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Item 1. Business

2025-03-31 compared with 2024-03-26 · 116 added, 413 removed, 52 unchanged (91% of the section changed)

Our mission is to empower people to live their best lives while creating more time for the rest of their lives by providing convenient and high-quality travel services.

Through our focus on the development of proprietary technology and evolution of aircraft ownership and use models, combined with our commitment to an exceptional customer experience using the “Right Aircraft for the Mission,” we are able to achieve a more efficient private jet experience, without sacrificing luxury.

Volato Group, Inc.

(“Volato Group” “we” or “us”) is a private aviation company founded in January 2021.

That year, we entered the private jet charter and fractional ownership market with our Part 135 HondaJet ownership program, taking delivery of our first jet in August 2021 and completing our first Part 135 charter flight in October of 2021.

The HondaJet is manufactured by Honda Aircraft Company (“Honda”).

We took delivery of three HondaJets in 2021.

In 2022, we continued to build our fleet of HondaJets.

Volato is an aviation company advancing the industry with innovative solutions in aviation software and on-demand flight access.

Historically, we generated revenue through our aircraft ownership program.

This program was a focused commercial strategy including deposit products, charter flights, and aircraft management services.

Our aviation experience led to the development of our proprietary software, products and applications “Mission Control” and “Vaunt”.

Mission Control drives efficiency across operations and supports operators in managing fractional ownership, charter, and other services, and Vaunt connects travelers to private, empty leg flights.

During the fiscal year ended December 31, 2024, we began to generate revenue through the Vaunt platform.

Additionally, Vaunt has surpassed 100,000 app downloads and completed 598 flights in 2024, reinforcing its role as a key growth driver for Volato.

We also have a new patent-pending technology that advances how aircraft generate revenue by repurposing underutilized aircraft resources for cryptocurrency mining.

From time to time, we may also explore the potential development of other ancillary services or revenue generating activities, such as further development of our patent-pending technology to facilitate Bitcoin mining activities using aircraft.

With a commitment to advanced technology and customer-focused solutions, we are building scalable tools to elevate service quality and operational effectiveness in private aviation.

We are a holding company for several wholly owned subsidiaries, including Volato, Inc., Fly Vaunt, LLC, Gulf Coast Aviation, Inc., and G C Aviation, Inc.

The Company’s primary operating subsidiary, Volato, Inc., was founded in January 2021.

During 2021, Volato, Inc.

entered the private jet charter and fractional ownership market with our Part 135 HondaJet ownership program, taking delivery of our first jet in August 2021 and completing our first Part 135 charter flight in October of 2021.

In March 2022, we acquired Gulf Coast Aviation, Inc., owner of G C Aviation, Inc., a Texas entity and Part 135 air carrier certificate holder.

This acquisition added personnel and facilities to support managed aircraft, sales, maintenance, and other operational functions.

Also in March 2022, we placed orders for four Gulfstream G280s for delivery in 2024 and 2025.

In August of 2022, we launched the Volato Stretch jet card, a differentiated jet card product that provides flight credits for customer itinerary flexibility.

In December of 2022, we signed a letter of intent for a multi-year fleet purchase of HondaJets with Honda.

In January 2023, we launched our automated dynamic pricing tool for the general charter market.

In March of 2023, we introduced the Insider Program, a deposit program for our charter services featuring HondaJet pricing caps in certain geographical areas.

In May 2023, we executed a firm order with Honda for 23 HondaJets to be delivered from 2023 through 2025.

On December 1, 2023, Volato, Inc., a Georgia corporation (“Volato”), PROOF Acquisition Corp I, a Delaware corporation (“PACI”) and PACI Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of PACI (“Merger Sub”), consummated the previously announced Business Combination Agreement, dated August 1, 2023 (the “Business Combination Agreement”).

Pursuant to the terms of the Business Combination Agreement, a business combination between PACI and Volato was effected through the merger of Merger Sub with and into Volato, with Volato surviving the merger as a wholly-owned subsidiary of PACI (the “Business Combination,” and together with the other transactions contemplated by the Business Combination Agreement and the other agreements contemplated thereby, the “Transactions”).

In connection with the consummation of the Business Combination (the “Closing”), PACI changed its name to “Volato Group, Inc.”.

Our Core Values

We are creating a culture of service, not just limited to interactions with our customers.

Our senior leadership team has implemented a structured management training program based on the Scaling Up framework and informed by our core values.

Our culture focuses on five core values:

Improve yourself and those around you.

Embrace opportunities to teach and discover.

Lead with encouragement and praise.

Listen with intent.

Be engaged and curious while seeking to understand others.

Have positive interactions.

Strengthen relationships by being humble and approachable

Be transparent.

Foster an environment of trust and lasting relationships.

Contribute and commit.

Embrace the conflict of ideas.

Participate and then fully support the decision.

The Private Aviation Industry:

Our Opportunity

The private aviation industry is large, resilient and growing.

In 2022, private aviation was a $29.0 billion-dollar market globally, and was forecasted to grow to $38.0 billion in 2029 4 .

Private aviation has traditionally served high net worth individuals and corporate customers, flying on a combination of owned and chartered aircraft.

In the United States, the market for private aircraft sales and charter totaled $25.1 billion in 2021 5 .

However, aircraft sales and private charter services are distinct markets, and our programs are designed to address both.

We sell aircraft to participants in our aircraft ownership program, and those aircraft are leased back to our air carrier subsidiary for providing charter services to both owners and the general charter market.

In this way, we build our fleet, and owners enjoy charter access to that fleet, rather than just the owners’ individual aircraft.

These are standard features of a functional aircraft program.

Uniquely, our aircraft ownership program provides revenue share and guaranteed availability to owners, coupled with higher utilization and efficiency rates.

https://www.fortunebusinessinsights.com/industry-reports/business-jet-market-101585

https://www.statista.com/statistics/1171101/charter-market-size-united-states/

The following factors are driving growth across the private aviation industry:

• The number of high-net-worth potential customers is growing.

This growth has resulted in an increased demand for exclusive and personalized travel experiences.

According to the Global Wealth Report conducted by Credit Suisse, as of the end of 2021 there were 24.48 million U.S.

millionaires.

This number is expected to rise by 13% to 27.66 by 2026 6 .

According to Forbes, the number of U.S.

billionaires rose from 724 in 2021 7 to 735 in 2023 8 .

• The market of potential private flyers is under-penetrated.

According to the New York Times, referencing a study from McKinsey & Company, there are 100,000 regular private jet fliers in the United States, out of some 1.5 million people who could afford to charter a plane 9 .

The private jet market remains under-penetrated.

We believe factors like a superior owner and customer experience will add to the well-recognized benefits of increased productivity and convenience that private flying offers, in drawing new demand.

• Highly regulated industry creates barriers to entry.

