SRFM on NYSE

SURF AIR MOBILITY INC.

American air transportation company based in Hawthorne, listed on NYSE (SRFM)1

In its 2026 annual report the company says: “The Company currently operates one of the largest commuter airlines in the United States by scheduled departures as well as an expanding on-demand charter marketplace for passengers in the U.S. and globally. The Company’s operations provide scale, distribution and real-world operating data to validate and, eventually, deploy the software and technology offerings it is currently developing to support the modernization of air operations and the adoption of next-generation aircraft.”4

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Last updated Oct 20, 2026.

Overview

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  • TickerSRFM on NYSE1
  • IndustryAir Transportation, Nonscheduled1
  • HeadquartersAddison, Texas1
  • Incorporated inDE2
  • Business address5080 Spectrum Drive, Ste 250W, Addison, Tx 750012
  • Filer category, Emerging growth company2
  • Legal formCorporation

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Surf Air Mobility Inc. (the “Company”), a Delaware corporation, is a regional air mobility platform that aims to transform regional flying. The Company currently operates one of the largest commuter airlines in the United States by scheduled departures as well as an expanding on-demand charter marketplace for passengers in the U.S. and globally. The Company’s operations provide scale, distribution and real-world operating data to validate and, eventually, deploy the software and technology offerings it is currently developing to support the modernization of air operations and the adoption of next-generation aircraft.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-72.1%Operating margin5
-103.8%Net margin5
-10.8%Revenue growth, 20255
-$70.1MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Scheduled brought in 72% of the revenue SURF AIR MOBILITY INC. broke down this way in fiscal 2025.

  1. Scheduled$77.0M572%down 15% from 2024
  2. On Demand$29.6M528%up 3% from 2024
Products and services by year
Products and services20242025
Scheduled$90.7M$77.0M
On Demand$28.7M$29.6M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Other costs100¢$106.2M
  • Income tax0¢$380.0K

Out of $106.6M in revenue.5 The company lost money this year.

Financial statements

Revenue675$106.6M in 2025+426% since 2022
0$50.0M$100.0M$150.0M2022: $20.3M$20.3M20222023: $60.5M$60.5M2023+198%2024: $119.4M$119.4M2024+97%2025: $106.6M$106.6M2025−11%
Operating income675-$76.9M in 2025+51% since 2022
-$200.0M-$150.0M-$100.0M-$50.0M02022: -$50.9M-$50.9M20222023: -$196.8M-$196.8M2023+287%2024: -$60.3M-$60.3M2024−69%2025: -$76.9M-$76.9M2025+28%
Net income675-$110.6M in 2025+49% since 2022
-$300.0M-$200.0M-$100.0M02022: -$74.4M-$74.4M20222023: -$250.7M-$250.7M2023+237%2024: -$74.9M-$74.9M2024−70%2025: -$110.6M-$110.6M2025+48%

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
Revenue$106.6M$119.4M
Cost of revenue, exclusive of depreciation and amortization$102.4M$109.9M
Technology and development$10.3M$24.0M
Sales and marketing$8.2M$7.5M
General and administrative$53.3M$29.9M
Depreciation and amortization$9.3M$8.3M
Total operating expenses$183.4M$179.7M
Operating loss-$76.9M-$60.3M
Changes in fair value of financial instruments carried at fair value, net-$8.6M-$11.7M
Interest expense-$13.2M-$8.6M
Gain (loss) on extinguishment of debt-$3.9M$5.4M
Other income (expense), net-$8.4M$12.0K
Total other income (expense), net-$34.1M-$14.9M
Loss before income taxes-$110.9M-$75.2M
Income tax benefit$380.0K$287.0K
Net loss-$110.6M-$74.9M
Net loss per share applicable to common shareholders, basic-$3.15-$5.80
Net loss per share applicable to common shareholders, diluted-$3.15-$5.80
Weighted-average number of common shares used in net loss per share applicable to common shareholders, basic35.1M shares12.9M shares
Weighted-average number of common shares used in net loss per share applicable to common shareholders, diluted35.1M shares12.9M shares

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Corporate structure

SURF AIR MOBILITY INC. sits at the top of its group. 11 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of SURF AIR MOBILITY INC.

