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Get filing alertsVolato stockholders approve M2i Global merger, name change, and reverse split authority
Filed May 11, 2026 · Period ending May 7, 2026 · ~1 min read
Key Changes
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Merger with M2i Global approved with 13M votes for vs 158K against. M2i becomes wholly owned subsidiary, merger expected to close pending conditions.
Item 5.07 verify on EDGAR → -
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Stock issuance of 20%+ of shares approved as merger consideration, triggering change of control. Existing shareholders face significant dilution as ownership shifts to M2i stakeholders.
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Company name changing from Volato Group, Inc. to M2i Global, Inc. following merger completion, reflecting post-merger identity.
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Board granted authority to execute reverse stock split between 1-for-2 and 1-for-25 at their discretion without further shareholder vote. Typically used to meet listing requirements.
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Seven directors elected to staggered terms on combined company board, including Matt Liotta, Alan Gaines, and Douglas MacLellan, establishing post-merger governance.
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Summary
Volato Group stockholders overwhelmingly approved a transformative merger with M2i Global at a May 7, 2026 special meeting. The deal will make M2i a wholly owned subsidiary while issuing enough new Volato shares to trigger a change of control—meaning current shareholders will be significantly diluted as M2i stakeholders become the majority owners.
The company will rebrand as M2i Global, Inc., signaling a fundamental shift in business identity and strategy. Retail holders should understand this is essentially an acquisition of Volato by M2i Global, structured as a reverse merger. The board also secured blanket authority to implement a reverse stock split up to 1-for-25, which could dramatically reduce your share count while proportionally increasing price.
While reverse splits don't change total value mathematically, they often signal listing compliance issues and can increase volatility. Watch for the actual merger closing announcement and any reverse split implementation notice. The new board composition and first earnings report under M2i Global management will reveal whether this combination creates value or simply rescues a struggling entity through a backdoor listing.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Stockholders approved merger with M2i Global, stock issuance, name change to M2i Global Inc., reverse stock split authority, and new board.
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A proposal to approve, for the purpose of complying with the NYSE American LLC Company Guide Sections 712(b) and 713(b), the issuance of 20% or more of the issued and outstanding shares of Volato Common Stock as Merger Consideration pursuant to the Merger Agreement, which will result in a change of control of Volato. This proposal was approved and the final voting results were as follows: FOR | AGAINST | ABSTAIN | BROKER NON VOTES | 12,968,426 | 227,255 | 24,921 | 1,919,968
Stockholders approved issuing 20% or more of outstanding shares as merger consideration, which will result in a change of control of Volato. The proposal passed with 12,968,426 votes for and 227,255 against. This represents significant dilution to existing shareholders and a fundamental shift in company ownership.
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A proposal to approve an amendment to Volato’s Second Amended and Restated Certificate of Incorporation, which will effect a change in the Company’s name from “Volato Group, Inc.” to “M2i Global, Inc.”. A copy of the proposed name change amendment was attached to the Proxy Statement as Annex B. This proposal was approved and the final voting results were as follows: FOR | AGAINST | ABSTAIN | BROKER NON VOTES | 14,968,822 | 157,378 | 14,370 | 0
The company will change its name from Volato Group, Inc. to M2i Global, Inc. following the merger. The proposal passed with 14,968,822 votes for and 157,378 against. This reflects the post-merger identity aligned with the acquired entity.
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A proposal to grant the Volato Board the discretion to amend Volato’s Second Amended and Restated Certificate of Incorporation to effect a reverse stock split at a ratio not less than one-for-two and not greater than one-for-twenty five, with the exact ratio to be set within that range at the discretion of the Volato Board without further approval or authorization of the Volato stockholders. A copy of the proposed reverse stock split amendment was attached to the Proxy Statement as Annex D. This proposal was approved and the final voting results were as follows: FOR | AGAINST | ABSTAIN | BROKER NON VOTES | 14,405,224 | 603,495 | 131,851 | 0
The board received authority to implement a reverse stock split at a ratio between 1-for-2 and 1-for-25 at their discretion without further stockholder approval. The proposal passed with 14,405,224 votes for and 603,495 against. Reverse splits typically aim to boost share price to meet listing requirements but reduce share count proportionally.
Event · Item 7.01 — Regulation FD Disclosure
Volato announced preliminary results of a Special Meeting regarding a proposed transaction with M2i Global.
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On May 7, 2026, the Company issued a press release announcing the preliminary results of the Special Meeting.
Volato disclosed preliminary results from a Special Meeting held on May 7, 2026. The 8-K references a press release (Exhibit 99.1) but does not provide the actual voting results or outcomes in the body text. This appears related to a previously disclosed transaction with M2i Global, for which a Registration Statement (File No. 333-292132) was declared effective on April 10, 2026.
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This communication relates to a potential transaction (the “Transaction”) involving M2i Global and Volato. Volato filed with the SEC a Current Report on Form 8-K with respect to the execution of the definitive agreement and a Registration Statement on Form S-4 (File No. 333-292132) (as amended, the “Registration Statement”), which was declared effective on April 10, 2026 and includes a definitive proxy statement/prospectus.
The filing provides context that Volato is pursuing a transaction with M2i Global, with a definitive agreement previously filed on July 29, 2025, and an effective S-4 registration statement as of April 10, 2026. The Special Meeting appears to be a shareholder vote on this transaction, though specific vote outcomes are not disclosed in the 8-K body.
Event · Item 9.01 — Financial Statements and Exhibits
Volato Group filed an 8-K referencing a press release dated May 7, 2026; no material business event disclosed in the filing body.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Press Release dated May 7, 2026.
The 8-K references a press release dated May 7, 2026 as Exhibit 99.1. The filing body itself contains no substantive disclosure about the content or subject matter of the press release, making it impossible to assess materiality or investor impact from this document alone.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 5, 2026 · How we verify