The private aviation market is complex and highly regulated, presenting barriers to scaling, therefore reducing competition, and decreasing price sensitivity.

The industry is also subject to significant regulatory oversight by numerous federal agencies.

However, Volato’s business model fits well within this regulatory environment.

• Commercial airline service is declining.

North American passenger satisfaction with commercial aviation is in decline across all three segments—first/business, premium economy, and economy/basic economy—down more than 29 points from 2021 to 791 (on a 1,000-point scale) 10 11 .

Passengers are responding negatively to increases in cost, flight crew performance, passenger loads, delays, and communication.

• The COVID-19 pandemic increased exposure to private aviation.

This led to more people experimenting with private aviation, increasing engagement with the category.

This was fueled by a lack of access to commercial travel, increased passenger sensitivity to traveling with unknown passengers, mask mandates, and general delays.

We expect interest in private aviation to continue to grow, with changes in how people work and live in a post-COVID pandemic environment bolstering foundational demand.

• New business models are introducing more people to the benefits of flying private.

Semi-private carriers are introducing a new category of fliers to the benefits of private travel.

These carriers provide access to smaller airports, offer reduced travel time, avoid checkpoints, and enable a less stressful customer experience 12 .

• Static industry with little innovation presents opportunities.

A lack of innovation in the industry has contributed to low asset utilization, poor operational and commercial technology, high operational complexity, and antiquated commercial practices, all of which stifle efficiency and scalability.

This leads to a lack of downward pressure on prices.

Through Volato’s unique business model, Volato believes there are significant opportunities to take advantage of the growth in the market and its current lack of innovation, low customer satisfaction and underutilization.

Volato believes it has the understanding, knowledge, experience, and capability to effectively address these market opportunities.

We are committed to prioritizing the satisfaction of our customers in an efficient and sustainable manner.

We strive to achieve this by utilizing innovative business models and technology to deliver a service that maximizes fleet utilization and profitability and improves customer satisfaction.

Credit Suisse Global Wealth Report 2022, Page 40, Table 1 (https://www.credituisse.com/media/assets/corporate/docs/aboutus/ research/publications/global-wealth-report-2022-en.pdf)

Forbes’ 35th Annual World’s Billionaires List:

Facts And Figures 2021 (https://www.forbes.com/sites/kerryadolan/2021/04/06/forbes-35thnnual-worlds-billionaires-list-facts-and-f

Forbes Billionaires 2023:

The Richest People In The World dated August 9, 2023 (https://www.forbes.com/sites/chasewithorn/2023/04/04/ forbes-37th-annual-worlds-billionaires-list-facts-and-figures-2023)

www.nytimes.com/2021/10/01/your-money/private-jets-demand.html

https://www.jdpower.com/business/press-releases/2021-north-america-airline-satisfaction-study

https://www.jdpower.com/business/press-releases/2023-north-america-airline-satisfaction-study

https://www.forbes.com/sites/suzannerowankelleher/2022/08/01/amid-airport-chaos-semi-private-jet-travel-emerges-ashegoldilocks- option/?sh=5abb9e8a11c7

Our private aviation offerings are designed with the goal of delivering exceptional value to our customers.

We achieve this by employing a strategy with objective and measurable performance metrics.

One of our key strategies is the “Right Plane for Right Mission” approach.

We have developed a core fleet of HondaJets that covers what management believes is the majority of private aviation missions in the markets in which we serve.

These missions generally involve up to four passengers and distances of less than 1,000 nautical miles.

We believe the HondaJet provides a best-in-class cabin experience, while also maintaining competitive operating costs.

We also place great importance on developing strong, positive relationships with Honda.

The following are certain benefits of the HondaJet that we believe make it the ideal aircraft for our fleet:

• The HondaJet is a revolutionary aircraft that combines superior performance, comfort, and efficiency.

Its innovative design features include a unique over-the-wing engine mount, natural laminar flow wing, and advanced flight deck technology.

• The HondaJet’s compact size and superior performance make it ideal for business and personal travel, with a range of up to 1,400 nautical miles and a top speed of 422 knots.

Its spacious cabin comfortably seats up to six passengers and offers a range of amenities, including a fully enclosed lavatory and Wi-Fi connectivity.

• The HondaJet’s advanced safety features include an all-glass cockpit with state-of-the-art avionics, automatic stability augmentation system, and enhanced flight vision system, making it one of the safest and most advanced light jets on the market.

We believe in maintaining an alignment of economic interests with our aircraft owners.

Through our program’s unique revenue sharing feature, we empower aircraft owners to share in eligible revenue generated from charter flights on their aircraft while maintaining preferred-rate access for their own flights on our fleet.

This, together with our proprietary software, allows us the flexibility needed to maximize fleet utilization.

To further maximize fleet utilization, we have developed a suite of products that target underserved market segments.

This commercial approach to fleet utilization allows us to offer a more comprehensive range of services to our customers, while also increasing our profitability.

Our business model has three main components:

1) our unique aircraft sales and ownership program, 2) our aircraft management services, and 3) our revenue from charter flights which includes owner flights, deposit product flights, and wholesale/retail charter flights.

The aircraft ownership program is an asset-lite model whereby we sell each fleet aircraft to a limited liability company.

The LLC, owned by third-party owners, leases the aircraft back to us for management and charter operation on behalf of the LLC under 14 C.F.R.

Each program participant separately contracts with us for charter on our HondaJet fleet on preferred terms, generally including a set monthly management fee and preferred charter rates.

For our second business model component, we provide aircraft management services to existing aircraft owners and help them monetize their aircraft through third-party charter activities.

Finally, our commercial services generate demand

for both the aircraft ownership program fleet and managed aircraft fleet through the operation of retail deposit programs and retail charter as well as wholesale charter through brokers.

Volato Aircraft Ownership Program – An Innovative Approach to Shared Aircraft Ownership

Traditional fractional private aviation programs have typically been operated under 14 C.F.R.

Subpart 91K, where fractional owners receive a block of entitled hours relative to the size of their fractional interest in the aircraft.

standard assumes 800 occupied flight hours is equal to a full interest, meaning a 1/8th share would be recommended for an owner looking at 100 hours of annual usage.

We believe there are several disadvantages with this traditional model that can negatively impact the fractional owner:

• Does not provide the primary benefits of full aircraft ownership.

Key benefits of owning an aircraft are the same basic “bundle of rights” that come along with ownership of any property, including the rights of possession, control, and enjoyment.

In a traditional fractional model, the owner must sacrifice both control over how much it flies as well as enjoyment of revenue generated from the asset.

• Hard for customers to forecast flight usage needs across multi-year programs.

Entitled hour programs require fractional owners to commit to an annual usage level for the length of the program.

It is challenging for owners to forecast this accurately resulting in either owners overflying and requiring additional hours that may not be available or only available at substantially increased prices, or under flying and the program being more expensive than originally forecast.