  • Palantir Technologies Filed SCHEDULE 13G on SURF AIR MOBILITY INC., latest Jul 1, 2026 (10 filings since Feb 26, 2024)
  • CITADEL ADVISORS LLC Filed SCHEDULE 13G on SURF AIR MOBILITY INC., latest Apr 28, 2026
  • LamVen LLC Filed SCHEDULE 13G/A on SURF AIR MOBILITY INC., latest Feb 25, 2026
  • Liam Allie Fayed Filed SCHEDULE 13G/A on SURF AIR MOBILITY INC., latest Feb 17, 2026
  • Hudson Bay Capital Management LP Filed SCHEDULE 13G on SURF AIR MOBILITY INC., latest Feb 10, 2026
  • Park Lane Investments LLC Filed SCHEDULE 13G on SURF AIR MOBILITY INC., latest Nov 20, 2025
  • CVI Investments, Inc. Filed SCHEDULE 13G/A on SURF AIR MOBILITY INC., latest Aug 14, 2025 (2 filings since Jul 1, 2025)
  • GEM Global Yield LLC SCS Filed SCHEDULE 13G/A on SURF AIR MOBILITY INC., latest Jan 16, 2025 (2 filings since Sep 11, 2024)
  • Liam Fayed Filed SC 13G on SURF AIR MOBILITY INC., latest Feb 14, 2024
  • SURF AIR MOBILITY INC. Addison, Texas
    • Payments OS Inc. Subsidiary · Delaware, United States
    • Southern Airways Autos, LLC Subsidiary · Delaware, United States
    • Southern Airways Corporation Subsidiary · Delaware, United States
    • Southern Airways Express, LLC Subsidiary · Delaware, United States
    • Southern Airways Pacific LLC Subsidiary · Delaware, United States
    • Surf Air Global Limited Subsidiary · British Virgin Islands
    • Surf Air Sub 1, Inc. Subsidiary · Delaware, United States
    • Surf Air Technologies Inc. Subsidiary · Delaware, United States
    • Surf Air US Holdings, Inc. Subsidiary · Delaware, United States
    • Surf On Demand Inc. Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What SURF AIR MOBILITY INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$55.9M5 Dec 31, 2025$48.5M5 Dec 31, 2024+15.4%
Accumulated depreciation$10.4M5 Dec 31, 2025$6.3M5 Dec 31, 2024+65.3%
Property and equipment, net$45.6M5 Dec 31, 2025$42.2M5 Dec 31, 2024+8.0%
Finance-lease assets$809.0K5 Dec 31, 2025$1.1M5 Dec 31, 2024−27.4%
Operating-lease assets (leased space)$12.5M5 Dec 31, 2025$17.0M5 Dec 31, 2024−26.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$12.7M5 Dec 31, 2025$21.1M5 Dec 31, 2024−40.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$07 Dec 31, 2024$07 Dec 31, 2023
Intangible assets, net (excluding goodwill)$20.1M5 Dec 31, 2025$23.1M5 Dec 31, 2024−13.2%
Finite-lived intangibles, gross$37.5M5 Dec 31, 2025$37.5M5 Dec 31, 20240%
Accumulated amortization$17.4M5 Dec 31, 2025$14.3M5 Dec 31, 2024+21.3%
Finite-lived intangibles, net$20.1M5 Dec 31, 2025$23.1M5 Dec 31, 2024−13.2%

Properties, in its own words

As of December 31, 2025, we leased aircraft, airport passenger terminal space, portions of and full aircraft hangars and other airport facilities in 45 U.S. airports. We lease our main office and all of the properties on which we operate air mobility services. Our main office is located in a 5,500 square foot facility at 12111 S. Crenshaw Blvd, Hawthorne, CA 90250. The lease of this facility expires in August 2026. In February 2025, the Company relocated its air operations center to Addison, Texas. The lease of this facility expires in January 2028.

