Hymowitz Gregg 4

What Happened
Gregg Hymowitz, reported as a 10% owner via affiliated entities, was associated with an automatic conversion of the company's Series B Convertible Preferred Stock into common shares on December 31, 2025. As reported, EnTrust Emerald (Cayman) LP received 7,200,999 shares and EG Sponsor LLC received 3,193,089 shares of FlyExclusive common stock as part of the conversion; two small derivative-line items show disposals of 20,408 and 9,329 shares (listed as "Derivative") on the same date. The conversion used a stated conversion rate of $3.443441 per share; each Series B preferred had a stated value of $1,000. The filing does not report an open-market purchase price because these shares were issued via conversion.

Key Details

• Transaction date: December 31, 2025 (reported on Form 4 filed Jan 28, 2026)
• Reported shares acquired: 7,200,999 (EnTrust) and 3,193,089 (EG Sponsor); reported derivative disposals: 20,408 and 9,329 shares
• Conversion rate: $3.443441 per share; each Series B preferred had $1,000 stated value (Footnote 1)
• Beneficial ownership: Shares are held by EnTrust and EG Sponsor; Gregg Hymowitz may be deemed a beneficial owner through his roles in affiliated entities (Footnotes 2–4)
• Shares owned after transaction: not specified in the provided filing excerpt
• Timeliness: Form 4 was filed Jan 28, 2026 for a Dec 31, 2025 conversion — roughly four weeks later, which is later than the typical 2-business-day Form 4 reporting window

Context
This was not an open-market buy or sale by an individual executive but an institutional conversion of preferred stock into common shares. For retail investors, conversions increase the public float but are not the same as a manager personally buying or selling stock; the filing notes Hymowitz's indirect affiliation with the holders rather than a direct personal trade. The small "Derivative" disposals noted on the form appear to be technical adjustments related to the conversion rather than separate market sales.