Fly-E Group, Inc. filed a definitive proxy statement on October 29, 2026, soliciting stockholder approval at a special meeting scheduled for November 13, 2026, for a proposed securities offering capped at US$9,000,000.

Key Highlights

  • Special Meeting Date: November 13, 2026, at 10:00 a.m. Eastern Time, in person at 136-40 39th Avenue, Suite 201, Flushing, New York 11354.
  • Offering Cap: The aggregate purchase price of any Common Stock and Warrants plus the original principal amount of any Convertible Notes issued will not exceed US$9,000,000.
  • Share Limit: No more than 25,000,000 shares of Common Stock in the aggregate, including Warrant Shares and shares issuable under the Convertible Notes, may be issued.
  • Minimum Price Floor: The effective price per share and conversion price of the Convertible Notes will not be less than 20% of the Nasdaq Minimum Price.
  • Use of Proceeds: According to the filing, net proceeds will be used for working capital and general corporate purposes.
  • Record Date: September 30, 2026, as set by the Board to determine stockholders entitled to vote.
  • Completion Deadline: The offering, if completed at all, must close within six months following the date of stockholder approval.

Fly-E Group Proposes Below-Minimum-Price Offering Subject to Stockholder Vote

Fly-E Group, Inc. (NASDAQ:FLYE), a Delaware corporation headquartered at 136-40 39th Avenue, Flushing, New York 11354, filed a definitive proxy statement (Schedule 14A) dated October 29, 2026, in connection with a special meeting of stockholders. The filing was signed by Chief Executive Officer Zhou Ou. The proxy materials were anticipated to be mailed to stockholders on or about November 3, 2026.

The primary proposal, referred to in the filing as the "Issuance Proposal," seeks stockholder approval under Nasdaq Listing Rule 5635(d) for the potential issuance of securities at a price that may be below the Nasdaq Minimum Price. The securities covered include common stock with a par value of $0.01 per share, pre-funded warrants, common stock purchase warrants and other warrants, and convertible notes with a variable conversion price. According to the filing, the combination of instruments issued is to be determined by the Company, subject to the stated limits.

A second proposal, the "Adjournment Proposal," would allow the special meeting to be postponed if insufficient votes are present to approve the Issuance Proposal. Stockholders of record as of the close of business on September 30, 2026, are entitled to vote. The filing notes that proxies may be submitted via internet, telephone, or mail, and that stockholders attending in person may revoke a previously submitted proxy and vote their shares directly.

What Was Disclosed

Fly-E Group filed a definitive proxy statement seeking stockholder approval for a proposed securities offering of up to US$9,000,000, covering common stock, warrants, and convertible notes, with a share issuance cap of 25,000,000 shares, at its November 13, 2026, special meeting.