Jet.AI Inc. adopted a limited duration stockholder rights plan (Rights Agreement) and declared a dividend distribution of one preferred share purchase right for each outstanding share of common stock, payable to holders of record on February 24, 2026. The rights are designed to protect stockholders from coercive takeover tactics and will expire on February 12, 2027.
Key takeaways
The Board declared a dividend of one Right per share of common stock, payable to holders of record on February 24, 2026.
The Rights become exercisable if a person acquires beneficial ownership of 10% or more of the outstanding common stock, allowing holders to purchase shares at a discount.
The Rights Agreement is dated February 13, 2026, with Continental Stock Transfer and Trust Company serving as the rights agent.
The Rights will expire on the earliest of February 12, 2027, redemption by the Company, or exchange in full.
The Board approved a Certificate of Designation for 4,000 shares of Series C Junior Participating Preferred Stock, filed with the Delaware Secretary of State on February 13, 2026.
Prior to the Distribution Date, the Rights are not exercisable, are evidenced by common stock certificates, and are transferable only with the common stock.