0001936224true00019362242024-06-272024-06-27

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 27, 2024

SURF AIR MOBILITY INC.

(Exact name of registrant as specified in its charter)

Delaware

001-41759

36-5025592

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

12111 S. Crenshaw Blvd.

Hawthorne, CA 90250

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (424) 332-5480

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class:

Trading Symbol(s)

Name of Each Exchange on Which Registered:

Common stock, par value $0.0001 per share

SRFM

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Explanatory Note

 

This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 5, 2024 (the “Original Form 8-K”). Following the submission of the Original Form 8-K, the Company discovered that an incorrect item number was inadvertently tagged in the submission header. Item 3.02 should have been tagged instead of Item 3.01. The Company is amending the Original Form 8-K for the sole purpose of correcting the item tag in the submission header. No disclosure has changed from the Original Form 8-K

 

Item 3.02 Unregistered Sales of Equity Securities

On June 27, 2024, Surf Air Mobility Inc. (the “Company”) issued and sold to Palantir Technologies Inc. an aggregate of 4,856,727 shares of the Company’s common stock for in-kind services worth $2 million.

In issuing shares of its common stock the Company relied upon the exemption from securities registration afforded by Rule 506 of Regulation D as promulgated by the SEC under the Securities Act of 1933, as amended (the “Securities Act”) and/or Section 4(2) of the Securities Act.

 

 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

SURF AIR MOBILITY INC.

Date: July 8, 2024

By:

/s/ Oliver Reeves

Name:

Oliver Reeves

Title:

Chief Financial Officer

 

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Cover
Jun. 27, 2024
Cover [Abstract]  
Document Type 8-K/A
Amendment Flag true
Document Period End Date Jun. 27, 2024
Entity File Number 001-41759
Entity Registrant Name SURF AIR MOBILITY INC.
Entity Central Index Key 0001936224
Entity Tax Identification Number 36-5025592
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 12111 S. Crenshaw Blvd.
Entity Address, City or Town Hawthorne
Entity Address, State or Province CA
Entity Address, Postal Zip Code 90250
City Area Code 424
Local Phone Number 332-5480
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, par value $0.0001 per share
Trading Symbol SRFM
Security Exchange Name NYSE
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Amendment Description This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 5, 2024 (the “Original Form 8-K”). Following the submission of the Original Form 8-K, the Company discovered that an incorrect item number was inadvertently tagged in the submission header. Item 3.02 should have been tagged instead of Item 3.01. The Company is amending the Original Form 8-K for the sole purpose of correcting the item tag in the submission header. No disclosure has changed from the Original Form 8-K
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