Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing · Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. (a) On July 24, 2026, we held the Annual Meeting. (b) At the Annual Meeting, each of our Class C director nominees was elected and the other proposals voted on were approved. The final voting results are set forth below: 1.…
Surf Air Mobility is a Los Angeles-based air mobility platform. With its AI-enabled SurfOS software, Surf Air Mobility provides technology designed to support the modernization of air operations and the adoption of next-generation aircraft. The Company currently operates one of the largest commuter airlines in the United States by scheduled departures and provides private charter services. Together, these businesses provide the operational scale and real-world operating data to validate and deploy its software. These capabilities position Surf Air Mobility as a leader shaping a more efficient, connected, and accessible future for aviation.
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Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) On July 24, 2026, we held the Annual Meeting.
(b) At the Annual Meeting, each of our Class C director nominees was elected and the other proposals voted on were approved. The final voting results are set forth below:
1. Elect Tyler Painter and Sudhin Shahani as Class C members of our Board of Directors
Our stockholders elected each of the following as a Class C director of our board of directors, to serve for a three-year term expiring at our annual stockholders’ meeting in 2029, or until his respective successor is duly elected and qualified. The vote tally was as follows:
Nominee Votes For Votes Withheld Broker Non-Vote
───────────────────────────────────────────────────────────────────────────
Tyler Painter 29,406,456 5,076,679 30,047,475
Sudhin Shahani 29,879,175 4,603,960 30,047,475
2. Ratify the appointment of PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026
Our stockholders voted to ratify the appointment of PwC as our independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote tally was as follows:
Votes For Votes Against Abstentions
──────────────────────────────────────────────────
59,170,909 1,348,886 4,010,815
3. Approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s common stock at a reverse stock split ratio ranging from 2:1 to 6:1, inclusive.
Our stockholders voted to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s common stock at a reverse stock split ratio ranging from 2:1 to 6:1, inclusive. The vote tally was as follows:
Votes For Votes Against Abstentions
──────────────────────────────────────────────────
54,887,798 9,453,392 189,420
Item 3.01Item 3.01 - Notice of Delisting
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On July 24, 2026, the Company received a notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) indicating the Company is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Company’s common stock was less than $1.00 over a consecutive 30 trading-day period. The Notice has no immediate effect on the listing of the Company’s common stock.
Section 802.01C also requires the Company to notify the NYSE, within 10 business days of receipt of the Notice, of its intent to cure this deficiency. The Company intends to notify the NYSE of its intent to regain compliance with the requirements of Section 802.01C. The Company can regain compliance at any time within the six-month period following receipt of the Notice if on the last trading day of any calendar month during the cure period (or the last trading day of the cure period) the Company has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the prior 30 trading-day period. The Notice is not expected to affect the Company’s business operations or its reporting obligations with the Securities and Exchange Commission.
On July 24, 2026, the Company issued a press release regarding receipt of the Notice from the NYSE. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Filed exhibits (1)
EX-99.1 (by filename) srfm-ex99_1.htm
EX-99.1
2
srfm-ex99_1.htm
EX-99.1
EX-99.1
Exhibit 99.1
Surf Air Mobility Receives Continued Listing Standard Notice from NYSE
Surf Air Mobility continues to trade on the NYSE under ticker symbol SRFM.
LOS ANGELES, CA - July 24, 2026 - Surf Air Mobility Inc. (NYSE: SRFM) (“Surf Air Mobility”), a leading air mobility platform, today announced that on July 24, 2026, it received notice from the New York Stock Exchange (“NYSE”) that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing price of Surf Air Mobility’s Common Stock was less than $1.00 over a consecutive 30 trading-day period.
The NYSE notice has no immediate impact on the listing of Surf Air Mobility’s Common Stock, and the Common Stock will continue to be listed and trade on the NYSE, subject to Surf Air Mobility’s compliance with other NYSE continued listing standards.
Surf Air Mobility plans to notify the NYSE within 10 business days that it intends to regain compliance with Rule 802.01C and cure the stock price deficiency. Surf Air Mobility can regain compliance at any time within the six-month period following receipt of the NYSE notice if on the last tradin…