Item 2 of the 10-K filed Mar 12, 2026.4

Leadership

Who has led SURF AIR MOBILITY INC., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Robert S. Little2023
  2. Deanna Leigh White2026–now

Chief financial officer

  1. Deanna Leigh White2023
  2. Oliver Reeves2024–now
2025
Board members and other officers (11)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Payments OS Inc. Delaware3
  • Southern Airways Autos, LLC Delaware3
  • Southern Airways Corporation Delaware3
  • Southern Airways Express, LLC Delaware3
  • Southern Airways Pacific LLC Delaware3
  • Surf Air Global Limited British Virgin Islands3
  • Surf Air Sub 1, Inc. Delaware3
  • Surf Air Technologies Inc. Delaware3
  • Surf Air US Holdings, Inc. Delaware3
  • Surf On Demand Inc. Delaware3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 30, 20268-K Other events25
  2. Sep 28, 20268-K Executive or director change26
  3. Aug 11, 20268-K Entered a material agreement; New debt or obligation27
  4. Aug 10, 20268-K Results of operations28
  5. Jul 24, 20268-K Listing notice or transfer; Shareholder vote29
  6. Jul 2, 20268-K Regulation FD disclosure; Other events30
  7. Jul 1, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares31
  8. Jun 26, 20268-K Other events32
  9. Jun 25, 20268-K Regulation FD disclosure; Other events33
  10. May 22, 20268-K Executive or director change34
  11. May 11, 20268-K Results of operations35
  12. Apr 24, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares36
  13. Jan 2, 2026New chief executive Deanna Leigh White becomes CEO11
  14. Jul 25, 2023New chief executive Robert S. Little becomes CEO12

Calendar

Coming up

  1. Nov 11, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.64) a share, on Nov 12, 2025.37

When it reported results

  1. Aug 10, 2026Reported quarterly or annual results28
  2. May 11, 2026Reported quarterly or annual results35
  3. Mar 12, 2026Reported quarterly or annual results38
  4. Nov 12, 2025Reported quarterly or annual results39
  5. Nov 10, 2025Reported quarterly or annual results40
  6. Aug 12, 2025Reported quarterly or annual results41
  7. May 13, 2025Reported quarterly or annual results42
  8. Mar 18, 2025Reported quarterly or annual results43

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

346 filings to the SEC since October 2021: 4 annual reports, 10 quarterly reports, 59 major events, 89 insider forms, 20 large holders, 1 private raises, 163 other. The latest 20:

  1. Oct 2, 20264 EDGAR
  2. Oct 2, 20263 EDGAR
  3. Sep 30, 20268-K EDGAR
  4. Sep 30, 2026424B5 EDGAR
  5. Sep 28, 20268-K EDGAR
  6. Sep 4, 2026S-8 EDGAR
  7. Sep 1, 20264 EDGAR
  8. Aug 21, 2026EFFECT EDGAR
  9. Aug 11, 20268-K EDGAR
  10. Aug 11, 2026S-3 EDGAR
  11. Aug 10, 202610-Q EDGAR
  12. Aug 10, 20268-K EDGAR
  13. Jul 24, 20268-K EDGAR
  14. Jul 2, 20268-K EDGAR
  15. Jul 1, 2026SCHEDULE 13G EDGAR
  16. Jul 1, 20268-K EDGAR
  17. Jun 26, 20268-K EDGAR
  18. Jun 26, 2026424B5 EDGAR
  19. Jun 25, 20268-K EDGAR
  20. Jun 10, 2026ARS EDGAR

