YSACU / Yellowstone Acquisition Co - Units (1 Ord Class A & 1/2 War) - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

Yellowstone Acquisition Co - Units (1 Ord Class A & 1/2 War)
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CIK 1823587
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Yellowstone Acquisition Co - Units (1 Ord Class A & 1/2 War)
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
September 10, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 4, 2025 Sky Harbour Grou

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 4, 2025 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

August 12, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 8, 2025 Sky Harbour Group C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 8, 2025 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commis

August 12, 2025 EX-99.1

Sky Harbour Announces Q2 Results; Opening of New Campus in Centennial Airport, Denver, CO; Updates on Leasing, Construction and Other Activities; Reiterates Prior Guidance for 2025

Exhibit 99.1 Sky Harbour Announces Q2 Results; Opening of New Campus in Centennial Airport, Denver, CO; Updates on Leasing, Construction and Other Activities; Reiterates Prior Guidance for 2025 WEST HARRISON, N.Y.-(BUSINESS WIRE)-Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide Home Base Operator (HBO) ne

August 12, 2025 EX-99.2

Investor Presentation dated August 12, 2025.

Exhibit 99.2

August 12, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 00

June 20, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 19, 2025 Sky Harbour Group Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 19, 2025 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commiss

May 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0

May 13, 2025 EX-99.1

Sky Harbour Announces Q1 Results; Opening of New Campus in Dallas-Addison and Other Business Updates; Reiterates Prior Guidance for 2025

Exhibit 99.1 Sky Harbour Announces Q1 Results; Opening of New Campus in Dallas-Addison and Other Business Updates; Reiterates Prior Guidance for 2025 WEST HARRISON, N.Y.-(BUSINESS WIRE)-Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced the re

May 13, 2025 EX-99.2

Investor Presentation dated May 13, 2025

Exhibit 99.2

May 13, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 13, 2025 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

April 28, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )         Filed by the Registrant     ☒ Filed by a Party other than the Registrant      ☐         Check the appropriate box:          ☐     Preliminary Proxy Statement  ☐     Confidential, for Use of t

April 28, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy St

March 27, 2025 EX-19.1

Sky Harbour Group Corporation Policy on Inside Information and Insider Trading.

Exhibit 19.1 SKY HARBOUR GROUP CORPORATION Policy on Inside Information and Insider Trading A. Background/Purpose Under federal and state securities laws, it is illegal to engage in transactions in securities of Sky Harbour Group Corporation (the “Company”) while in possession of material, non-public information related to, affecting or regarding the Company, its subsidiaries or another company (i

March 27, 2025 EX-99.1

Sky Harbour Announces Record Q4 and 2024 Results, New Hangar Campus Lease at King County International Airport

Exhibit 99.1 Sky Harbour Announces Record Q4 and 2024 Results, New Hangar Campus Lease at King County International Airport – Boeing Field, Opening of New Campus in Phoenix and Other Business Updates; Reiterates Prior Guidance for 2025 WEST HARRISON, N.Y.-(BUSINESS WIRE)-Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the fi

March 27, 2025 EX-99.2

Investor Presentation dated March 27, 2025

Exhibit 99.2

March 27, 2025 EX-21.1

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of Sky Harbour Group Corporation Subsidiary Parent Entity Sky Harbour LLC Sky Harbour Group Corporation Sky Harbour Services, LLC Sky Harbour LLC Sky Harbour Holdings LLC Sky Harbour LLC BDL Hangars LLC Sky Harbour Holdings LLC CMA CloudNine Holdings LLC Sky Harbour Holdings LLC CloudNine at Camarillo LP CMA CloudNine Holdings LLC CMA Sky 805 Holdings LLC Sky Harbour Hold

March 27, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 27, 2025 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commis

March 27, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39

February 12, 2025 EX-2

SCHEDULE OF OFFICERS AND DIRECTORS

Exhibit 2.1 SCHEDULE OF OFFICERS AND DIRECTORS The name, present principal occupation or employment and citizenship of each of the executive officers and directors of the Reporting Person are set forth below. The business address of each individual associated with the Reporting Person is c/o 1601 Dodge Street, Suite 3300, Omaha, NE 68102. Boston Omaha Corporation Name Present Principal Occupation

February 12, 2025 EX-4

SCHEDULE OF TRANSACTIONS

EXHIBIT 4.1 SCHEDULE OF TRANSACTIONS The following table sets forth all transactions of Class A Stock effected by the Reporting Person since the filing of Amendment No. 2 on May 31, 2024. Nature of Transaction Title of Security Date Shares of Class A Stock Sold/Transferred Average Price Per Share Gross Proceeds Total Shares of Class A Stock Remaining Sale Class A Stock 12/27/2024 15,904 $12.27 $19

February 6, 2025 25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-39648 Sky Harbour Group Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-39648 Sky Harbour Group Corporation, NYSE American LLC (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 136 T

February 5, 2025 CORRESP

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 February 5, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, NE Washington, D.

January 27, 2025 EX-FILING FEES

Filing fee table.

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Sky Harbour Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0.

January 27, 2025 S-3

As filed with the Securities and Exchange Commission on January 27, 2025

Table of Contents As filed with the Securities and Exchange Commission on January 27, 2025 Registration No.

January 24, 2025 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Sky Harbour Group Corporation (Exact name of

8-A12B 1 ysac202501218a12b.htm FORM 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 85-2732947 (State or other jurisdiction of incorporation)

December 23, 2024 EX-99.1

Sky Harbour Announces Second Closing of Equity Raise, with Additional Participation of Existing and New Long-Term Investors

Exhibit 99.1 Sky Harbour Announces Second Closing of Equity Raise, with Additional Participation of Existing and New Long-Term Investors WEST HARRISON, N.Y.-(BUSINESS WIRE)-Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced it has com

December 23, 2024 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 20, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

December 19, 2024 EX-99.1

Sky Harbour Announces New Campus Development at Trenton-Mercer Airport

Exhibit 99.1 Sky Harbour Announces New Campus Development at Trenton-Mercer Airport West Harrison, NY – December 19th, 2024 – The Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) announced the execution of a lease agreement with the County of Mercer for the development of a Sky Harbour Home Base campus at Trenton-Mercer Airport (TTN), the gateway airport to New Jersey’s capital, New Yo

December 19, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 18, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

December 17, 2024 EX-99.1

Sky Harbour Group Corporation Announces Uplisting to the New York Stock Exchange

Exhibit 99.1 Sky Harbour Group Corporation Announces Uplisting to the New York Stock Exchange West Harrison, NY – (BUSINESS WIRE) December 17th, 2024 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced today that the Company has been

December 17, 2024 8-K

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 17, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

December 10, 2024 EX-99.1

Sky Harbour Group Announces Hangar Campus Acquisition at Camarillo Airport, Serving Greater Los Angeles

Exhibit 99.1 Sky Harbour Group Announces Hangar Campus Acquisition at Camarillo Airport, Serving Greater Los Angeles WEST HARRISON, N.Y.-(BUSINESS WIRE)-The Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing hangar campuses for business aircraft, announced that it has complet

December 10, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events, 8-K, 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 6, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

November 12, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 12, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

November 12, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Numbe

November 12, 2024 EX-10.1

Lease between Salt Lake City Corporation, as Landlord, and SLC Development LLC, as Tenant.