• Depreciation is only applicable for a percentage of flights deemed business use.

Many traditional fractional program owners who use their program for a mix of business and leisure travel are often disappointed to learn they may only be eligible for bonus depreciation on the percentage of their total usage that is deemed business use, and the leisure portion is not eligible.

Additionally, if an aircraft owner’s use is primarily personal, no depreciation is available.

• Lack of transparency into aircraft flight operations.

In the traditional program, fractional owners are often not provided detail into their aircraft’s flight operations, and it is generally not transparent how the aircraft is used or monetized outside of the fractional owner’s usage or if any of the owners benefit from that associated revenue generation.

• Fractional Owners traditionally accept operational control of their flights and the liability and risk associated with operational control.

Traditional fractional ownership programs require their owners to execute an acknowledgment of operational control, where the fractional owner agrees to accept liability and risk associated with their flights operated under 14 C.F.R.

Our solution provides an innovative and more financially viable model.

Our program is a more versatile and operationally efficient version of aircraft ownership that provides key benefits of full aircraft ownership to the program participants.

The program was designed to be more financially efficient by focusing on maximizing aircraft flight utilization while better aligning the interests of aircraft owners and us.

The program participants are building our fleet, secured on a long-term basis at a lower cost of capital than leasing or acquiring aircraft, with lower risk, as we only pay revenue share based on usage rather than a flat monthly rate.

Our revenue share payments to the LLCs that own the aircraft may reduce the pressure fractional owners often feel to fly a certain number of hours in a contract year.

As a result, we may generate additional capacity on the fleet for non-owner flights.

• Fractional owners participate in aircraft revenue share.

Our program participants enjoy a revenue share from eligible Volato revenue flights.

The revenue share is a set contracted amount per eligible occupied revenue-generating flight hour and is calculated and remitted monthly to each aircraft holding SPE, which then distributes on a pro-rata basis to its members, the aircraft owners.

• Unlimited flight hours regardless of fractional size .

By decoupling ownership and usage, and removing the concept of entitled hours, our HondaJet fractional owners can fly unlimited hours under the terms of the owner’s individual contracts with our air carrier subsidiary.

A 1/16 th owner can fly as much or as little as they wish and is not limited by the size of their share.

• Favorable tax treatment for owners.

Due to the unique nature of our aircraft ownership structure, our owners may be eligible for depreciation of their aircraft asset through their respective Plane Co LLC interests.

• Our unique program benefits influence purchase decision.

Traditional programs with entitled flight hours require customers to factor in anticipated flight hours into their fractional program purchase decisions.

In contrast, we believe our owners are basing their purchase decisions based on anticipated flight usage and their personal financial situation.

Our owners may buy a larger share based on their individual tax profile and depreciation benefits, or the larger revenue share they wish to receive as owners of larger shares enjoy preferential hourly rates and receive a larger revenue share based on the percentage of the owned aircraft.

• Transparency into Flight Operations.

Our software innovations allow for more transparency into its flight operations by providing program participants detailed information on their aircraft’s commercial activities and maintenance status.

• Transfer of Operational Control and Management .

Under 14 C.F.R.

Part 135, we assume operational control of aircraft we operate by way of a lease, which transfers responsibility for aircraft management and liability arising from the operation of the aircraft by us.

In contrast, under Part 91K fractional programs, the owners retain operational control of the aircraft and have potential liability exposure related to the aircraft operations.

Our Current Fleet

Together with the benefits of HondaJets, we are focused on bringing efficiencies to the private aviation market, eliminating unnecessary and expensive unused capacity from private flights.

The traditional route to cost reduction in private aviation has been either single-pilot operations or deploying turboprop aircraft instead of jets.

These methods are logical;

single-pilot operations save on personnel costs, and turboprop aircraft are cheaper to operate.

However, both measures have inherent downsides.

Single-pilot operations have safety implications due to increased pilot workload, while turboprops are generally slower and noisier than jet aircraft.

Recognizing the gap in the market for an economically efficient but uncompromised private jet experience, we have not adopted these conventional cost-cutting measures.

Instead, we are focusing on building a fleet of jet aircraft that meets the needs of our customers and is properly gauged for the majority of private aviation flights in the markets we serve.

The above concepts were central when considering and selecting aircraft for our fleet and unique business model.

Our fleet is primarily composed of the HondaJet HA-420, a jet in the Very Light Jet market segment, that is best suited for flights of four or fewer passengers and under three hours or 1,000 nautical miles.

Compared to the Phenom 300, we believe the HondaJet offers multiple advantages:

• Superior Operating Efficiency.

The HondaJet’s design and performance profile means it is not just less expensive to operate but also matches the fuel economy of a turboprop, maintaining the speed and quietness of a jet without incurring extra fuel costs.

This efficient operation enables us to offer cost savings to customers while preserving the jet experience.

• Superior Cabin Experience.

The over-the-wing engine mount design of the HondaJet decreases cabin noise, thus enhancing passenger comfort.

Despite its smaller size, it provides a comfortable cabin and a larger luggage compartment compared to other jets in its category.

• No Compromise.

While the HondaJet HA-420 is rated for single-pilot operations, all of our HondaJet commercial passenger flights are operated with two pilots.

This staffing includes safety and service benefits for our customers, while offering a more cost-effective solution.

Aircraft Ownership Program Revenue Streams

Our Aircraft Ownership Program has 3 revenue streams that are long-term (5-year contract), recurring in nature and predictable, which together provide a high level of revenue visibility for the business.

• Aircraft Sales Revenue.

We sell aircraft to the LLCs, and the aircraft are subject to a 5-year leaseback to us.

We believe that if we deliver on our brand and product promise then we should see a substantial renewal rate by program participants when the lease expires.

• Monthly Management Fee.

Program participants under our traditional pricing structure pay a set monthly management fee, which is subject to an annual increase.

Holders of smaller sizes (i.e., 1/8th and 1/16th) pay a premium.

Program participants under our low-use pricing structure do not pay a monthly management fee but pay a premium for their usage.

This revenue is included in “aircraft management revenue” in our MD&A.

• Charter Flight Revenue.

Program participants may book flights on the HondaJet fleet at preferential hourly rates.

Repositioning fees are waived for owner flights departing within an estimated two-hour flight time from select our bases.

Fuel is separately charged to the owner at our blended cost.

The total flight charge is invoiced after the flight is completed and the revenue is included in “charter flight revenue” as in our MD&A.

Commercial Strategy – Optimizing Fleet Utilization

We are developing commercial capabilities in the light jet market segment with our HondaJet fleet through a multi-channel, segmented product and pricing approach.

Under our ownership program, owners have guaranteed availability to our aircraft on an unlimited basis.

When owners are not flying, we have an opportunity to sell capacity that would otherwise remain unused as charter flights (“Charter”), which

is a non-guaranteed availability offering.