The 346 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

30 open-market trades by officers, directors and large owners since October 2021: 6 buys and 24 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 8, 2026White Deanna LeighChief Executive OfficerSale56,884$1.31$74.5KForm 4
May 8, 2026Reeves OliverChief Financial OfficerSale76,569$1.31$100.3KForm 4
Apr 16, 2026White Deanna LeighChief Executive OfficerSale27,720$1.31$36.3KForm 4
Apr 16, 2026Reeves OliverChief Financial OfficerSale28,874$1.31$37.8KForm 4
Jun 25, 2025Painter TylerDirectorSale22,000$5.00$110.0KForm 4
Jun 24, 2025Painter TylerDirectorSale18,583$4.00$74.3KForm 4
Jun 18, 2025Palantir Technologies Inc.Buy1,040,557$2.07$2.2MForm 4
Jun 3, 2025Shahani SudhinDirectorSale75,840$2.43$184.3KForm 4
May 22, 2025Bland Tyrone D.DirectorSale3,984$2.46$9.8KForm 4
May 21, 2025Bland Tyrone D.DirectorSale6,065$2.46$14.9KForm 4
Mar 26, 2025Painter TylerDirectorSale25,417$3.65$92.8KForm 4
Mar 25, 2025Palantir Technologies Inc.Buy244,011$3.88$946.8KForm 4
Dec 23, 2024ALBERT CARL ADirectorBuy14,500$3.47$50.3KForm 4
Dec 23, 2024Shahani SudhinDirectorBuy17,237$3.43$59.1KForm 4
Dec 9, 2024Palantir Technologies Inc.Buy446,830$4.45$2.0MForm 4
Oct 2, 2024Palantir Technologies Inc.Buy1,270,869$1.25$1.6MForm 4
Sep 30, 2024Palantir Technologies Inc.Sale3,100$1.37$4.2KForm 4
Sep 27, 2024Palantir Technologies Inc.Sale4,102$1.30$5.3KForm 4
Sep 26, 2024Palantir Technologies Inc.Sale4,300$1.16$5.0KForm 4
Sep 25, 2024Palantir Technologies Inc.Sale4,547$1.16$5.3KForm 4

All 30 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Deanna WhiteChief Executive Officer60$550.0K$2.9M53
2025Oliver ReevesChief Financial Officer (started 1/1/2024)47$500.0K$1.6M53
2024Oliver ReevesChief Financial Officer (started 1/1/2024)47$650.0K$2.0M53
2024Deanna WhiteChief Executive Officer60$650.0K$984.6K53

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Nov 10, 2025Raised $83.7 million in a private offering of securities Form D: 4 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 61. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Citadel Advisors LLC7,380,092$8.6M0.0%New
Vanguard Capital Management LLC4,440,661$5.2M0.0%+1,950,279
Geode Capital Management, LLC981,575$1.1M0.0%+419,472
BlackRock, Inc.745,474$864.8K0.0%+148,653
UBS Group AG642,364$745.1K0.0%−380,344
Vanguard Fiduciary Trust Co523,747$607.5K0.0%+221,809
State Street Corp513,701$595.9K0.0%+239,500
Citigroup Inc459,568$533.1K0.0%New
Balefire, LLC324,331$376.2K0.1%−2,500
Rathbones Group PLC319,826$371.0K0.0%−324,826
LPL Financial LLC304,889$353.7K0.0%−20,643
XTX Topco Ltd285,357$331.0K0.0%New
Northern Trust Corp198,997$230.8K0.0%+108,003
DNB Asset Management AS161,608$187.5K0.0%+117,357
Goldman Sachs Group Inc141,417$164.0K0.0%+6,745
United Bank125,000$145.0K0.0%No change
J. Derek Lewis & Associates Inc.121,000$140.4K0.0%−172,000
Centiva Capital, LP117,999$136.9K0.0%+66,509
Two Sigma Securities, LLC116,461$135.1K0.0%New
Bridgeway Capital Management, LLC114,146$132.4K0.0%+40,000
Engineers Gate Manager LP96,389$111.8K0.0%+57,423
Focus Partners Wealth88,500$102.7K0.0%−172
Commonwealth Equity Services, LLC65,900$76.4K0.0%−2,418
Osaic Holdings, Inc.49,457$57.4K0.0%+10,636
Raymond James Financial Inc46,667$54.1K0.0%−4,470

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How SURF AIR MOBILITY INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARSURF AIR MOBILITY INC.1
  • CIK0001936224
  • Employer ID (EIN)36-50255924
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)4522 Air Transportation, Nonscheduled1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address5080 Spectrum Drive, Ste 250W, Addison, TX 750011
  • Phone310-365-36751
  • Shares outstanding100,396,873 as of May 8, 20269
  • Public float$114.7M as of Jun 30, 20254
  • AuditorPricewaterhouseCoopers LLP, Los Angeles, California PCAOB ID 238; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceOct 24, 20221
  • Filings346 in all: 4 (69), 8-K (57), CORRESP (27), 424B3 (16), UPLOAD (16), 3 (15), EFFECT (15), 10-Q (10)1
    All 43 form types

