0001140361-23-057198.txt : 20231211
0001140361-23-057198.hdr.sgml : 20231211
20231211204802
ACCESSION NUMBER: 0001140361-23-057198
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231201
FILED AS OF DATE: 20231211
DATE AS OF CHANGE: 20231211
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PROOF Acquisition Sponsor I, LLC
CENTRAL INDEX KEY: 0001894742
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41104
FILM NUMBER: 231479775
BUSINESS ADDRESS:
STREET 1: 11911 FREEDOM DR., STE 1080
CITY: RESTON
STATE: VA
ZIP: 20190
BUSINESS PHONE: 7035634100
MAIL ADDRESS:
STREET 1: 11911 FREEDOM DR., STE 1080
CITY: RESTON
STATE: VA
ZIP: 20190
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Volato Group, Inc.
CENTRAL INDEX KEY: 0001853070
STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, NONSCHEDULED [4522]
IRS NUMBER: 862707040
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1954 AIRPORT ROAD
STREET 2: SUITE 124
CITY: CHAMBLEE
STATE: GA
ZIP: 30341
BUSINESS PHONE: 844-399-8998
MAIL ADDRESS:
STREET 1: 1954 AIRPORT ROAD
STREET 2: SUITE 124
CITY: CHAMBLEE
STATE: GA
ZIP: 30341
FORMER COMPANY:
FORMER CONFORMED NAME: PROOF Acquisition Corp I
DATE OF NAME CHANGE: 20210324
4
1
form4.xml
X0508
4
2023-12-01
0001853070
Volato Group, Inc.
SOAR
0001894742
PROOF Acquisition Sponsor I, LLC
11911 FREEDOM DR., STE 1080
RESTON
VA
20190
true
false
Class A Common Stock
2023-12-01
4
C
0
5507813
A
5507813
D
Class B Common Stock
2023-12-01
4
C
0
5507813
D
Class A Common stock
5507813
1407600
D
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.
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.
Consists of warrants to purchase shares of Class A common stock at a price of $11.50 per share.
/s/ Michael W. Zarlenga
2023-12-11