Exhibit 10.1 LEASE BETWEEN SALT LAKE CITY CORPORATION, as Landlord AND SLC Development LLC, as Tenant For Premises Located At: Salt Lake City International Airport Salt Lake City, Utah 1 1. DEFINITIONS 8 2. TERM 12 2.1 Term. 12 2.2 Renewal Terms. 12 2.3 Due Diligence Period. 13 3. RENT 13 3.1 Ground Rent. 13 3.2 Renewal Term Rent. 13 3.3 Payment of Concession Fee. 14 3.4 Fuel Royalty. 14 3.5 Inten

November 12, 2024 EX-99.1

Sky Harbour Announces Record Q3 Results, Updates on Business Activities and Objectives

Exhibit 99.1 Sky Harbour Announces Record Q3 Results, Updates on Business Activities and Objectives WEST HARRISON, N.Y.-(BUSINESS WIRE)-Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced the release of its unaudited financial results

November 12, 2024 EX-99.2

Investor Presentation dated November 12, 2024

Exhibit 99.2

October 28, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 25, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

October 28, 2024 EX-10.1

Form of Registration Rights Agreement, dated as of October 25, 2024 by and among Sky Harbour Group Corporation and the Investors named therein.

Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 25, 2024, by and among Sky Harbour Group Corporation, a Delaware corporation (the “Company”), and each investor signatory hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms used herein have the respective meanings ascribed thereto in

October 28, 2024 EX-99.1

Sky Harbour Announces Initial Closing of Equity Raise, Upsized by Additional Participation of Existing and New Long-Term Investors

Exhibit 99.1 Sky Harbour Announces Initial Closing of Equity Raise, Upsized by Additional Participation of Existing and New Long-Term Investors WEST HARRISON, N.Y.-(BUSINESS WIRE)-Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced it

September 17, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 16, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Co

September 17, 2024 EX-10.1

Form of Securities Purchase Agreement, dated as of September 16, 2024 by and among Sky Harbour Group Corporation and the Investors named therein.

Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Sky Harbour Group Corporation has determined that such information (i) is not material and (ii) constitutes personal information. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into on September 16, 2024 by and between Sky Harbour Group Corp

September 17, 2024 EX-99.1

Sky Harbour Announces Equity Raise, Funding Growth Plan Through 2026

Exhibit 99.1 Sky Harbour Announces Equity Raise, Funding Growth Plan Through 2026 West Harrison, New York – September 17, 2024 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced it has entered a securities purchase agreement with ce

August 13, 2024 EX-99.2

Investor Presentation dated August 13, 2024

Exhibit 99.2

August 13, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 13, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commi

August 13, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 00

August 13, 2024 EX-99.1

Sky Harbour Announces Record Q2 Results, Receives Debt Proposals for $150mm, and Updates on Business Activities and Objectives

Exhibit 99.1 Sky Harbour Announces Record Q2 Results, Receives Debt Proposals for $150mm, and Updates on Business Activities and Objectives West Harrison, NY – August 13th, 2024 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircraft, announced the

August 13, 2024 EX-10.1

Deed of Ground Lease by and between Metropolitan Washington Airports Authority, as Lessor, and IAD Hangars LLC.

Exhibit 10.1 DEED OF GROUND LEASE BY AND BETWEEN METROPOLITAN WASHINGTON AIRPORTS AUTHORITY, AS LESSOR AND IAD HANGARS LLC DEED OF GROUND LEASE THIS DEED OF GROUND LEASE (“Lease”) is made and entered into as of this day of May, 2024 (“Effective Date”), by and between the Metropolitan Washington Airports Authority, a public body corporate and politic created by interstate compact between the Common

August 8, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 8, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commis

August 8, 2024 EX-99.1

Salt Lake City International Airport and Sky Harbour Announce Hangar Campus Development

EX-99.1 2 ex710748.htm EXHIBIT 99.1 Exhibit 99.1 Salt Lake City International Airport and Sky Harbour Announce Hangar Campus Development West Harrison, NY and Salt Lake City, UT – August 8th, 2024 – Salt Lake City International Airport and Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) announced today the execution of a lease agreement for the development of a Sky Harbour Home Base h

July 5, 2024 EX-99.1

Sky Harbour Announces Listing on Russell 2000® Index

Exhibit 99.1 Sky Harbour Announces Listing on Russell 2000® Index West Harrison, NY – July 05, 2024 – Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS) announced that its stock has been added as a member of the Russell 2000® Index, effective after the US market opened on July 1st, as part of the 2024 Russell indexes annual reconstitution. Francisco X. Gonzalez, Sky Harbour’s Chief Financial Offi

July 5, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 5, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

June 6, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 5, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

June 3, 2024 SC 13G/A

SKYH / Sky Harbour Group Corporation / Altai Capital Management, L.P. - ALTAI CAPITAL MANAGEMENT LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Sky Harbour Group Corporation (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) May 31, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to des

May 31, 2024 SC 13D/A

SKYH / Sky Harbour Group Corporation / BOSTON OMAHA Corp - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* SKY HARBOUR GROUP CORPORATION (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) Joshua P. Weisenburger Boston Omaha Corporation 1601 Dodge Street, Suite 3300 Omaha, Nebraska 68102 (

May 29, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 23, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

May 29, 2024 EX-99.1

Sky Harbour Announces Campus Development at Dulles International Airport

Exhibit 99.1 Sky Harbour Announces Campus Development at Dulles International Airport West Harrison, NY – May 29th, 2024 – The Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) announced the execution of a lease agreement with the Metropolitan Washington Airports Authority (“MWAA”) for the development of a Sky Harbour Home Base campus at Dulles International Airport (IAD), Greater Washi

May 28, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 28, 2024 Sky Harbour Group Cor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 28, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