    144 (10), S-1/A (10), SCHEDULE 13G/A (10), 424B5 (8), POS AM (6), S-1 (6), S-3 (6), S-8 (5), SCHEDULE 13G (5), 424B1 (4), 10-K (3), 4/A (3), ARS (3), DEF 14A (3), DEFA14A (3), DRS (3), PRE 14A (3), RW (3), SC 13G (3), 3/A (2), 425 (2), 8-K/A (2), DRS/A (2), DRSLTR (2), S-3/A (2), SC 13G/A (2), SEC STAFF LETTER (2), 10-K/A (1), 424B4 (1), 8-A12B (1), CERT (1), D (1), FWP (1), S-3MEF (1), S-4 (1)

  • Latest filingsAnnual report (10-K) Mar 12, 2026
    Quarterly report (10-Q) Aug 10, 2026
    Proxy statement (DEF 14A) Jun 10, 2026
    Latest 8-K (8-K) Sep 30, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, $0.0001 par value per shareSRFMNew York Stock Exchange

From the cover page of the 10-K filed Mar 12, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks SURF AIR MOBILITY INC. names in Item 1A of its 10-K filed Mar 12, 2026: 72 risks under these headings, as written.4

  • Risks Related to Our Financial Position and Capital Requirements
  • There is substantial doubt about our ability to continue as a going concern. We will need additional financing to execute our business plan, to fund our operations and to continue as a going concern.
  • We have incurred significant losses since our inception and expect to incur significant expenses and continuing losses for the foreseeable future. We may not be able to achieve or maintain profitability or positive cash flows.
  • It is not possible to predict the actual number of shares we will need to sell under the Share Subscription Facility to GEM in order to draw down under such facility. Further, we may not have access to the full amount available under the Share Subscription Facility, or may not be able to draw down under the Share Subscription Facility in a timely manner (or at all) in order to meet its existing obligations.
  • We have previously defaulted on our debt and other obligations and there can be no assurance that we will be able to fulfill our obligations under any current or future indebtedness we may incur.
  • Our past financial results may not be a reliable indicator of our future results. Further, our results of operations may fluctuate significantly, which makes our future results of operations difficult to predict and could cause our results of operations to fall below expectations or any guidance we may provide.
  • Loss carryforwards and certain other tax attributes to offset future taxable income for U.S. federal income tax purposes may be significantly limited due to various circumstances, including certain possible future transactions involving the sale or issuance of common stock, or if taxable income does not reach sufficient levels.
  • We may never realize the full value of our intangible assets or our long-lived assets causing us to record impairments that may negatively affect our financial condition and operating results.
  • Our contractual obligations could impair our liquidity and materially adversely affect our business, results of operations and financial condition.
  • We may not be able to accurately predict our future capital needs, and we may not be able to obtain additional financing or access the capital markets to fund our ongoing operations and execute on our growth strategy on acceptable terms and conditions.
  • Agreements governing our debt obligations include financial and other covenants that provide limitations on our business and operations under certain circumstances, and failure to comply with any of the covenants in such agreements could adversely impact us.
  • Risks Related to Our Business and Industry
The other 62 risks
  • The market for regional air mobility has not been established with precision, is still emerging and may not achieve the growth potential we expect or may grow more slowly than expected.
  • Our prospects and operations may be adversely affected by changes in consumer preferences, discretionary spending and other economic conditions that affect demand for our services.
  • We expect to face intense competition in the regional air mobility industry.
  • If we are not able to successfully enter into new markets, offer new routes and services and enhance our existing offerings, our business, financial condition and results of operations could be adversely affected.
  • If we experience harm to our reputation and brands, our business, financial condition and results of operations could be adversely affected.
  • We may be unable to reduce end-user pricing for our air mobility services over time at rates sufficient to stimulate demand and drive expected growth for our air mobility services.
  • From time to time, the aircraft industry has experienced periods of oversupply during which lease rates and aircraft values have declined, and any future oversupply could materially adversely affect our financial results and growth prospects.
  • Any failure to offer high-quality customer support may harm our relationships with customers and could adversely affect our reputation, brands, business, financial condition and results of operations.
  • The success of our business will be highly dependent on our ability to effectively market and sell our air mobility solutions as a substitute for alternate methods of transportation.
  • We are dependent on our senior management team and other highly skilled personnel, and if we are not successful in attracting and/or retaining highly qualified personnel, we may not be able to successfully implement our business strategy.
  • As part of our growth strategy, we are engaging in, and may in the future engage in, acquisitions that could disrupt our business and have a material adverse effect on our financial condition.
