Key facts
- This page summarizes PROOF Acquisition Sponsor I, LLC's Form 4 filing for Volato Group, Inc. (SOAR).
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 11 Dec 2023, 20:48.
PROOF Acquisition Sponsor I, LLC - 01 Dec 2023 Form 4 Insider Report for Volato Group, Inc. (SOAR)
- Reporting relationship
- 10%+ Owner
- Issuer ticker
- SOAR
- Reported as of
- 01 Dec 2023
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 11 Dec 2023, 20:48:02 UTC
- Prior SEC filing
- 30 Nov 2021
- Source filing
- View source filing
- Reporting owner signature
- /s/ Michael W. Zarlenga
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
PROOF Acquisition Sponsor I, LLC filed Form 4 for Volato Group, Inc. (SOAR) on 11 Dec 2023.
Change
- Previous filing in this sequence was filed on 30 Nov 2021.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
SOAR
transaction
Class A Common Stock
Conversion of derivative security
- Transaction value
- Shares
- +5,507,813
- Change %
- Price
- Shares after
- 5,507,813
- Date
- 01 Dec 2023
- Ownership
- Direct
- Footnotes
- F1, F2
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
SOAR
transaction
Derivative
Class B Common Stock
Conversion of derivative security
- Transaction value
- Shares
- -5,507,813
- Change %
- -80%
- Price
- Shares after
- 1,407,600
- Date
- 01 Dec 2023
- Ownership
- Direct
- Underlying class
- Class A Common stock
- Underlying amount
- 5,507,813
- Exercise price
- Footnotes
- F1, F3
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 3 footnotes
Footnote 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.
Footnote 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.
Footnote F3
Consists of warrants to purchase shares of Class A common stock at a price of $11.50 per share.