May 28, 2024 EX-99.1

Sky Harbour Group Announces Campus Development at Stewart International Airport

Exhibit 99.1 Sky Harbour Group Announces Campus Development at Stewart International Airport West Harrison, New York – May 28th, 2024 –The Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) today announced that the Port Authority of New York and New Jersey (PANYNJ) voted to authorize the execution of a lease agreement for the development of a Sky Harbour campus at Stewart International A

May 21, 2024 SC 13D/A

SKYH / Sky Harbour Group Corporation / BOSTON OMAHA Corp - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 bomn20240520sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* SKY HARBOUR GROUP CORPORATION (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) Joshua P. Weisenburger Boston Omaha Corporation 1601

May 15, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 14, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

May 15, 2024 EX-99.1

SKY HARBOUR REPORTS RECORD Q1 2024 REVENUES, ACHIEVES CASH FLOW BREAK-EVEN AT SKY HARBOUR CAPITAL AND PREPARES FOR ACCELERATED CONSTRUCTION ACTIVITY

Exhibit 99.1 SKY HARBOUR REPORTS RECORD Q1 2024 REVENUES, ACHIEVES CASH FLOW BREAK-EVEN AT SKY HARBOUR CAPITAL AND PREPARES FOR ACCELERATED CONSTRUCTION ACTIVITY West Harrison, New York – May 14th, 2024 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for busines

May 15, 2024 EX-99.2

Investor Presentation dated May 14, 2024

Exhibit 99.2

May 14, 2024 EX-10.2

Lease Agreement between Orlando Executive Airport and SHOLA, LLC.

Exhibit 10.2 ORLANDO EXECUTIVE AIRPORT FIXED BASE OPERATOR LEASE AGREEMENT Orlando Executive Airport Orlando, Florida Effective as of Lessee: SHOLA, LLC 1 TABLE OF CONTENTS 1.1 Definitions. 5 ARTICLE II PREMISES AND PERMITTED USES 8 2.1 Demise of Premises. 8 2.2 Condition of Premises. 9 2.3 Obligations of Authority. 9 2.4 Permitted Uses. 10 2.5 Additional Uses. 10 2.6 Prohibited Uses. 11 2.7 Signa

May 14, 2024 EX-10.1

Lease and SASO Operating Agreement between the City of San Jose and SJC Hangars LLC

Exhibit 10.1 LEASE AND SASO OPERATING AGREEMENT BETWEEN THE CITY OF SAN JOSE AND SJC HANGARS LLC DOCUMENT NO. 10761-LE-24 T A B L E O F C O N T E N T S Section Title Page 1 DEFINITIONS AND SUMMARY OF LEASE TERMS 6 2 TERM 12 2.1 Term 12 2.2 Good Faith 12 2.3 Mutual Extension of Term 12 2.4 Holdover 13 3 PREMISES 13 3.1 Ramp Area 13 3.2 “As-Is” Condition 14 3.3 Environmental Site Assessment Report 1

May 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0

April 22, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D

April 22, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

April 8, 2024 CORRESP

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 April 8, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, NE Washington, D.

April 8, 2024 CORRESP

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 April 8, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, NE Washington, D.

March 27, 2024 EX-1.2

At Market Issuance Sales Agreement, dated March 27, 2024, between Sky Harbour Group Corporation and B. Riley Securities, Inc.

Exhibit 1.2 Sky Harbour Group Corporation Class A Common Stock (par value $0.0001 per share) At Market Issuance Sales Agreement March 27, 2024 B. Riley Securities, Inc. 299 Park Avenue, 21st Floor New York, NY 10171 Ladies and Gentlemen: Sky Harbour Group Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with B. Riley Securities, Inc. (the “Agent”) as f

March 27, 2024 EX-FILING FEES

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Sky Harbour Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0.

March 27, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39

March 27, 2024 EX-21.1

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of Sky Harbour Group Corporation Subsidiary Parent Entity Sky Harbour LLC Sky Harbour Group Corporation Sky Harbour Services, LLC Sky Harbour LLC Sky Harbour Holdings LLC Sky Harbour LLC BDL Hangars LLC Sky Harbour Holdings LLC POU Development LLC Sky Harbour Holdings LLC PWK Hangars LLC Sky Harbour Holdings LLC SHOLA, LLC Sky Harbour Holdings LLC SHSLA, LLC Sky Harbour H

March 27, 2024 EX-97.1

Sky Harbour Group Corporation Compensation Recoupment Policy.

Exhibit 97.1 SKY HARBOUR GROUP CORPORATION COMPENSATION RECOUPMENT POLICY EFFECTIVE DATE: NOVEMBER 7, 2023 In the event of any required accounting restatement of the financial statements of Sky Harbour Group Corporation (the “Company”) due to the material noncompliance of the Company with any financial reporting requirement under the applicable U.S. federal securities laws, including any required

March 27, 2024 EX-99.1

Sky Harbour Group Corporation Announces its 2023 Financial Results; Updates on New Ground Leases, Construction and Hangar Leasing; Injects Equity into Obligated Group and Files Various Registration Statements with SEC

Exhibit 99.1 Sky Harbour Group Corporation Announces its 2023 Financial Results; Updates on New Ground Leases, Construction and Hangar Leasing; Injects Equity into Obligated Group and Files Various Registration Statements with SEC West Harrison, New York – March 27th, 2024 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company bu

March 27, 2024 EX-99.2

Investor Presentation dated March 27, 2024

Exhibit 99.2

March 27, 2024 EX-FILING FEES

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Sky Harbour Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0.

March 27, 2024 EX-10.9

Form of Option Award Agreement

Exhibit 10.9 SKY HARBOUR GROUP CORPORATION 2022 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE Sky Harbour Group Corporation, a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) an Option (the “Option”) described in this Stock Option Grant Notice (this “Grant Notice”), subject to the terms and conditions of the Sky Harbour Group Corporation 2022 Ince

March 27, 2024 EX-10.40

Lease Agreement by and between County of Dutchess and POU Development LLC.

Exhibit 10.40 LEASE AGREEMENT BY AND BETWEEN COUNTY OF DUTCHESS (Landlord) AND POU DEVELOPMENT LLC (Tenant) DATED AS OF 1 LEASE AGREEMENT THIS LEASE AGREEMENT (the “Lease”) is made and entered into as of this day of (the “Effective Date”), by and between the County of Dutchess, a municipal corporation with offices at 22 Market Street, Poughkeepsie, New York 12601 (the “Landlord”), and POU Developm

March 27, 2024 EX-10.39

Lease and Operating Agreement between Connecticut Airport Authority and BDL Hangars LLC.