  • We may be unable to manage our future growth effectively, which could make it difficult to execute our business strategy.
  • Risks Related to the Development of the SurfOS Software Platform
  • We may not realize the expected return on our significant investment in SurfOS due to development delays, technical challenges, or lack of market acceptance, which could undermine our financial performance and competitive position.
  • Our collaborations to develop SurfOS create risks through technology dependence, potential collaborator misalignment, relationship challenges, and funding uncertainties that could significantly impact the Company's business.
  • Issues raised by the use of AI in SurfOS may result in harm or liability.
  • Risks Related to the Development of Electrification Technology
  • We, as well as our development and supply chain partners, have limited experience to date in the development and manufacturing of fully-electric and hybrid-electric powertrains and integrating those newly developed powertrains
  • into existing certified airframes, and we may fail to realize the desired return on our investments with respect to fully-electric and hybrid-electric powertrains.
  • Our competitors may commercialize their technology before us, either in general or in specific markets, or we may otherwise not be able to fully capture a first mover advantage.
  • The planned fully-electric and hybrid-electric powertrain solutions may not result in the operating cost savings we anticipate, which could negatively impact the future economics of our network operations as well as our ability to successfully sell and market our planned future Aircraft-as-a-Service strategy.
  • Our future fully-electric and hybrid-electric aircraft may require maintenance at frequencies or at costs which are unexpected and could adversely affect our business and operations.
  • Risks Related to Our Operations and Infrastructure
  • If we are unable to obtain and maintain access to adequate facilities and infrastructure in desirable locations, including securing access to key infrastructure such as airports, we may be unable to offer our service in a way that is useful to passengers.
  • Our operations are currently concentrated in a small number of metropolitan areas and airports which makes our business particularly susceptible to natural disasters, outbreaks and pandemics, growth constraints, economic, social, weather and regulatory conditions or other circumstances affecting these metropolitan areas.
  • Our aircraft utilization may be lower than expected and our aircraft may be limited in performance during certain weather conditions. We are vulnerable to delays, cancellations or flight rescheduling, as we rely on maintaining a high daily aircraft utilization rate.
  • The supply of pilots to the airline industry is limited and may negatively affect our operations and financial condition. Increases in our labor costs, which constitute a substantial portion of our total operating costs, may have a material adverse effect on our business, financial condition and results of operations.
  • We are subject to legal, regulatory and physical risks associated with the environment and climate change, including the potential increased impacts of severe weather events on our operations and infrastructure.
  • Our business may be adversely affected by union activities.
  • Our or our third-party aircraft operators’ insurance may become too difficult or expensive to obtain. Increases in insurance costs or reductions in insurance coverage may have a material adverse effect on our financial condition and results of operations.
  • We may incur substantial maintenance costs as part of our leased aircraft return obligations.
  • We are exposed to operational disruptions due to maintenance.
  • The profitability of our current operations is dependent on the availability and pricing of aircraft fuel. Periods of significant disruption in the supply of aircraft fuel or elevated pricing could have a significant negative impact on our results of operations and liquidity.
  • Unsatisfactory safety performance of our aircraft could have a material adverse effect on our business, financial condition and results of operations.
  • Crashes, accidents or incidents of aircraft involving us or our competitors could have a material adverse effect on our business, financial condition and results of operations.
  • Risks Related to Our Dependence on Third Parties
  • We are substantially dependent upon our relationships with our strategic partners, and we are or may be subject to risks associated with such strategic alliances. Our reliance on these arrangements, and the loss of any such alliances or arrangements or failure to identify future opportunities could affect our growth plans.
  • If we are unable to economically outsource the production, assembly and installation of our fully-electric and hybrid-electric powertrain solutions at scale or source the parts and components of these powertrains then we may not realize the benefit of our investment in these technologies.
  • If our third-party aircraft operators are unable to support our operations or the growth of our business, or we are unable to add alternative third-party aircraft operators to meet demand, our costs may increase and our business, financial condition and results of operations could be adversely affected.
  • If we encounter problems, such as workforce disruptions, with any of our third-party aircraft operators or third-party service providers, our operations could be adversely affected by a resulting decline in revenue or negative public perception about our services.