At all times, we maintain operational control over our aircraft (i.e., we assign aircraft to and accept flights at our discretion), without requiring any aircraft owner approval.

This provides us with the ability to schedule flights efficiently.

We take advantage of this Charter opportunity with dynamic pricing offered through a variety of options available simultaneously to our flight deposit program and general retail and wholesale customers.

We use a proprietary pricing tool to adjust pricing for any given flight based on factors such as forecasted demand, available aircraft, and booking dates.

In contrast, it is typical in private aviation for pricing to be set at fixed hourly rates that do not vary.

Through inventory management and pricing practices, we can offer Charter customers access to our fleet, depending upon demand and other criteria we set.

While we do not guarantee availability for any Charter customer at any time, we also do not require any long-term commitment or block access to our fleet during peak demand periods.

Revenue Streams from Fleet Optimization

All of the revenue described below in revenue streams from fleet optimization is included in “aircraft usage revenue” in Volato Group’s MD&A.

Deposit Products

We have created a complementary set of products with differentiable attributes beyond price.

For the HondaJet floating fleet, our service network for all Charter services is presently focused on domestic operations with limited access to Mexico, Canada, and the Caribbean.

Pricing for flight services on all Charter quotes, though determined dynamically, is fixed at the time of quoting.

Volato Insider

We introduced a deposit-based program in March 2023 to reduce the inefficiencies of booking and paying on a trip-by-trip basis while rewarding larger deposit customers with capped rates for HondaJet flights in certain geographical zones.

Deposit customers pay the lower of the then-current general charter rate or the capped rate.

Larger deposits in the program receive capped pricing in larger geographical zones.

Insider deposit customers have preferred access for charter requests over general charter, and the program is fully refundable for any unused balances during the term of the agreement, but are not refundable after the term of the agreement, except any incentive credits customers may have received.

Volato Stretch Jet Card

Launched in 2022, the Volato Stretch jet card is designed for price-conscious customers with high schedule flexibility.

We may make changes to itineraries under this program and compensate customers for eligible changes with non-cash credits towards future flights.

Unused balances may be refunded during the term of the agreement, but are not refundable after the term of the agreement;

incentive credits are not refundable.

Charter currently comprises approximately 40% of our revenue flight hours.

However, our strategy is to build our deposit program customer base, and reduce general Charter.

General Charter helps us increase our fleet utilization by filling in capacity remaining after the aircraft ownership program or deposit program customer flights.

To improve our general Charter capabilities, we are working on proprietary software to improve our quoting, pricing, and scheduling processes.

These capabilities are designed to improve the customer booking experience and increase the speed of transactions.

Volato Aircraft Management Services

Volato Aircraft Management Services (the “Volato AMS”) is a full-service management and charter operator line of business within Volato Group.

Under Volato AMS, owner aircraft are managed by and leased to Volato Group for both owner flights and third-party charter flights under our FAA Air Carrier Certificate, or managed by us for the owner’s exclusive use.

The benefits to the wider organization of the Volato AMS division include having additional aircraft which can be used by us for occasional charter capacity and for last-minute relief flights when our charter fleet planes become unavailable for scheduled flights.

Some aircraft also provide additional capabilities such as larger cabins and range.

By increasing the total aircraft available to us for Charter, Volato AMS also helps unlock economies of scale to the benefit of Volato Group and its aircraft ownership program participants.

The Volato AMS managed fleet includes a range of different aircraft that were primarily inherited as part of the Gulf Coast Aviation acquisition in March 2022.

Going forward the key focus is airframes which are part of our core fleet, currently HondaJets.

Volato AMS currently manages six aircraft on the FAA Air Carrier Certificate and one airplane is managed solely for owner use and is not on the Certificate.

Revenue Streams for Volato AMS

The two sources of revenue are aircraft management fees and Charter revenue sharing.

Aircraft management fees which are included in managed aircraft revenue in our MD&A are paid by aircraft owners to Volato AMS and include all operating expenses for the aircraft:

maintenance, crew hiring and management, flight operations, dispatch, hangar, fuel, cleaning, insurance, and aircraft Charter marketing.

Volato AMS typically receives 15% of the revenue per Charter trip and revenue from these charter trips are included in “charter flight revenue” in our MD&A.

Software Strategy

Following a thorough examination of off-the-shelf flight management systems, we identified that none could fully meet our current and projected needs.

Consequently, in September 2022, we made the decision to develop a custom flight management and marketing platform to meet our specific requirements.

Our cloud-based software, Mission Control, is a modern, API-first solution for the management of our business.

Mission Control provides a wide range of features, including Avinode data integration and synchronization, an internal/external-facing Charter pricing tool, and a Broker Rewards program, a voluntary program through which we pay a commission to third-party individual Charter brokers for eligible flights purchased through the brokers.

Our software also offers an Empty Leg Marketing module, which provides daily deals to customers, increasing their opportunities to save on Charter flights.

Mission Control's reporting dashboards provide real-time insights into daily Charter sales, fleet performance, and select key performance indicators (“KPIs”).

The platform's crew and aircraft scheduling tools enable the management of aircraft ownership, monthly flight hours, and owner flight activity.

The fleet map feature provides an interactive display of our entire fleet, allowing us to track aircraft locations in real-time via an ADS-B data provider.

Our Aircraft Owner Database feature includes a customer relations management tool, meet and greet alerts, an auto-generated weekly email newsletter, and automated billing and invoicing functionality.

The platform's Customer Flight Reviews feature, which includes Net Promotor Score metrics, allows us to collect valuable feedback from customers and make informed business decisions.

Our software solution improves transparency, operational efficiency, scalability, and customer satisfaction.

Additionally, it enhances our financial performance, by streamlining our flight management processes and reducing manual workloads.

Real-time updates to KPI dashboards and alert notifications, delivered over multiple communication channels and through multiple visualizations enable swift decision-making and greater oversight across our operations.

Flight reviews are output to a Microsoft Teams channel that is open to the entire company.

Aggregate NPS scores displayed in our proprietary Volato MissionControl application.

One of our core aims is to improve customer satisfaction by enabling real-time interactions across our entire enterprise.

Our platform enables greater transparency and visibility for our customers with the opportunity to follow their journey and receive updates at every stage.

This enables us to reduce customer complaints, boost retention rates, and enhance our reputation in the market.

Enhancing transparency by sending an automated weekly email to aircraft ownership program participants about their asset’s performance over time.

Volato Mission Control Aircraft Dashboard

Additionally, our proprietary software solutions enhance marketing capabilities by exposing features of the platform to potential customers, including charter brokers and retail customers which we believe will increase charter sales and create greater brand exposure.

In March 2022, we placed orders for four Gulfstream G280s for delivery in 2024 and 2025.