Exhibit 10.39 LEASE AND OPERATING AGREEMENT BETWEEN CONNECTICUT AIRPORT AUTHORITY AND BDL HANGARS LLC A SPECIALIZED AVIATION SERVICE OPERATOR AT BRADLEY INTERNATIONAL AIRPORT WINDSOR LOCKS, CONNECTICUT TABLE OF CONTENTS ARTICLE I – DEFINITIONS 2 ARTICLE II – RIGHTS GRANTED TO THE SECOND PARTY 5 ARTICLE III – RIGHTS RESERVED TO THE CAA 6 ARTICLE IV – LEASED PREMISES 7 ARTICLE V – TERM 7 ARTICLE VI

March 27, 2024 EX-4.4

Description of Securities.

Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following is a description of the capital stock of Sky Harbour Group Corporation (“Sky Harbour,” the “Company,” “we,” “us,” and “our”) and certain provisions of our second amended and restated certificate of incorporation (the “Certificate of Incorporation

March 27, 2024 S-3

As filed with the Securities and Exchange Commission on March 27, 2024

Table of Contents As filed with the Securities and Exchange Commission on March 27, 2024 Registration No.

March 27, 2024 EX-10.15

Employment Agreement with Will Whitesell

Exhibit 10.15 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of January 3, 2024 (the “Effective Date”), by and between SKY HARBOUR GROUP CORPORATION, a Delaware corporation (the “Company”), and WILLARD WHITESELL (“Employee”). WHEREAS the Company desires to engage Employee to render services to the Company; and WHEREAS the Company and Employee desire to enter into

March 27, 2024 EX-10.38

Net Ground Lease Agreement between Chicago Executive Airport and PWK Hangars LLC at Chicago Executive Airport.

Exhibit 10.38 NET GROUND LEASE AGREEMENT BETWEEN CHICAGO EXECUTIVE AIRPORT AND PWK HANGARS LLC AT CHICAGO EXECUTIVE AIRPORT TABLE OF CONTENTS 1. Leasehold; Access; Term; Size 1 2. Leasehold Phases 2 3. Phase Development 2 4. Phase Construction Timeline 3 5. Use of Premises 4 6. Condition of Premises 6 7. Rent; Security Deposit 6 8. Repair and Maintenance 8 9. Improvements 8 10. Services and Utilit

March 27, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 23, 2024 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commis

March 27, 2024 S-3

As filed with the Securities and Exchange Commission on March 27, 2024

Table of Contents As filed with the Securities and Exchange Commission on March 27, 2024 Registration No.

February 14, 2024 SC 13G/A

SKYH / Sky Harbour Group Corporation / Altai Capital Management, L.P. - ALTAI CAPITAL MANAGEMENT LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sky Harbour Group Corporation (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box t

January 3, 2024 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 31, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

January 3, 2024 EX-99.1

Sky Harbour Announces Incoming Chief Operating Officer, New Manufacturing Leadership, and an Update on Construction Budget at Dallas-Addison Airport

Exhibit 99.1 Sky Harbour Announces Incoming Chief Operating Officer, New Manufacturing Leadership, and an Update on Construction Budget at Dallas-Addison Airport West Harrison, New York — January 3rd, 2024 — The Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS) (“Sky Harbour” or “the Company”) today announced that Will Whitesell has joined the team as Chief Operating Officer (“COO”). Outgoing CO

December 18, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 13, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

December 18, 2023 EX-99.1

Sky Harbour Announces Two New Developments Aimed at Serving the New York and Connecticut Business Aviation Markets and Provides an Update on Construction Activities

Exhibit 99.1 Sky Harbour Announces Two New Developments Aimed at Serving the New York and Connecticut Business Aviation Markets and Provides an Update on Construction Activities West Harrison, New York — December 18th, 2023 — The Connecticut Airport Authority, Duchess County (NY), and Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS) (“Sky Harbour”, “SHG”, or “the Company”) today announced the e

December 8, 2023 SC 13G

SKYH / Sky Harbour Group Corporation - Class A / Altai Capital Management, L.P. - ALTAI CAPITAL MANAGEMENT LP Passive Investment

SC 13G 1 skyh120823.htm ALTAI CAPITAL MANAGEMENT LP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Sky Harbour Group Corporation (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) November 30, 2023 (Date of Event which Requires Filing of this State

November 29, 2023 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 29, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

November 29, 2023 EX-99.1

Sky Harbour Group Announces the Second Closing of its Private Equity Placement with an Altai Capital Investment Vehicle for an Additional Aggregate Consideration of $15,000,000

Exhibit 99.1 Sky Harbour Group Announces the Second Closing of its Private Equity Placement with an Altai Capital Investment Vehicle for an Additional Aggregate Consideration of $15,000,000 West Harrison, New York – November 29th, 2023 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of

November 14, 2023 EX-99.1

Sky Harbour Group Corporation Announces its Q3 2023 Financial Results and Updates on Leasing, Construction and New Ground Lease Activities

Exhibit 99.1 Sky Harbour Group Corporation Announces its Q3 2023 Financial Results and Updates on Leasing, Construction and New Ground Lease Activities West Harrison, New York – November 9th, 2023 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business airc

November 14, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 9, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

November 14, 2023 EX-99.2

Investor presentation dated November 14, 2023

Exhibit 99.2

November 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Numbe

November 2, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 1, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

November 2, 2023 EX-99.1

Sky Harbour Group Announces an Agreement and Closing of a Sale of 6,586,154 Shares of Class A Common Stock and 1,141,600 Warrants in a Private Equity Placement with Altai Capital Investment Vehicles for Aggregate Consideration of $42,810,000

Exhibit 99.1 Sky Harbour Group Announces an Agreement and Closing of a Sale of 6,586,154 Shares of Class A Common Stock and 1,141,600 Warrants in a Private Equity Placement with Altai Capital Investment Vehicles for Aggregate Consideration of $42,810,000 West Harrison, New York – November 2nd, 2023 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation

November 2, 2023 EX-10.1

Form of Securities Purchase Agreement, dated as of November 1, 2023 by and among Sky Harbour Group Corporation and the Investors named therein.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into by and between Sky Harbour Group Corporation, a Delaware corporation (the “Company”), and each investor signatory hereto (each, an “Investor” and collectively, the “Investors”) and shall become effective upon the execution and delivery of this Agreement by the parties hereof. R

November 2, 2023 EX-10.2

Form of Registration Rights Agreement, dated as of November 1, 2023 by and among Sky Harbour Group Corporation and the Investors named therein.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 1, 2023, by and among Sky Harbour Group Corporation, a Delaware corporation (the “Company”), and each investor signatory hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms used herein have the respective meanings ascribed thereto in

