4//SEC Filing
PROOF Acquisition Sponsor I, LLC 4
Accession 0001140361-23-057198
CIK 0001853070other
Filed
Dec 10, 7:00 PM ET
Accepted
Dec 11, 8:48 PM ET
Size
8.3 KB
Accession
0001140361-23-057198
Insider Transaction Report
Form 4
PROOF Acquisition Sponsor I, LLC
10% Owner
Transactions
- Conversion
Class B Common Stock
2023-12-01−5,507,813→ 1,407,600 total→ Class A Common stock (5,507,813 underlying) - Conversion
Class A Common Stock
2023-12-01+5,507,813→ 5,507,813 total
Footnotes (3)
- [F1]On August 1, 2023, PROOF Acquisition Corp I ("PACI"), Volato Group, Inc. ("Volato") and PACI Merger Sub, Inc. ("Merger Sub") entered into that certain Business Combination Agreement (the "Business Combination Agreement") pursuant to which Merger Sub merged with and into Volato effective December 1, 2023 (the "Business Combination"), with Volato continuing as the surviving corporation in the Business Combination and a wholly owned subsidiary of PACI upon the closing of the transactions contemplated therein. On December 1, 2023, the Business Combination closed. As a result of the Business Combination, each outstanding share of Volato capital stock was converted into the right to receive approximately 1.01508 shares of Class A Common Stock. Additionally, the outstanding shares of PACI Class B common stock automatically converted to shares of Class A Common Stock.
- [F2]The Reporting Person is the sponsor (the "Sponsor") of PACI. The Sponsor is controlled by its manager, PROOF Sponsor Management LLC (the "Manager"). The managing members of the Manager are John C. Backus, Jr., Steven P. Mullins and Michael W. Zarlenga. No person individually has the power to vote or control the interests of the Sponsor. Each individual disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein. Accordingly, none of the managing members is deemed to have or share beneficial ownership of the founder shares held by the Sponsor.
- [F3]Consists of warrants to purchase shares of Class A common stock at a price of $11.50 per share.
Documents
Issuer
Volato Group, Inc.
CIK 0001853070
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001894742
Filing Metadata
- Form type
- 4
- Filed
- Dec 10, 7:00 PM ET
- Accepted
- Dec 11, 8:48 PM ET
- Size
- 8.3 KB