In September 2022, we started internal development on our full suite Flight Management Software platform Mission Control, and on October 4, 2023, we announced the commercial launch of Vaunt, our proprietary consumer facing empty leg platform.

On December 1, 2023, Volato, Inc., PROOF Acquisition Corp I (“PACI”), and a wholly owned subsidiary of PACI (“Merger Sub”) entered into the Business Combination Agreement, dated August 1, 2023 (the “Business Combination Agreement”).

Pursuant to the Business Combination Agreement, a business combination between PACI and Volato was effected through the merger of Merger Sub with and into Volato, with Volato surviving the merger as a wholly-owned subsidiary of PACI (the “Business Combination”).

In connection with the consummation of the Business Combination, PACI changed its name to “Volato Group, Inc.”

After thoroughly reviewing off-the-shelf flight management systems, we found that none fully met the needs of private aviation operators.

Consequently, in September 2022, we committed to developing proprietary solutions that address the operational, scheduling, and customer engagement challenges unique to the private aviation sector.

This decision led to the creation of our two flagship platforms:

Mission Control and Vaunt.

Mission Control, our proprietary flight management system, addresses the limitations of traditional third-party solutions by leveraging real-time data, advanced automation, and a user-centric design, which collectively streamline complex workflows, improve fleet utilization, and enhance operational efficiency.

Developed from the ground up, Mission Control was designed to be both scalable and adaptable to the evolving needs of the private aviation industry.

Vaunt, our customer platform, offers a subscription service for affordable private flights, giving members access to empty-leg flights while also optimizing fleet usage.

Through Vaunt, we are able to reach a broader demographic of spontaneous travelers, who benefit from on-demand private travel without incurring the full costs typically associated with the sector.

Since its introduction, Vaunt has quickly gained traction in the market, demonstrating strong consumer demand with over $1.5 million in ARR and a growing user base.

In September 2024, we announced an agreement with flyExclusive, Inc.

(“flyExclusive”), a leading provider of private jet charter services, to transition the management of our aircraft ownership program fleet operations to flyExclusive.

This move is expected to bring substantial cost savings and provide Volato with the opportunity to focus on its high-growth areas, including aircraft sales and proprietary software.

We will continue to take delivery of new aircraft.

Volato will benefit from the margins on aircraft sales without the burden of operational costs, while also generating revenue from its proprietary software, including the Vaunt platform, our successful empty leg consumer app.

In the fourth quarter of 2024, we transferred the aircraft lease agreements to flyExclusive and we have no further obligations under the aircraft lease agreements.

The private aviation industry, historically under-innovated, faces challenges in asset utilization, operational complexity, and customer service.

Volato’s software offerings are built to address these challenges directly, establishing Volato as a knowledgeable innovator in aviation software.

Our approach positions us to meet increasing demand for streamlined, scalable, and customer-centric solutions, setting a new standard in private aviation technology and unlocking additional value across the sector.

Mission Control:

Addressing Operational Challenges in Private Aviation

The private aviation industry faces unique operational challenges, particularly for Part 135 operators who must manage complex scheduling, crew assignments, and customer engagement processes while ensuring regulatory compliance.

Traditional third-party software solutions in the market have proven inadequate for meeting these specific needs, often requiring significant customization or workarounds that add complexity and inefficiency.

Mission Control, a cloud-based software, was developed by Volato as a direct response to these challenges, experienced firsthand as a flight operator.

Our proprietary, cloud-based software provides a robust, API-first solution for Part 135 operators, streamlining critical functions across flight scheduling, customer relationship management (CRM), crew management, and more.

Mission Control not only addresses operational needs but also enhances data transparency and customer engagement, positioning Volato as an innovative leader in aviation technology.

Mission Control Key Modules

Mission Control centralizes and automates a wide range of workflows, allowing operators to reduce operational overhead and improve service quality.

The platform is organized into several key modules:

Flight Scheduling and Optimization:

Mission Control allows operators to manage and adjust schedules in real-time.

The system’s Fast Feasibility and Disruption Cost modules enable rapid adjustments for unexpected changes, such as Aircraft on Ground (AOG) situations, with options for both optimized packing and maximum resilience in case of recovery needs.

Mission Control Flight Scheduling results output Figure:

Mission Control Flight Optimization

Integrated Crew Management:

Mission Control offers tools to manage crew assignments, duty logs, scheduling, and compliance.

The platform tracks pilot qualifications, duty times, and crew preferences, making it easy for operators to ensure that the right personnel are assigned to each flight.

The Crew App supports pilots in logging trips, submitting duty data, and receiving updated itineraries, all from a mobile interface.

Mission Control’s omnichannel communication system consolidates customer interactions across email, SMS, in-app messaging, automated calls, and recorded calls.

Each flight is assigned a unique service ticket, consolidating and tracking all relevant communication for easy access by team members.

This feature enhances service consistency, reduces response times, and improves the overall customer experience.

Real-Time Analytics and Dashboards:

Mission Control provides operators with comprehensive KPI and daily dashboards that offer real-time insights into key operational metrics.

Mission Control offers operators real-time dashboards with insights into key metrics, from fleet performance to customer satisfaction.

From fleet performance to customer satisfaction scores, these dashboards enable data-driven decision-making at every level of the organization.

Aggregate Net Promoter Score (NPS) results, gathered post-flight, are visible to the entire team, fostering a culture of continuous improvement.

Mission Control Aircraft Dashboard

Sales and Customer Engagement Tools:

Mission Control includes built-in CRM tools for managing customer contacts, owner programs, and referral incentives.

Through features like JetQuote, Pocket Sales Calculator, operators can provide instant quotes, generate contracts, and capture e-signatures.

This suite of tools enables operators to deliver streamlined sales and service processes, enhancing customer engagement and conversion rates.

Our proprietary instant-pricing system and e-signature platform reduces overhead while providing customers with improved service.

Currently, our reservation/flight operation team enters flight reservations, schedules, invoices, and quotes into a third-party system.

This data is, in turn, imported into Volato Mission Control in near-real time.

Mission Control Flight Scheduling

With Mission Control, we have access to a sophisticated tool for managing our business, providing real-time access to essential data, streamlining operations, and enhancing the customer experience.

Our software is designed to drive our productivity, resulting in reduced costs, and increased operational efficiency and revenue.

Social Impact Initiatives

As a growing company, we have an opportunity to build an aviation company for tomorrow.

Our business model, fleet, people, and culture have all been influenced by our awareness of our social impact and place as a good corporate citizen in our community.

We prioritize environmental responsibility and operate a fleet of efficient aircraft.

Lower fuel burn and operating costs are key selection criterion in evaluating prospective airframes for our fleet.

Aircraft that match these criteria, in addition to being financially efficient, reduce the carbon footprint.