October 12, 2023 EX-99.1

Chicago Executive Airport Announces Sky Harbour Hangar Campus Development

Exhibit 99.1 Chicago Executive Airport Announces Sky Harbour Hangar Campus Development Wheeling, IL – October 11th, 2023 – Chicago Executive Airport (PWK) and Sky Harbour Group [Sky Harbour Group Corporation (NYSE: SKYH, SKYH WS)] today announced the execution of an agreement for the development of a Sky Harbour Home Base campus at PWK, the leading General Aviation airport in the Chicago area. The

October 12, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 11, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

October 10, 2023 EX-10.1

Loan Agreement, dated as of December 1, 2020, by and among Rapidbuilt, Inc., Overflow, Ltd. and Vista Bank, as amended by the Consent, Waiver and Second Amendment to Loan Documents, dated as of May 12, 2023, by and among Vista Bank, Overflow, Ltd., Rapidbuilt, Inc. and Sky Harbour, LLC.

Exhibit 10.1 CONSENT, WAIVER AND SECOND AMENDMENT TO LOAN DOCUMENTS THIS CONSENT, WAIVER AND SECOND AMENDMENT TO LOAN DOCUMENTS (this “Agreement”) is executed effective as of May 12, 2023, by and among VISTA BANK, a Texas state bank (“Lender”), and OVERFLOW LTD., a Texas limited partnership (“Overflow”), RAPIDBUILT INC., a Texas corporation (each a “Borrower” and collectively, the “Borrowers”), an

October 10, 2023 EX-10.2

Guaranty Agreement, dated as of May 12, 2023, by Sky Harbour LLC in favor of Vista Bank.

Exhibit 10.2 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this "Guaranty") is made as of the 12th day of May, 2023, by SKY HARBOUR, LLC, a Delaware limited liability company, ("Guarantor"), in favor of VISTA BANK ("Lender"). W I T N E S S E T H: A. Lender made a loan (the "Loan") to RAPIDBUILT, INC., a Texas corporation, and OVERFLOW, LTD., a Texas limited partnership (individually or collectively

October 10, 2023 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 10, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

October 10, 2023 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commis

August 15, 2023 EX-99.1

Sky Harbour Group Corporation Announces its 2023 Q2 Financial Results and Updates on Leasing, Construction and New Ground Lease Activities

Exhibit 99.1 Sky Harbour Group Corporation Announces its 2023 Q2 Financial Results and Updates on Leasing, Construction and New Ground Lease Activities West Harrison, New York – August 14th, 2023 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing campuses for business aircr

August 15, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 14, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commi

August 15, 2023 EX-99.2

Investor presentation dated August 15, 2023

Exhibit 99.2

August 14, 2023 EX-10.2

Guaranty Agreement, dated as of May 12, 2023, by Sky Harbour LLC in favor of Vista Bank.

Exhibit 10.2 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this "Guaranty") is made as of the 12th day of May, 2023, by SKY HARBOUR, LLC, a Delaware limited liability company, ("Guarantor"), in favor of VISTA BANK ("Lender"). W I T N E S S E T H: A. Lender made a loan (the "Loan") to RAPIDBUILT, INC., a Texas corporation, and OVERFLOW, LTD., a Texas limited partnership (individually or collectively

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 00

August 14, 2023 EX-10.1

Loan Agreement, dated as of December 1, 2020, by and among Rapidbuilt, Inc., Overflow, Ltd. and Vista Bank, as amended by the Consent, Waiver and Second Amendment to Loan Documents, dated as of May 12, 2023, by and among Vista Bank, Overflow, Ltd., Rapidbuilt, Inc. and Sky Harbour, LLC.

Exhibit 10.1 CONSENT, WAIVER AND SECOND AMENDMENT TO LOAN DOCUMENTS THIS CONSENT, WAIVER AND SECOND AMENDMENT TO LOAN DOCUMENTS (this “Agreement”) is executed effective as of May 12, 2023, by and among VISTA BANK, a Texas state bank (“Lender”), and OVERFLOW LTD., a Texas limited partnership (“Overflow”), RAPIDBUILT INC., a Texas corporation (each a “Borrower” and collectively, the “Borrowers”), an

June 15, 2023 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 14, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commiss

May 16, 2023 424B3

Up to 13,545,618 Shares of Class A Common Stock Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 44,854,106 Shares of Class A Common Stock Issuable Upon Redemption of Sky Common Units Up to 7,719,779 Warrants

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-264998 Up to 13,545,618 Shares of Class A Common Stock Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 44,854,106 Shares of Class A Common Stock Issuable Upon Redemption of Sky Common Units Up to 7,719,779 Warrants This prospectus relates to the issuance by us of up to an aggregate of 5

May 12, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0

May 12, 2023 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 12, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

May 5, 2023 POS AM

As filed with the Securities and Exchange Commission on May 5, 2023

Table of Contents As filed with the Securities and Exchange Commission on May 5, 2023 Registration No.

May 5, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) Sky Harbour Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities N/A Table 2: Fee Offset Claims and Sources N/A Table 3: Combined Prospectuses Security Type Security Class Title Amount of Securities Previously Registered(1) Maximum Aggregate Offering Price of Securities Previously Registered Form Type File Number Initial Effective Date Primary Offering Equity Class A Common Stock, $0.

April 28, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

April 28, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D

March 28, 2023 424B3

Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Registration No. 333-267360 Prospectus Supplement No. 8 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 7 (to Prospectus dated May 25, 2022) Prospectus Supplement No. 2 (to Prospectus dated September 20, 2022) Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrant

March 28, 2023 POS EX

As filed with the Securities and Exchange Commission on March 28, 2023

As filed with the Securities and Exchange Commission on March 28, 2023 Registration No.

March 28, 2023 POS EX

As filed with the Securities and Exchange Commission on March 28, 2023

As filed with the Securities and Exchange Commission on March 28, 2023 Registration No.

March 28, 2023 424B3

Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Registration No. 333-267360 Prospectus Supplement No. 8 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 7 (to Prospectus dated May 25, 2022) Prospectus Supplement No. 2 (to Prospectus dated September 20, 2022) Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrant

March 28, 2023 POS EX

As filed with the Securities and Exchange Commission on March 28, 2023

As filed with the Securities and Exchange Commission on March 28, 2023 Registration No.

