If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
Comprised of an aggregate of 59,930,000 common units ("LGM Common Units") of LGM Enterprises LLC ("LGM"), which consists of the following: (i) 57,530,000 LGM Common Units held directly by the Reporting Person and (ii) 600,000 LGM Common Units held by each of the following through a custodial account established pursuant to the Uniform Transfer to Minor Act for which the Reporting Person is custodian: (a) Thomas James Segrave, Jr. as Custodian for Laura Grace Segrave, (b) Thomas James Segrave, Jr. as Custodian for Madison Lee Segrave, (c) Thomas James Segrave, Jr. as Custodian for Lillian May Segrave and (d) Thomas James Segrave, Jr. as Custodian for Thomas James Segrave, III (collectively, the "Trusts"). In addition, the Reporting Person beneficially owns an aggregate of 59,930,000 shares of Class B Common Stock of flyExclusive, Inc. (the "Issuer") (the "Class B Common Stock") which is comprised of the same ownership amounts for the Reporting Person and the Trusts as the LGM Common Units. From and after December 27, 2024, the Reporting Person may redeem or exchange one LGM Common Unit for one share of the Issuer's Class A Common Stock or, under certain circumstances, a cash payment based on the value of the Issuer's Class A Common Stock. At the time of any such redemption or exchange, the Reporting Person would forfeit an equivalent number of shares of Class B Common Stock to the Issuer. Each share of the Issuer's Class A Common Stock carries one vote per share and each share of Class B Common Stock carries one vote per share and no economic rights. This percentage of the shares of the Issuer's Class A Common Stock beneficially owned is based on approximately (i) 31,184,738 shares of the Issuer's Class A Common Stock outstanding as of December 31, 2025, as reported in the Issuer's Prospectus Supplement to that certain Prospectus dated June 30, 2025, as filed with the Securities and Exchange Commission (the "SEC") pursuant to Rule 424(b)(5) on Janaury 9, 2026 (the "Prospecutus Supplement"), (ii) 2,255,639 shares of the Issuer's Class A Common Stock to be issued in connection with the offering as outlined in the Prospectus Supplement, (iii) the 59,930,000 shares of the Issuer's Class A Common Stock that the Reporting Person is eligible to convert his LGM Common Units into as discussed in the Schedule 13D filed with the SEC on January 8, 2025 as being issued and outstanding, (ii) 2,519,869 outstanding warrants of EG Acquisition Corp. ("EGA") held by the public outstanding as of December 31, 2025, as reported in the Prospectus Supplement (the "EGA Public Warrants"), (iv) 4,333,333 outstanding private placement warrants of EGA held by EG Sponsor LLC, outstanding as of December 31, 2025, as reported in the Prospectus Supplement (the "Private Placement Warrants"), (v) 4,000,000 shares of Class A Common Stock underlying a warrant issued to EnTrust Emerald (Cayman) LP as reported in the Prospectus Supplement, (vi) 1,000,000 shares of Class A Common Stock underlying a warrant issued to EG Sponsor LLC as reported in the Prospectus Supplement, and (vii) 1,268,100 shares of Class A Common Stock underlying a warrant for EG Sponsor, LLC as reported in the Prospectus Supplement. The calculation assumes that all LGM Common Units, EGA Public Warrants and Private Placement Warrants are exercised or exchanged for one share of the Issuer's Class A Common Stock and that such shares are deemed issued and outstanding. From and after December 27, 2024, the Reporting Person may redeem or exchange one LGM Common Unit for one share of the Issuer's Class A Common Stock or, under certain circumstances, a cash payment based on the value of the Issuer's Class A Common Stock. At the time of any such redemption or exchange, the Reporting Persons would forfeit an equivalent number of shares of Class B Common Stock to the Issuer.


SCHEDULE 13D


 
Thomas James Segrave, Jr.
 
Signature:/s/ Thomas James Segrave, Jr,
Name/Title:Thomas James Segrave, Jr.
Date:01/14/2026