We believe that sustainability is a critical aspect of our business and offset 100% of the CO2 generated by our HondaJet core fleet’s flight operations (which excludes any HondaJets that are managed by us) through our participation in the 4AIR offset program by purchasing carbon offsets for all fuel used by the fleet;

however, we cannot provide assurance that such 4AIR offset program will achieve its stated goal.

Although we do not perform any independent monitoring, 4AIR’s carbon offset program is quantified and verified by several leading carbon offset registries which issue serial numbers to us for each retirement of the carbon offset.

Through this offset program, we are actively taking steps to reduce our impact on the environment.

We also strongly believe in creating a diverse, equitable, and inclusive workplace that values and celebrates all employees.

We recognize the importance of promoting diversity in the aviation industry, and as of 15 April 2023, we actively support organizations such as Women in Aviation, the Organization of Black Aerospace Professionals, National Gay Pilot Association, Latino Pilots Association, Professional Asian Pilots Association, and the U.S.

We invest in our employees and provide a range of competitive benefits.

We offer comprehensive healthcare including dental and vision, a matching 401k program, paid time off, life insurance, and short-term disability.

We invest in our team through training and mentorship.

Our commitment to sustainability and diversity is just one aspect of our overall mission to provide the best possible experience for our customers.

By prioritizing the needs of our employees, we are able to create a positive and welcoming environment that translates into an exceptional aviation experience for all our clients.

We are dedicated to setting high standards and providing our customers with a truly exceptional experience.

Flight Operations

Within our organization, we have a dedicated Flight Operations team that is responsible for the safety and efficiency of our aviation operations.

This team is comprised of various sub-teams, including our Safety team, Operations Control Center (OCC), Experience Concierge (EC), maintenance team, aircraft management team, and training team.

Our safety team is tasked with implementing and maintaining our safety standards in all aspects of our operations.

They continuously monitor and evaluate our safety protocols, with an emphasis on applying industry best practices and regulatory compliance.

The Operations Control Center (OCC) team is responsible for overseeing and managing our daily operations.

They monitor flights, manage schedules, and make real-time decisions to support flight operations.

Our Experience Concierge (EC) team focuses on providing our aircraft ownership program, jet card, and charter deposit program customers with a first-class travel experience.

They work closely with these customers to understand their needs and preferences, and EC’s goal is to deliver seamless and enjoyable travel experiences.

Volato’s hospitality-oriented Experience Concierge account management team is central to our focus on Customer Experience (CX).

This is the reason why our HondaJet fleet aircraft have the tail signifier of “CX”.

The maintenance team is responsible for maintaining the airworthiness of our aircraft.

They conduct regular inspections, repairs, and maintenance to keep our aircraft in condition and meeting required safety standards.

They also work with our maintenance program vendors to schedule third-party maintenance.

Our aircraft management team is responsible for overseeing the overall management and operations of our aircraft fleet.

They work closely with our maintenance team to keep our aircraft ready to operate on schedule.

Finally, our training team is responsible for training our pilots and other staff members.

They also continuously monitor and evaluate our training programs.

Our Flight Operations staff is located in numerous states in the U.S., including locations in all continental time zones.

While many of our employees work remote-first, we have concentrated groups of personnel in the Houston, Texas and

Saint Augustine, Florida areas.

Our pilots are not “home-based” like traditional airlines/fractional jet operators, allowing them to work from any U.S.

state and travel to their assigned aircraft at the start of their scheduled work rotation.

This approach provides significant advantages over legacy physical operations centers, as it allows us to operate more efficiently and effectively and increase recruiting opportunities, while also reducing our environmental footprint.

Air Carrier Operations

We provide our passenger air carrier services through G C Aviation, Inc.

d/b/a Volato, a wholly-owned subsidiary and Part 135 certificate entity.

G C Aviation is our exclusive Part 135 operator and provides flight services, aircraft management, private aircraft charter services, and maintenance support.

At Volato Group, we pride ourselves on our commitment to safety.

We believe that safety is not only a fundamental aspect of our organizational culture, but also a cornerstone of the aviation industry.

As such, we view compliance with the Federal Aviation Administration (FAA) regulations as merely the baseline for our safety commitment.

To further reinforce our dedication to safety, we have gone above and beyond the minimum FAA requirements by establishing higher safety standards across a range of critical areas such as pilot experience, certification, training, and safety programs.

We have implemented Safety Management Systems (SMS) for our air carrier subsidiary that surpasses the FAA regulatory requirements.

Our SMS is a valuable tool for identifying potential hazards, assessing and mitigating risks associated with those hazards, collecting safety data and, most importantly, acting on that data to improve operations.

The SMS is managed by our Director of Safety.

One of the key components of our SMS is the Flight Risk Assessment Tool (FRAT), which is used on every flight operated by Volato Group to quantify the flight’s level of risk.

Every flight has some level of risk, so the FRAT is important to help distinguish, in advance, between a lower-risk flight and a higher-risk flight.

Once identified, higher-risk flights can be assessed for potential mitigation.

Aside from our internal safety management efforts, we are also proud voluntary participants in audits from various third-party safety organizations, including ARGUS and IS-BAO.

These audits provide us with an opportunity to have external experts review and enhance the continuous improvement of our SMS.

We believe that our commitment to safety is the cornerstone of our organizational culture.

Through our Safety Management Systems and voluntary participation in third-party safety audits, we remain committed to all aspects of safety across our operation.

Volato’s Pilots

All of our commercial passenger flights are operated with two trained and qualified pilots.

Our pilot requirements exceed the Federal Aviation Administration's (“FAA”) requirements and training criteria outlined in the Federal Aviation Regulations.

Each of our pilots is required to hold an appropriate FAA-required FAA pilot certificate and FAA medical certificate, as well as the necessary type rating for the aircraft they will be flying.

In addition to meeting these essential requirements, our pilot selection process also includes a comprehensive screening process that considers a candidate's professional background, customer service skills, and safety record.

This process includes both technical and customer service interviews, allowing us to identify candidates who possess the necessary skills and traits to provide our customers with a superior travel experience.

Once selected, our pilots undergo mandatory advanced aircraft ground and flight training in a full-motion simulator, as well as recurrent training on the relevant aircraft.

Through this comprehensive training regimen, our pilots are prepared to handle a challenging situation that may arise during a flight.

Aircraft Maintenance and Repairs

As an aviation company, safety is our utmost priority.

We have established a maintenance program that covers all types of maintenance and repairs that occur on different schedules.

This includes line maintenance, which involves scheduled maintenance inspections, routine repairs, and unscheduled items as needed.

Additionally, we perform scheduled airframe maintenance inspections and engine overhauls at appropriate intervals for any given airframe or engine.

maintenance is scheduled to prioritize the least disruption and downtime, ending mission proximity to a service center, and compliance with maintenance program requirements.