March 28, 2023 424B3

Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Registration No. 333-267360 Prospectus Supplement No. 8 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 7 (to Prospectus dated May 25, 2022) Prospectus Supplement No. 2 (to Prospectus dated September 20, 2022) Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrant

March 24, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39

March 24, 2023 EX-21.1

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of Sky Harbour Group Corporation Subsidiary Parent Entity Sky Harbour LLC Sky Harbour Group Corporation Sky Harbour Services, LLC Sky Harbour LLC Sky Harbour Holdings LLC Sky Harbour LLC SHOLA, LLC Sky Harbour Holdings LLC SHSLA, LLC Sky Harbour Holdings LLC Sky Harbour Capital LLC Sky Harbour Holdings LLC APA Hangers LLC Sky Harbour Capital LLC DVT Hangars LLC Sky Harbou

March 23, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 22, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commis

February 13, 2023 SC 13G/A

US83085C1071 / SKY HARBOUR GROU / Hudson Bay Capital Management LP - YSAC 13GA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sky Harbour Group Corporation (f/k/a Yellowstone Acquisition Company) (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement)

January 25, 2023 SC 13G/A

US83085C1071 / SKY HARBOUR GROU / HIGHBRIDGE CAPITAL MANAGEMENT LLC - SKY HARBOUR GROUP CORP Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Sky Harbour Group Corporation (formerly known as Yellowstone Acquisition Company) (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) December 31, 2022 (Date of event which requires filing of thi

January 19, 2023 EX-99.1

Sky Harbour Group Corporation Announces Expansion of Dallas-Area Hangar Campus

Exhibit 99.1 Sky Harbour Group Corporation Announces Expansion of Dallas-Area Hangar Campus West Harrison, New York – January 19th, 2023 – Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS) (“SHG” or the “Company”), an aviation infrastructure company building the first nationwide network of Home-Basing Solutions for business aircraft, announced that it has executed an agreement with the

January 19, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 19, 2023 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

November 14, 2022 424B3

Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Registration No. 333-267360 Prospectus Supplement No. 7 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 6 (to Prospectus dated May 25, 2022) Prospectus Supplement No. 1 (to Prospectus dated September 20, 2022) Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrant

November 14, 2022 424B3

Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Registration No. 333-267360 Prospectus Supplement No. 7 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 6 (to Prospectus dated May 25, 2022) Prospectus Supplement No. 1 (to Prospectus dated September 20, 2022) Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrant

November 14, 2022 424B3

Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Registration No. 333-267360 Prospectus Supplement No. 7 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 6 (to Prospectus dated May 25, 2022) Prospectus Supplement No. 1 (to Prospectus dated September 20, 2022) Sky Harbour Group Corporation 83,018,942 Shares of Class A Common Stock 7,719,779 Warrant

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Numbe

September 28, 2022 EX-99.1

Investor presentation dated September 28, 2022

Exhibit 99.1

September 28, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 28, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Co

September 20, 2022 424B3

SKY HARBOUR GROUP CORPORATION 10,100,000 SHARES OF CLASS A COMMON STOCK

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-267360 SKY HARBOUR GROUP CORPORATION 10,100,000 SHARES OF CLASS A COMMON STOCK This prospectus relates to the offer and resale of up to 10,100,000 shares of Class A common stock, par value $0.0001 per share (the ?Class A Common Stock?), of Sky Harbour Group Corporation by B. Riley Principal Capital II, LLC (the ?Selling Stockh

September 16, 2022 CORRESP

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 September 16, 2022

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 September 16, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, NE Washington, D.

September 12, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

424B3 1 ysac20220911424b3.htm FORM 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 6 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 5 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus suppl

September 12, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 6 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 5 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus supplement is being filed to update and supple

September 9, 2022 EX-FILING FEES

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Sky Harbour Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0.

September 9, 2022 S-1

As filed with the Securities and Exchange Commission on September 9, 2022

Table of Contents As filed with the Securities and Exchange Commission on September 9, 2022 Registration No.

August 19, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39648 (Commission File

August 19, 2022 EX-10.2

Registration Rights Agreement, dated as of August 18, 2022, by and between Sky Harbour Group Corporation and B. Riley Principal Capital II, LLC.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of August 18, 2022, is by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the ?Investor?), and Sky Harbour Group Corporation, a Delaware corporation (the ?Company?). RECITALS A. The Company and the Investor have entered into that certain Common Stock Purc

August 19, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

424B3 1 ysac20220819c424b3.htm FORM 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 5 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 4 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus supp

August 19, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 5 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 4 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus supplement is a supplement to the prospectus d

August 19, 2022 EX-10.1

Common Stock Purchase Agreement, dated as of August 18, 2022, by and between Sky Harbour Group Corporation and B. Riley Principal Capital II, LLC.

Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT Dated as of August 18, 2022 by and between SKY HARBOUR GROUP CORPORATION and B. RILEY PRINCIPAL CAPITAL II, LLC TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE OF COMMON STOCK 2 Section 2.1. Purchase and Sale of Stock 2 Section 2.2. Closing Date; Settlement Dates 2 Section 2.3. Initial Public Announcements and Required Filing

August 12, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

424B3 1 ysac20220811424b3.htm FORM 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 4 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 3 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus suppl

August 12, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 4 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 3 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus supplement is a supplement to the prospectus d

August 11, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 00

June 16, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 3 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 2 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus supplement is a supplement to the prospectus d

June 16, 2022 424B3

Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905 Registration No. 333-264998 Prospectus Supplement No. 3 (to Prospectus dated May 5, 2022) Prospectus Supplement No. 2 (to Prospectus dated May 25, 2022) Sky Harbour Group Corporation 72,918,942 Shares of Class A Common Stock 7,719,779 Warrants to Purchase Class A Common Stock This prospectus supplement is a supplement to the prospectus d

June 14, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K 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 14, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39648 (Commission File N

May 27, 2022 424B3

Up to 45,000,000 Shares of Class A Common Stock Issuable Upon Redemption of Sky Common Units Up to 13,399,724 Shares of Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-264998 PROSPECTUS SUPPLEMENT NO. 1 To Prospectus dated May 25, 2022 Up to 45,000,000 Shares of Class A Common Stock Issuable Upon Redemption of Sky Common Units Up to 13,399,724 Shares of Class A Common Stock This prospectus supplement no. 1 supplements the prospectus dated May 25, 2022 (the ?Prospectus?), which forms a part of the Registration

May 25, 2022 424B3

Up to 45,000,000 Shares of Class A Common Stock Issuable Upon Redemption of Sky Common Units Up to 13,399,724 Shares of Class A Common Stock

424B3 1 ysac20220525b424b3.htm FORM 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-264998   Up to 45,000,000 Shares of Class A Common Stock Issuable Upon Redemption of Sky Common Units Up to 13,399,724 Shares of Class A Common Stock This prospectus relates to the issuance by us of up to an aggregate of 45,000,000 shares of our Class A common stock, $0.0001 par value

May 24, 2022 424B3

Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 7,719,779 Warrants

Filed Pursuant to Rule 424(b)(3) Registration No. 333- 263905 PROSPECTUS SUPPLEMENT NO. 2 To Prospectus dated May 5, 2022 Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 7,719,779 Warrants This prospectus supplement no. 2 supplements the prospectus dated May 5, 2022 (the ?Base Prospectus?) as supplemented by the prospectus supplement dated May 13, 2022 (?Pr

May 23, 2022 CORRESP

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 May 23, 2022

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 May 23, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, NE Washington, D.