  • We rely on third-party web service providers to deliver our offerings to users on our platform, and any disruption of or interference with our use of third-party web services could adversely affect our business, financial condition and results of operations.
  • Aircraft purchase agreements are often subject to indexed price escalation clauses which could subject us to unanticipated expenses.
  • Risks Related to Our Intellectual Property and Information Technology
  • If we fail to adequately protect our intellectual property rights, our competitive position could be impaired and we may lose market share, generate reduced revenue and incur costly litigation to protect our rights.
  • We may need to defend ourselves against intellectual property infringement claims or misappropriation claims, which may be time-consuming and expensive and, if adversely determined, could limit our ability to commercialize our software solutions or our aircraft.
  • We will rely on our information technology systems to manage numerous aspects of our business. A cyber-attack of these systems could disrupt our ability to deliver services to our customers and could lead to increased overhead costs, decreased sales and harm to our reputation.
  • System failures, defects, errors or vulnerabilities in our website, applications, backend systems or other technology systems or those of third-party technology providers could harm our reputation and brand and adversely affect our business, financial condition and results of operations.
  • We will continue to rely on mobile operating systems and application marketplaces to make our app available to users of our platform. If we do not effectively operate with or receive favorable placements within such application marketplaces and maintain high user reviews, our usage or brand recognition could decline and our business, financial results and results of operations could be adversely affected.
  • We will need to improve our financial and operational systems to manage our growth effectively and support our business arrangements, and an inability to do so could harm our business, financial condition and results of operations.
  • Legal and Regulatory Risks Related to Our Business
  • Our business will be subject to a variety of extensive and evolving laws and regulations, which may result in increases in our costs, disruptions to our operations, limits on our operating flexibility, reductions in the demand for air travel and competitive disadvantages.
  • We may be unable to obtain or maintain relevant regulatory approvals for the commercialization of our electrification of aircraft.
  • We may be unable to comply with relevant regulations applicable to our on-demand business.
  • Continued access to Essential Air Service revenue is of critical importance to us.
  • Essential Air Service Program and Federal Funding Developments
  • We may fail to continue to meet the requirements necessary to operate our air services.
  • We must comply continuously with Fitness and Citizenship requirements administered by the DOT to perform scheduled air transportation.
  • Risks Related to Our Operating as a Public Company
  • The requirements of being a public company may strain our resources, divert management’s attention and affect our ability to attract and retain qualified board members.
  • Our management has limited prior experience in operating a public company.
  • If we fail to maintain effective disclosure controls and procedures and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired.
  • Our management has identified material weaknesses in our internal control over financial reporting. These material weaknesses could continue to adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner. At this time, we cannot predict whether our efforts to remediate the identified material weaknesses will be successful, and it is expected that some or all of these material weaknesses will continue to persist for an extended period of time.
  • We are an emerging growth company and a smaller reporting company within the meaning of the Securities Act, and if we take advantage of certain exemptions from disclosure requirements available to emerging growth companies or smaller reporting companies, this could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.
  • We may be subject to securities litigation, which is expensive and could divert management attention.
  • Investors’ expectations of our performance relating to ESG factors may impose additional costs and expose us to new risks.
  • Delaware law and our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable.
  • Our Amended and Restated Bylaws and our Amended and Restated Certificate of Incorporation limit voting rights of certain foreign persons.
  • The provisions of our Amended and Restated Certificate of Incorporation requiring exclusive forum in the Court of Chancery of the State of Delaware for certain types of lawsuits may have the effect of discouraging lawsuits against our directors and officers.

Legal proceedings

From time to time, we have in the past and may in the future become subject to legal proceedings or claims arising in the ordinary course of our business. Other than as set out in Item 8 of Part II, “Financial Statements and Supplementary Data - Note 13 - Commitments and Contingencies - Legal Contingencies,” we are not currently a party to any legal proceedings, the outcome of which, if determined adversely, we believe would individually or in the aggregate have a material adverse effect on our business, financial condition or results of operations.

The opening of Item 3, Legal Proceedings.4

Sources

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