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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0000899140-24-000218 0001040273 XXXXXXXX LIVE 2 Class A common stock, par value $0.0001 per share 01/09/2026 true 0001843973 343928107 flyExclusive, Inc. 2860 Jetport Road Kinston NC 28504 Jana Tsilman (212) 715-3880 Third Point LLC 55 Hudson Yards New York NY 10001 0001040273 Third Point LLC AF DE 0 1389499 0 1389499 1389499 N 4.4 OO The number of shares of Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock") of flyExclusive, Inc. (the "Issuer") beneficially owned by the Reporting Persons as set forth in Row 11 (such shares, the "Shares") consists of 1,022,000 shares of Class A Common Stock and 367,499 shares of Class A Common Stock issuable upon the exercise of warrants of the Issuer. Calculations of the percentage set forth in Row 13 are based on the quotient obtained by dividing (a) the aggregate number of Shares by (b) the sum of (i) 31,184,738 shares of Class A Common Stock outstanding as of December 31, 2025, as reported by the Issuer in the Prospectus Supplement to that certain Prospectus dated June 30, 2025, as filed with the U.S. Securities and Exchange Commission pursuant to Rule 424(b)(5) on January 9, 2026 (the "Prospectus Supplement"), and (ii) the 367,499 shares of Class A Common Stock issuable upon the exercise of warrants of the Issuer, as further described in the Prospectus Supplement. 0001300345 Daniel S. Loeb AF X1 0 1389499 0 1389499 1389499 N 4.4 IN The number of shares of Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock") of flyExclusive, Inc. (the "Issuer") beneficially owned by the Reporting Persons as set forth in Row 11 (such shares, the "Shares") consists of 1,022,000 shares of Class A Common Stock and 367,499 shares of Class A Common Stock issuable upon the exercise of warrants of the Issuer. Calculations of the percentage set forth in Row 13 are based on the quotient obtained by dividing (a) the aggregate number of Shares by (b) the sum of (i) 31,184,738 shares of Class A Common Stock outstanding as of December 31, 2025, as reported by the Issuer in the Prospectus Supplement to that certain Prospectus dated June 30, 2025, as filed with the U.S. Securities and Exchange Commission pursuant to Rule 424(b)(5) on January 9, 2026 (the "Prospectus Supplement"), and (ii) the 367,499 shares of Class A Common Stock issuable upon the exercise of warrants of the Issuer, as further described in the Prospectus Supplement. Class A common stock, par value $0.0001 per share flyExclusive, Inc. 2860 Jetport Road Kinston NC 28504 This Amendment No. 2 to Schedule 13D (this "Amendment No. 2") relates to the Class A Common Stock, $0.0001 par value per share (the "Class A Common Stock") of flyExclusive, Inc., a Delaware corporation (the "Issuer"), and amends the Schedule 13D filed by the undersigned reporting persons (the "Reporting Persons") with the U.S. Securities and Exchange Commission (the "SEC") on February 13, 2024 (the "Original Schedule 13D"), as previously amended by that certain Amendment No. 1 thereto on March 26, 2025 ("Amendment No. 1" and, collectively with the Original Schedule 13D and this Amendment No. 2, the "Schedule 13D"). Capitalized terms used and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Original Schedule 13D and Amendment No. 1, as applicable. This Amendment No. 2 is being filed to reflect changes in the number of outstanding shares of the Issuer's Class A Common Stock as reported by the Issuer in the Prospectus Supplement to that certain Prospectus dated June 30, 2025, as filed with the U.S. Securities and Exchange Commission pursuant to Rule 424(b)(5) on January 9, 2026 (the "Prospectus Supplement"). Item 4 of the Schedule 13D is hereby amended to add the following: The information contained in Item 5 of Amendment No. 2 is incorporated by reference herein, as applicable. Item 5(a) of the Schedule 13D is hereby amended to reflect the following: As of the close of business on January 9, 2026, the Reporting Persons may be deemed to beneficially own, in the aggregate, 1,389,499 shares of Class A Common Stock (including 367,499 shares of Class A Common Stock issuable upon the exercise of warrants of the Issuer) held directly by the Funds (such shares, the "Shares"). The Shares represent approximately 4.40% of the Class A Common Stock outstanding. Calculations of the percentage of Class A Common Stock beneficially owned are based on the quotient obtained by dividing (a) the aggregate number of Shares by (b) the sum of (i) 31,184,738 shares of Class A Common Stock outstanding as of December 31, 2025, as reported by the Issuer in the Prospectus Supplement, and (ii) the 367,499 shares of Class A Common Stock issuable upon the exercise of warrants of the Issuer, as further described in the Prospectus Supplement. Item 5(c) of the Schedule 13D is hereby amended to reflect the following: The Reporting Persons have not effected any transactions in the shares of Class A Common Stock during the past sixty days, inclusive of any transactions effected through 4:30 p.m., New York City time, on January 13, 2026. Item 5(e) of the Schedule 13D is hereby amended to reflect the following: As of December 31, 2025, the Reporting Persons ceased to be the beneficial owners of more than five percent of the outstanding shares of the Class A Common Stock and the Reporting Persons are no longer subject to the reporting requirements of Rule 13d-1(a) of the Exchange Act. Third Point LLC /s/ Jana Tsilman Jana Tsilman, Attorney-in-Fact 01/13/2026 Daniel S. Loeb /s/ Jana Tsilman Jana Tsilman, Attorney-in-Fact 01/13/2026 The Power of Attorney granted by Third Point LLC and Daniel S. Loeb in favor of Jana Tsilman and Joshua L. Targoff, dated February 9, 2024, which was previously filed with the SEC on February 13, 2024 as Exhibit 99.2 to the Schedule 13G/A filed by Third Point LLC and Daniel S. Loeb with respect to Global Blue Group Holding AG, is incorporated herein by reference.