. 333-284960) filed by flyExclusive, Inc. (“flyExclusive”) related to the proposed merger transaction has been declared effective by the Securities and Exchange Commission (the “SEC”), formally advancing the transaction into its stockholder approval and closing phases.
Jet.AI and flyExclusive continue to expect to close the proposed merger in the second quarter of 2026, with Jet.AI’s special meeting of its stockholders scheduled on June 11, 2026. Jet.AI stockholders of record as of the record date, May 8, 2026, are entitled to vote on the proposed transaction at the meeting. The definitive proxy statement for the special meeting was filed with the SEC and can be found on the SEC’s website here. The Company mailed the definitive proxy materials on or about May 13th, 2026. The definitive proxy materials contain important information regarding the special meeting and the proposed transactions, including voting procedures and risk factors.
Strategic Holdings
| ● | The Company holds a $5.0 million economic interest in SpaceX and its related subsidiaries (including but not limited to xAI/Grok, Starlink, and X/Twitter) from an investment made through a Special Purpose Vehicle (SPV) that held equity in xAI prior to its acquisition by SpaceX. It has been widely reported that SpaceX is planning an IPO this summer and market speculation that it would price at a level significantly higher than that paid by the Company. | |
| ● | As of March 31, 2026, the aggregate value of the shares the Company holds of AI Infrastructure Acquisition Corp. (“AIIA”) was approximately $17.23 million, consisting of AIIA Class A Ordinary Shares and Rights valued at $1.35 million and AIIA Class B Ordinary Shares valued at $15.88 million. The SPAC is actively engaged with numerous targets, and outreach remains ongoing. |
Data Center Updates
In March 2026, Jet.AI and Consensus Core Technologies, Inc. (“Consensus Core”) completed the third set of milestones for the Midwestern and Maritime hyperscale data center campuses by their joint venture, Convergence Compute LLC (“Convergence Compute”). The completed milestones included:
| ● | Midwestern Campus |
| ○ | Submission of a Transmission Power Load Study Application by Convergence Compute | |
| ○ | Natural gas supply confirmation for up to six turbines at the Midwestern campus |
| ● | Maritime Campus |
| ○ | Executed letter of intent for Convergence Compute to acquire power from hydro and the producer’s proposed wind farm for use by the Maritime campus (the “Wind Power Project”) | |
| ○ | Assignment of all of Consensus Core’s rights to lease the Maritime project property to Convergence Compute |
The upcoming fourth milestone includes the following:
| ● | Midwestern Campus |
| ○ | Obtaining of any necessary environmental permits or studies | |
| ○ | Delivery of site plans for establishment of utility/energy generation to the Midwest Data Center Project property, including any gas lines |
| ● | Maritime Campus |
| ○ | Obtaining of any necessary environmental permits or studies | |
| ○ | Delivery of site plans for establishment of utility/energy generation to the Maritime Data Center Project property, including any gas lines | |
| ○ | Execution of a definitive agreement with respect to the Wind Power Project |
The power study for the Moapa data center project remains ongoing and the company maintains a robust pipeline of North American data center projects.
Jet.AI Founder and Executive Chairman Mike Winston added: “In just the past three months, Jet.AI has advanced major AI data center milestones across three North American sites (totaling over 1 GW capacity), secured a $5.0 million strategic economic interest in xAI/SpaceX, reported a profitable full-year 2025 with strong cash position, authorized a $5.0 million share repurchase program, and cleared key regulatory hurdles toward closing our transformative merger with flyExclusive in Q2 2026, positioning us as a pure-play leader in powered land for AI infrastructure.”
Additional information regarding the Company’s financial results for the first quarter ended March 31, 2026 can be found in the Form 10-Q filed with the U.S. Securities and Exchange Commission here.
About Jet.AI
Jet.AI Inc. is a technology-driven company focused on deploying artificial intelligence tools and infrastructure to enhance decision-making, efficiency, and performance across complex systems. The Company is listed on the NASDAQ Capital Market under the ticker symbol “JTAI.”
Additional Information and Where to Find It
In connection with the transactions contemplated by the Amended and Restated Agreement and Plan of Merger and Reorganization, dated May 6, 2025, between Jet.AI, flyExclusive, FlyX Merger Sub, Inc., and Jet.AI SpinCo, Inc. (as amended, the “Merger Agreement”), flyExclusive has filed a Registration Statement on Form S-4 (File No. 333-284960) (as amended, the “Registration Statement”) to register the shares of flyExclusive common stock that will be issued in connection with the proposed transactions. The Registration Statement was declared effective on April 30, 2026 and includes a preliminary proxy statement of the Company and a preliminary prospectus of flyExclusive. Jet.AI and flyExclusive filed a definitive proxy statement and final prospectus, respectively (together, the “Proxy Statement/Prospectus”), with the SEC and they each may file with the SEC other relevant documents concerning the proposed transactions. The definitive proxy statement and other relevant documents will be mailed to Jet.AI stockholders as of May 8, 2026, the record date established for voting on the proposed transactions, in connection with Jet.AI’s solicitation of proxies for the special meeting. This communication is not a substitute for the Registration Statement, the Proxy Statement/Prospectus, or any other document that the parties have filed or will file with the SEC, or send to stockholders, in connection with the proposed transactions.
BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTIONS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, FLYEXCLUSIVE, AND THE PROPOSED TRANSACTIONS AND RELATED MATTERS.
A copy of the Registration Statement, Proxy Statement/Prospectus, as well as other filings containing information about the Company, may be obtained, free of charge, at the SEC’s website at www.sec.gov when they are filed. You will also be able to obtain these documents, when they are filed, free of charge, from the Company by accessing the Company’s website at investors.jet.ai. Copies of the Registration Statement, the Proxy Statement/Prospectus and the filings with the SEC that are incorporated by reference therein can also be obtained, without charge, by directing a request to the Company at 10845 Griffith Peak Drive, Suite 200, Las Vegas, NV 89135, Attention: Board Secretary, or by phone at (702) 747-4000. The information on the Company’s website is not, and shall not be deemed to be, a part of this communication or incorporated into other filings either company makes with the SEC.
Participants in the Solicitation of Proxies
Jet.AI, flyExclusive, and certain of their respective directors and officers may be deemed participants in the solicitation of proxies from Jet.AI’s stockholders in connection with the proposed transactions. Jet.AI’s stockholders and other interested persons may obtain, without charge, more detailed information regarding the names and interests in the proposed transactions of Jet.AI’s directors and officers in the parties’ filings with the SEC, including Jet.AI’s annual reports on Form 10-K and quarterly reports on Form 10-Q. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Jet.AI’s stockholders in connection with the proposed transactions and a description of their direct and indirect interests is included in the definitive proxy statement/prospectus relating to the proposed transactions. Stockholders, potential investors and other interested persons should read the definitive proxy statement/prospectus carefully before making any voting or investment decisions. You may obtain free copies of these documents from the sources indicated above.
No Offer or Solicitation
This communication is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. The proposed transactions are expected to be implemented solely pursuant to the legally binding definitive agreement, and which contains the material terms and conditions of the proposed transactions. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. The forward-looking statements are based on current expectations, estimates, forecasts, and projections about the industry in which we operate and management’s beliefs and assumptions. Forward-looking statements may be identified by the use of words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “outlook,” “projects,” “forecasts,” “aim” and similar expressions but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are not guarantees of future performance, rely on a number of assumptions, and involve certain known and unknown risks and uncertainties that are difficult to predict, many of which are beyond our control. Any forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties that could cause actual results to differ materially from those indicated or expected. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties that could cause the actual results to differ materially from the expected results. For more information on these risks, uncertainties and other factors, refer to our Annual Report on Form 10-K for the year ended December 31, 2025, under the heading “Risk Factors” in Item 1A, and also in subsequent reports filed by Jet.AI with the Securities and Exchange Commission. The forward-looking statements contained in this press release speak only as of the date of this press release. Readers are cautioned not to put undue reliance on forward-looking statements. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as provided by law.
Jet.AI Investor Relations:
Gateway Group, Inc.
949-574-3860
Jet.AI@gateway-grp.com
JET.AI, INC.