May 20, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 17, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commissi

May 20, 2022 EX-10.2

Form of Restricted Stock Unit Agreement (Executives)

Exhibit 10.2 SKY HARBOUR GROUP CORPORATION 2022 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE Sky Harbour Group Corporation, a Delaware corporation (the ?Company?), has granted to the participant listed below (?Participant?) the Restricted Stock Units (the ?RSUs?) described in this Restricted Stock Unit Grant Notice (this ?Grant Notice?), subject to the terms and conditions of the Sky Ha

May 20, 2022 EX-10.1

Second Amendment to Amended and Restated Employment Agreement with Francisco Gonzalez.

Exhibit 10.1 SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDMENT TO the Agreement (as defined below) (this ?Amendment?) is entered into as of May 17, 2022 (the ?Effective Date?), by and between SKY HARBOUR LLC, a Delaware corporation (the ?Company?), and Francisco Gonzalez (?Employee?). WHEREAS, the Company and Employee are parties to that certain Amended and Restated Empl

May 17, 2022 EX-FILING FEES

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Class A Common Stock, $0.

May 17, 2022 S-8

As filed with the Securities and Exchange Commission on May 16, 2022

As filed with the Securities and Exchange Commission on May 16, 2022 Registration No.

May 17, 2022 EX-FILING FEES

Filing Fee Table.

EX-FILING FEES 5 ex376332.htm EXHIBIT FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration

May 17, 2022 S-1

As filed with the Securities and Exchange Commission on May 16, 2022

Table of Contents As filed with the Securities and Exchange Commission on May 16, 2022 Registration No.

May 13, 2022 424B3

Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 7,719,779 Warrants

Filed Pursuant to Rule 424(b)(3) Registration No. 333- 263905 PROSPECTUS SUPPLEMENT NO. 1 To Prospectus dated May 5, 2022 Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 7,719,779 Warrants This prospectus supplement no. 1 supplements the prospectus dated May 5, 2022 (the ?Prospectus?), which forms a part of the Registration Statement on Post-Effective Amend

May 12, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0

May 5, 2022 424B3

Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 7,719,779 Warrants

424B3 1 ny20003477x7424b3.htm 424B3 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-263905   Up to 14,519,218 Shares of Class A Common Stock Issuable Upon Exercise of Warrants Up to 7,719,779 Warrants This prospectus relates to the issuance by us of up to an aggregate of 14,519,218 shares of our Class A common stock, $0.0001 par value per share (“Class A Common Stock”), whi

May 4, 2022 CORRESP

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 May 4, 2022

SKY HARBOUR GROUP CORPORATION 136 Tower Road, Suite 205 Westchester County Airport White Plains, NY 10604 May 4, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, NE Washington, D.

April 29, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 ny20003994x2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted

April 29, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 ny20003994x1def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission On

April 28, 2022 S-1/A

As filed with the Securities and Exchange Commission on April 28, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 28, 2022 Registration No.

April 28, 2022 CORRESP

* * * *

2100 L STREET, NW SUITE 900 WASHINGTON, D.C. 20037 TELEPHONE: 202.887.1500 FACSIMILE: 202.887.0763 WWW.MOFO.COM MORRISON & FOERSTER LLP AUSTIN , BEIJING , BERLIN , BOSTON , BRUSSELS , DENVER , HONG KONG , LONDON , LOS ANGELES , NEW YORK , PALO ALTO , SAN DIEGO , SAN FRANCISCO , SHANGHAI , SINGAPORE , TOKYO , WASHINGTON , D . C . April 28, 2022 BY EDGAR Ms. Isabel Rivera Ms. Pam Long Division of Co

April 22, 2022 CORRESP

* * * *

2100 L STREET, NW SUITE 900 WASHINGTON, D.C. 20037 TELEPHONE: 202.887.1500 FACSIMILE: 202.887.0763 WWW.MOFO.COM morrison & foerster llp austin, beijing, berlin, boston, brussels, denver, hong kong, london, los angeles, new york, palo alto, san diego, san francisco, shanghai, singapore, tokyo, washington, d.c. April 22, 2022 BY EDGAR Ms. Isabel Rivera Ms. Pam Long Division of Corporation Finance Un

April 22, 2022 S-1/A

As filed with the Securities and Exchange Commission on April 22, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 22, 2022 Registration No.

March 28, 2022 EX-4.4

Description of Securities.

Exhibit 4.4 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following is a description of the capital stock of Sky Harbour Group Corporation (?Sky Harbour,? the ?Company,? ?we,? ?us,? and ?our?) and certain provisions of our second amended and restated certificate of incorporation (the ?Certificate of Incorporation

March 28, 2022 EX-FILING FEES

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Class A Common Stock, $0.

March 28, 2022 EX-10.3

Amendment to Amended and Restated Employment Agreement with Francisco Gonzalez.

Exhibit 10.3 AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDMENT TO the Agreement (as defined below) (this ?Amendment?) is entered into as of March 24, 2022 (the ?Effective Date?), by and between SKY HARBOUR LLC, a Delaware corporation (the ?Company?), and Francisco Gonzalez (?Employee?). WHEREAS, the Company and Employee are parties to that certain Amended and Restated Employmen

March 28, 2022 8-K/A

Financial Statements and Exhibits

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) January 25, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of

March 28, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39

March 28, 2022 EX-10.25

Purchase and Sale Agreement by and between AA Acquisitions, LLC and OPF Hangars Landlord LLC.