We also conduct unscheduled and “airplane on ground” (“AOG”) repairs as necessary, and as soon as possible, to return the aircraft to service in a timely fashion.

We have two maintenance facilities, one located in St.

Augustine, FL and one in Houston, TX.

We use third-party maintenance providers to perform substantially all scheduled maintenance work.

We have contracts with airframe manufacturers to provide parts and maintenance labor for our aircraft at pre-negotiated pricing and rates.

Additionally, we have agreements with select airframe and engine manufacturers whereby they provide maintenance services for various aircraft on our certificate.

These services are primarily focused on scheduled airframe maintenance inspections, engine inspections, and engine overhauls, in exchange for an hourly rate per flight hour or engine cycle charge.

Furthermore, we have pricing agreements with various fuel providers across the United States, which provide us with pre-negotiated pricing for fuel, as well as handling and facility fees at each location.

We have entered into agreements with a well-known third-party supplier for factory-authorized pilot training, which includes fixed price training slots throughout the year for both initial and recurrent pilot training.

Government Regulation

Primary Domestic Regulators

The subsequent paragraphs provide a brief overview of the roles of some of the most notable domestic regulators relevant to our business operations.

It is important to note that this summary is not intended to be comprehensive, as it does not encompass every regulator or rule governed by these regulators.

The Department of Transportation (“DOT”) serves as the primary regulator of economic matters within the aviation industry.

Specifically, with respect to our business operations, DOT oversees our subsidiary that operates as an air taxi under Part 298 (14 C.F.R.

Part 298, referred to herein as “Part 298”).

This includes the economic authority to conduct business as a type of air carrier, as well as consumer protection and insurance requirements applicable to such business.

Furthermore, DOT regulates our advertising and service offering under Part 295 (14 C.F.R.

Part 295, referred to herein as “Part 295”).

As a statutorily-defined “ticket agent” and “air charter broker” under Part 295, we are subject to DOT jurisdiction in offering and selling our charter programs and in arranging flights on behalf of our customers.

In all aspects of our business operations that fall under DOT's purview, we are obligated to comply with its statutory and regulatory authorities to prevent and redress “unfair” or “deceptive” practices.

We are also subject to DOT's consumer protection regulations, which cover various areas, such as data reporting, recordkeeping, advertising, ticket sales, and ensuring equal access to air transportation for disabled passengers.

Additionally, DOT enforces U.S.

laws governing the citizenship of air carriers.

This includes requirements that air carriers be under the actual control of U.S.

citizens and satisfy certain other criteria, including having a U.S.

citizen as our president/chief executive officer and at least two-thirds of our Board, and other managing officers must be U.S.

citizens, and that at least seventy-five percent of our voting stock must be owned and controlled, directly and indirectly, by U.S.

The amount of non-voting stock that may be owned or controlled by non-U.S.

citizens is limited as well.

The Federal Aviation Administration (“FAA”) is the primary governing body responsible for overseeing safety matters in the aviation industry.

Its regulatory framework encompasses various facets of civil aviation, including the design and manufacture of aircraft and their components, inspection, maintenance, repair and registration of aircraft, as well as the training, licensing, and performance of duties by pilots, flight attendants, and maintenance technicians.

The FAA also regulates safety-sensitive personnel for prohibited drug use or alcohol consumption, and oversees the design, construction, and maintenance of runways and airport facilities.

Furthermore, the FAA is tasked with managing air traffic control systems and the complex air traffic at busy airport facilities.

It certifies and monitors air carriers, establishes Safety Management Systems, promotes voluntary data disclosure systems that aid in enhancing safety, and oversees and controls the operations of air carriers by their accountable managers, directors of operations, and directors of maintenance, among other key personnel.

The FAA's regulatory framework is comprised of several parts found in Title 14 of the U.S.

Code of Federal Regulations.

For instance, Part 91 contains the general rules for flight safety, while Part 135 contains additional rules that apply to commercial on-demand operations.

In the event of a security threat, environmental risk, or other emergency, the FAA holds the power to shut down segments of airspace or even the entire U.S.

airspace to civilian use, as demonstrated on September 11, 2001.

As an agency of the Department of Homeland Security (“DHS”), the U.S.

Transportation Security Administration (“TSA”) is the primary regulatory body responsible for security matters in the aviation industry.

The TSA's oversight extends to standard security programs in use by U.S.

airports and air carriers, which cover areas such as flight crew training, passenger identity and screening, security watchlists, and cooperation in threat assessments and responses.

Customs and Border Protection (“CBP”), also an agency of DHS, plays a crucial role as the primary regulator of customs, immigration, and public health matters affecting the aviation industry.

Whenever our air carrier operations involve international flight segments, we are required to provide CBP with advanced disclosure of passenger information, facilitate the inspection of baggage, including prohibited substances or invasive species of plants or animals, and ensure proper disposal of any foreign-originating refuse on the aircraft.

The Environmental Protection Agency (“EPA”) is the primary federal environmental regulator, responsible for promulgating new rules relating to greenhouse emissions from carbon fuels used in aircraft engines in January 2021.

These rules are expected to bring about changes in future aircraft engine designs and approvals, leading to a turnover in which engines may remain in use in the coming years.

However, this area of regulation remains subject to change based on domestic and international pressures to address the perceived needs of our global environment, making it difficult to predict how these developments might impact our business in the future.

The vast majority of airports where we operate are owned and operated by state and local government entities, which have the right to impose safety, security, and other regulations as long as they do not conflict with federal law.

Airport authorities also have extensive property rights, enabling them to impose conditions on leasing and using airport facilities.

The terms on which an airport authority might lease or allow use of its property may be less favorable than customary for real estate transactions outside of an airport environment.

These regulatory authorities possess the power to suspend or revoke our certifications or authorizations, impose monetary fines and other civil penalties, and refer cases for criminal prosecution, which could halt our business and flight operations.

These actions may occur with or without an opportunity for us to present our defense before action is taken by the regulator.

Even if our position is potentially reasonable, we may not prevail in an appeal because of the regulators' significant discretion and the deference given to their interpretation of the facts and law during the appeal process.

The National Transportation Safety Board (“NTSB”) is an independent agency that is responsible for oversight of aircraft accident investigations.

NTSB regulations that govern accident notification are contained in 14 CFR Part 830.

NTSB has the authority to issue subpoenas in conjunction with accident investigations.

NTSB may elect to delegate accident investigation duties to the FAA.

Signed contracts are assigned a service ticket and moved into the Omnichannel client communications module where all customer and intra-company interactions pertaining to the trip are recorded and accessible from one place.

Third-Party Integrations:

To further enhance operational efficiency, Mission Control integrates seamlessly with industry-standard platforms, such as Schedaero, ForeFlight, FuelerLinx, and QuickBooks, as well as general-purpose tools like Microsoft Teams.

