Material Agreement, Private Placement (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement.

As previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission on June 8, 2026 (the "Prior 8-K"), on June 7, 2026, Volato Group, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with Catheter Precision, Inc. (NYSE American: VTAK) and certain institutional investors (collectively, the "Investors") for the issuance and sale by the Company of 6,500,000 shares (the "Shares") of the Company's Class A common stock, par value $0.0001 per share, at a per share price of $0.34 (collectively, the "Private Placement").

The closing of the Private Placement occurred on June 18, 2026, and the Company received gross proceeds of approximately $2.21 million, before deducting transaction fees and offering expenses payable by the Company.

Pursuant to the Registration Rights Agreement (the "Registration Rights Agreement") entered into by the parties in connection with the Purchase Agreement, the Company agreed to file a registration statement to register the resale of the Shares no later than ten (10) calendar days following the execution of the Registration Rights Agreement. On June 18, 2026, the parties entered into an Amendment No. 1 to Registration Rights Agreement (the "Amendment") to extend the filing deadline to 5:30 p.m. Eastern Time on June 18, 2026. All other terms of the Registration Rights Agreement remain unchanged.

The descriptions of the terms of the Purchase Agreement and Registration Rights Agreement contained in the Prior 8-K are incorporated herein by reference. The foregoing summaries of the Purchase Agreement, the Registration Rights Agreement, and the Amendment, including the summaries contained in the Prior 8-K, do not purport to be complete and are qualified in their entirety by reference to the full text of the Purchase Agreement, the Registration Rights Agreement, and the Amendment, the forms of which are included as Exhibit 10.1 to the Prior 8-K, Exhibit 10.2 to the Prior 8-K, and Exhibit 10.1 to this Current Report on Form 8-K, respectively, and are incorporated herein by reference.

Item 3.02. Unregistered Sales of Equity Securities.

The information contained in the Prior 8-K and Item 1.01 of this Current Report on Form 8-K related to the Private Placement is incorporated herein by reference. The Company offered and issued the Shares in reliance upon the exemptions from registration provided by Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder. The Shares were offered and sold without any general solicitation by the Company or its representatives. The Shares have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act.

This Current Report on Form 8-K is not an offer to sell or a solicitation of an offer to buy any securities, nor will there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.