CONSOLIDATED BALANCE SHEETS
| March 31, | December 31, | |||||||
| 2026 | 2025 | |||||||
| (Unaudited) | ||||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 13,497,732 | $ | 1,819,503 | ||||
| Accounts receivable | 318,505 | 97,331 | ||||||
| Other assets | 215,504 | 248,724 | ||||||
| Total current assets | 14,031,741 | 2,165,558 | ||||||
| Property and equipment, net | 1,868 | 2,505 | ||||||
| Intangible assets, net | 86,745 | 86,745 | ||||||
| Right-of-use lease asset | 371,317 | 508,707 | ||||||
| Investment in joint venture | 2,765,000 | 865,000 | ||||||
| Deposit on aircraft | 4,050,000 | 4,050,000 | ||||||
| Deposits and other assets | 868,561 | 868,561 | ||||||
| Other investments | 17,231,000 | 17,137,000 | ||||||
| Total assets | $ | 39,406,232 | $ | 25,684,076 | ||||
| Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 1,352,473 | $ | 1,621,379 | ||||
| Accrued liabilities | 1,251,345 | 1,148,782 | ||||||
| Deferred revenue | 465,365 | 443,126 | ||||||
| Operating lease liability | 361,917 | 495,782 | ||||||
| Total current liabilities | 3,431,100 | 3,709,069 | ||||||
| Commitments and contingencies (Note 2, 5, and 6) | - | - | ||||||
| Stockholders’ Equity | ||||||||
| Preferred Stock, 4,000,000 shares authorized, par value $0.0001, 0 issued and outstanding | - | - | ||||||
| Series B Convertible Preferred Stock, 5,000 shares authorized, par value $0.0001, 0 and 750 issued and outstanding | - | - | ||||||
| Common stock, 1,000,000 shares authorized, par value $0.0001, 639,738 and 31,413 issued and outstanding | 63 | 2 | ||||||
| Subscription receivable | (6,724 | ) | (6,724 | ) | ||||
| Additional paid-in capital | 86,619,499 | 69,938,333 | ||||||
| Accumulated deficit | (50,637,706 | ) | (47,956,604 | ) | ||||
| Total stockholders’ equity | 35,975,132 | 21,975,007 | ||||||
| Total liabilities and stockholders’ equity | $ | 39,406,232 | $ | 25,684,076 | ||||
JET.AI, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Three Months Ended | ||||||||
| March 31, | ||||||||
| 2026 | 2025 | |||||||
| Revenues | $ | 1,681,236 | $ | 3,474,638 | ||||
| Cost of revenues | 1,915,459 | 3,590,152 | ||||||
| Gross loss | (234,223 | ) | (115,514 | ) | ||||
| Operating Expenses: | ||||||||
| General and administrative (including stock-based compensation of $64,382 and $550,936, respectively) | 2,225,862 | 2,652,427 | ||||||
| Sales and marketing | 306,387 | 294,408 | ||||||
| Research and development | 99,080 | 108,924 | ||||||
| Total operating expenses | 2,631,329 | 3,055,759 | ||||||
| Operating loss | (2,865,552 | ) | (3,171,273 | ) | ||||
| Other income: | ||||||||
| Other income | 90,450 | 1,469 | ||||||
| Unrealized gain on other investments | 94,000 | - | ||||||
| Total other income | 184,450 | 1,469 | ||||||
| Loss before provision for income taxes | (2,681,102 | ) | (3,169,804 | ) | ||||
| Provision for income taxes | - | - | ||||||
| Net Loss | $ | (2,681,102 | ) | $ | (3,169,804 | ) | ||
| Weighted average shares outstanding - basic and diluted | 401,302 | 8,557 | ||||||
| Net loss per share - basic and diluted | $ | (6.68 | ) | $ | (370.43 | ) | ||
JET.AI, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
| Three Months Ended | ||||||||
| March 31, | ||||||||
| 2026 | 2025 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
| Net loss | $ | (2,681,102 | ) | $ | (3,169,804 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Unrealized gain on other investments | (94,000 | ) | - | |||||
| Amortization and depreciation | 637 | 638 | ||||||
| Stock-based compensation | 64,382 | 550,936 | ||||||
| Non-cash operating lease costs | 137,390 | 133,439 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (221,174 | ) | (266,643 | ) | ||||
| Other current assets | 33,220 | 21,059 | ||||||
| Accounts payable | (268,906 | ) | 271,350 | |||||
| Accrued liabilities | 102,563 | 446,080 | ||||||
| Deferred revenue | 22,239 | (37,349 | ) | |||||
| Operating lease liability | (133,865 | ) | (129,914 | ) | ||||
| Net cash used in operating activities | (3,038,616 | ) | (2,180,208 | ) | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
| Investment in joint venture | (1,900,000 | ) | - | |||||
| Deposit on aircraft | - | (1,100,000 | ) | |||||
| Deposits and other assets | - | (77,000 | ) | |||||
| Net cash used in investing activities | (1,900,000 | ) | (1,177,000 | ) | ||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
| Offering costs | (3,196,913 | ) | (1,270,000 | ) | ||||
| Proceeds from exercise of Series B Convertible Preferred Stock warrants | - | 11,000,000 | ||||||
| Proceeds from sale of Common Stock | 19,813,758 | - | ||||||
| Net cash provided by financing activities | 16,616,845 | 9,730,000 | ||||||
| Increase in cash and cash equivalents | 11,678,229 | 6,372,792 | ||||||
| Cash and cash equivalents, beginning of period | 1,819,503 | 5,872,627 | ||||||
| Cash and cash equivalents, end of period | $ | 13,497,732 | $ | 12,245,419 | ||||
| Supplemental disclosures of cash flow information: | ||||||||
| Cash paid for interest | $ | - | $ | - | ||||
| Cash paid for income taxes | $ | - | $ | - | ||||
| Non-cash financing activities: | ||||||||
| Issuance of Common Stock for Series B Preferred Stock conversion | $ | 20 | $ | - | ||||