These integrations ensure real-time data synchronization across systems, enabling operators to manage tasks and data from a single interface.

Mission Control Commercialization Strategy

With flyExclusive, a top Part 135 operator, onboarded as the first third-party user, Mission Control has launched as a commercial solution for other operators.

Our goal is to address widespread gaps in the aviation software market, offering a platform tailored to the unique requirements of Part 135 operators while leveraging our proven, scalable solution.

Mission Control is designed for Part 135 operators, of all sizes.

Ideal customers are operators seeking to enhance operational efficiency, improve customer satisfaction, and reduce costs associated with scheduling, crew management, and customer communications.

Mission Control directly addresses industry-specific needs with an integrated, customizable solution, positioning it as a strong alternative to standard aviation software.

Volato’s flexible subscription model allows operators to benefit from enhanced customer engagement, operational tools, and data transparency.

By enabling third-party operators to leverage this platform, Volato aims to set a new standard in private aviation software, increasing the availability of optimized operational solutions across the industry.

Vaunt Platform

Empty Leg Industry Backgroun d

The private aviation industry produces a large number of empty leg repositioning flights, with empty leg percentages for floating fleet operators typically ranging between 30-40% of all flight activity.

This represents significant inefficiency and lost revenue opportunities.

Operators have traditionally tried to sell these empty legs.

However, successfully marketing these flights to traditional private aviation customers has been challenging, as they prioritize the flexibility of flying on their own schedules, rather than flying at a discount on pre-set routes and times generated from else’s flight schedule.

Realizing Revenue and Expanding Access

We believe that an opportunity exists to match empty legs with a different customer segment under a different business model, by marketing them to a different segment of customers who private aviation has traditionally ignored.

Vaunt addresses this inefficiency by providing a platform that attracts a broader, under-targeted market segment, presenting affordable access to private aviation while helping operators capitalize on idle inventory.

How Vaunt Works

Vaunt is intended to make it easy and affordable through a proprietary platform and mobile apps for spontaneous and frequent travelers to have a chance to fly private while addressing this empty-leg issue.

Vaunt members pay an annual membership fee and have access to the listed flights, at no additional cost to fly.

Vaunt aggregates empty leg flights from Part 135 operators and lists this flight inventory typically 2-5 days before the scheduled flight departure in its Apple iOS and Android mobile apps.

Users who have downloaded the app are able to review these flights.

Vaunt’s paid members can join the waitlist for flights, if they are placed first on the waitlist when the flight closes they are offered the flight, if they decline, the flight is offered to the next inline member.

Members secure the entire aircraft on their flights, allowing them to bring other passengers and pets at no additional cost, providing an experience that mirrors private aviation exclusivity.

Vaunt uses a proprietary algorithm to determine waitlist priority, calculated using several variables, including but not limited including referrals, prior flight no-shows, and the length of time since your last Vaunt flight.

As part of an annual Vaunt Membership members can purchase one “Priority Upgrade” per subscription cycle.

A Priority Upgrade allows you to jump to the top of the waitlist and secure the #1 position, guaranteeing the member top spot for the flight.

If two members wish to use their Priority Upgrade on the same flight, the first member to purchase and use theirs has the priority.

Vaunt Expansion Strategy

To further expand its platform and fleet offerings, Vaunt seeks to onboard additional Part 135 operators to the Vaunt platform enabling them to gain value and monetize the sunk costs associated with empty leg flights.

Vaunt provides these operators with access to its established customer base and technology, offering a revenue-sharing subscription model as an incentive to list their flight inventory on Vaunt’s platform.

Through these operator relationships, Vaunt aims to grow its inventory, deliver greater flight variety and availability for members, and further establish itself as the leading platform for affordable private aviation access.

Volato Aircraft Sales

Volato expects to take delivery of three Gulfstream G280 aircraft in 2025.

Each aircraft is expected to generate cashflow from the sale of the aircraft which includes an estimated $4.0 million to $5.0 million in gross profit earned on sale and the return of $3 million in cash on deposit for each aircraft.

Using our industry relationships and experience Volato may opportunistically source or acquire additional aircraft in the future.

Privacy and Data Protection

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Compliance with the CCPA is necessary for businesses to provide certain disclosures to California residents, respond to their requests for disclosures regarding their personal information, and offer them the right to opt out of sales of personal information.

The CCPA also provides for severe statutory damages for noncompliance and private rights of action for certain breaches of personal information resulting from a covered business's

failure to implement reasonable security procedures and practices.

The CCPA also provides for severe statutory damages for noncompliance and private rights of action for certain breaches of personal information resulting from a covered business's failure to implement reasonable security procedures and practices.

Furthermore, the California Privacy Rights Act, which took effect on January 1, 2023, expands California residents' rights under the CCPA.

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Our employees are central to our and our customers’ success.

As of December 31, 2023, we have 229 employees, including 116 pilots and no part-time employees.

In addition, we engage a number of contractors and consultants to supplement our workforce.

All full-time employees are located within the United States and fulfill a range of roles, including non-exempt and exempt positions in corporate functions, pilots, and maintenance personnel.

To date, Volato Group and our affiliates have not experienced any work stoppages.

As of March 21, 2025, we have 12 full time employees and no part-time employees.

All full-time employees are located within the United States and fulfill a range of roles in corporate functions.

To date, we have not experienced any work stoppages.

Furthermore, none of our employees are currently represented by a labor organization or subject to collective bargaining agreements.

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We are a remote-first company, founded during the COVID-19 crisis.

Our physical operations are located primarily at three locations:

Augustine, Florida;

Houston, Texas;

and Atlanta, Georgia.

All our facilities are located on land that is leased from third parties.

We believe that these facilities meet our current and future anticipated needs.

In addition, primarily for aircraft ownership program participants’ flight pricing, we designate a few other physical locations as operational bases, which may or may not have personnel or facilities, but which our owners are not charged repositioning fees to fly from.

Due to operating a floating fleet, our core fleet of charter aircraft do not return to our facilities or a designated airport each night, but over-night throughout the country based on their flight schedule.

Our managed aircraft, which are operated primarily for the benefit of the aircraft owners, typically return to a single, “home” airport, but will occasionally overnight at other airports.

In addition, primarily for aircraft ownership program participants’ flight pricing, we designate a few other physical locations as

operational bases, which may or may not have personnel or facilities, but which our owners are not charged repositioning fees to fly from.

Intellectual Property

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and certain foreign trademark applications, including the “Volato” word mark and Dragonfly design mark.

We have a new patent-pending technology, filed in 2023, that advances how aircraft generate revenue by repurposing underutilized aircraft resources for cryptocurrency mining.

Presently, we own the Internet domain “flyvolato.com.” The regulation of domain names in the United States is subject to change, and regulatory authorities may create additional top-level domains, appoint additional domain name registrars, or change the prerequisites for holding domain names.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business