Exhibit 10.25 PURCHASE AND SALE AGREEMENT By and Between AA ACQUISITIONS, LLC As Seller and OPF Hangars Landlord LLC As Purchaser TABLE OF CONTENTS Page 1. DEFINED TERMS 1 2. PURCHASE AND SALE 3 3. CLOSING 3 3.1 Escrow. 3 4. EARNEST MONEY DEPOSIT 3 4.1 Delivery 3 5. PURCHASE PRICE 3 5.1 Lessor's Consent 3 5.2 Assignment Fee 3 6. SELLER'S REPRESENTATIONS, WARRANTIES AND COVENANTS 4 6.1 Seller's Rep

March 28, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 22, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commis

March 28, 2022 EX-10.3

Amendment No. 1 to the Registration Rights Agreement, dated as of February 28, 2022 by and among Sky Harbour LLC, the Existing Sky Equityholders, BOC YAC, the Sponsor and the BOC PIPE investors.

Exhibit 10.3 Amendment No. 1 to Registration Rights Agreement This Amendment No. 1 (this ?Amendment?) to that certain Registration Rights Agreement (the ?Agreement?), dated as of September 14, 2021, by and among (i) Sky Harbour LLC, a Delaware limited liability company (the ?Company?), and (ii) each of the Holders (as defined in the Agreement) set forth on Schedule I thereto (each such holder, a ?

March 28, 2022 S-1

Power of Attorney (included on signature page of the initial filing of this registration statement)

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 28, 2022 Registration No.

March 28, 2022 EX-99.3

Unaudited ProForma Condensed Combined Financial Information

Exhibit 99.3 Unaudited ProForma Condensed Combined Financial Information Unless otherwise indicated, defined terms included below shall have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K/A (the ?Form 8-K/A?) filed with the Securities and Exchange Commission (the ?SEC?) on March 28, 2022. Introduction The following unaudited proforma condensed combined f

March 28, 2022 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.2 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results of operations and financial condition could differ materially from those expected or implied in these forward-looking statements as a result of certain factors, including those set forth under

March 28, 2022 EX-10.2

First Amendment to Employment Agreement with Alexander Saltzman.

Exhibit 10.2 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT THIS FIRST AMENDMENT TO the Agreement (as defined below) (this ?First Amendment?) is entered into as of March 24, 2022 (the ?Effective Date?), by and between SKY HARBOUR LLC, a Delaware corporation (the ?Company?), and Alexander Saltzman (?Employee?). WHEREAS, the Company and Employee are parties to that certain Employment Agreement dated as of

March 28, 2022 EX-99.1

SKY HARBOUR LLC AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS Table of Contents

Exhibit 99.1 SKY HARBOUR LLC AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS Table of Contents Page Number Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets as of December 31, 2021 and 2020 3 Consolidated Statements of Operations for the years ended December 31, 2021 and 2020 4 Consolidated Statements of Changes in Members? Equity (Deficit) for the years ende

March 28, 2022 EX-21.1

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of Sky Harbour Group Corporation Subsidiary Parent Entity Sky Harbour LLC Sky Harbour Group Corporation Sky Harbour Services, LLC Sky Harbour LLC Sky Harbour Holdings LLC Sky Harbour LLC Sky Harbour Capital LLC Sky Harbour Holdings LLC SHOLA, LLC Sky Harbour Holdings LLC SHSLA, LLC Sky Harbour Holdings LLC APA Hangers LLC Sky Harbour Capital LLC DVT Hangars LLC Sky Harbou

March 28, 2022 EX-10.1

Employment Agreement with Tal Keinan.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) is effective as of January 1, 2022 (the ?Effective Date?), by and between SKY HARBOUR GROUP CORPORATION, a Delaware corporation (the ?Company?), and Tal Keinan (?Employee?). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows: 1. Purpose. The purpose of this Agreement is

March 11, 2022 EX-10.1

Payment Agreement dated March 7, 2022.

Exhibit 10.1 One Rockefeller Plaza, 32nd Floor New York, NY 10020 atalayacap.com ACM ARRT E LLC One Rockefeller Plaza, 32nd Floor New York, NY, 10020 March 7, 2022 CONFIDENTIAL Sky Harbour LLC Francisco X Gonzalez Chief Financial Officer (917) 757-0772 [email protected] Re: Payment Agreement Ladies and Gentlemen: We refer to the Forward Purchase Agreement (the ?FPA?) dated as of January 1

March 11, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 7, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Commiss

March 10, 2022 SC 13G/A

Yellowstone Acquisition Co., Class A / Karpus Management, Inc. - KARPUS INVESTMENT MGT / YELLOWSTONE ACQUISITION COMPANY - SCHEDULE 13G/A(#2) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) * Yellowstone Acquisition Company (Name of Issuer) Common (Title of Class of Securities) 98566K105 (CUSIP Number) February 28, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which t

February 18, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 17, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Com

February 15, 2022 25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39648 Sky Harbour Group Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39648 Sky Harbour Group Corporation (F/K/A Yellowstone Acquisition Company) NEW YORK STOCK EXCHANGE LLC (Exact name of Issuer as specified in its charter, and name of Exchange

February 14, 2022 SC 13G/A

YSACU / Yellowstone Acquisition Company Units / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Sky Harbour Group Corporation formally known as Yellowstone Acquisition Co. (Name of Issuer) Class A common stock, $0.0001 par value included as part of the units (Title of Class of Securities) 98566K204 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Fili

February 14, 2022 SC 13G

Yellowstone Acquisition Co., Class A / Falcon Edge Capital, LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2022 SC 13G/A

Yellowstone Acquisition Co., Class A / Karpus Management, Inc. - KARPUS INVESTMENT MGT / YELLOWSTONE ACQUISITION COMPANY - SCHEDULE 13G/A(#1) Passive Investment

SC 13G/A 1 karpus-sch13g18580f.htm KARPUS INVESTMENT MGT / YELLOWSTONE ACQUISITION COMPANY - SCHEDULE 13G/A(#1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * Yellowstone Acquisition Company (Name of Issuer) Common (Title of Class of Securities) 98566K105 (CUSIP Number) December 31, 2021 (Date of Ev

February 11, 2022 SC 13G/A

YSAC / Yellowstone Acquisition Co / HIGHBRIDGE CAPITAL MANAGEMENT LLC - SKY HARBOUR GROUP CORP Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sky Harbour Group Corporation (formerly known as Yellowstone Acquisition Company) (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) December 31, 2021 (Date of event which requires filing of thi

February 11, 2022 SC 13G/A

Yellowstone Acquisition Co., Class A / BASSO CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 brhc10033657sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Yellowstone Acquisition Company** (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 98566K105 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this S

February 11, 2022 SC 13G/A

Yellowstone Acquisition Co., Class A / Polar Asset Management Partners Inc. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sky Harbour Group Corp. (fka Yellowstone Acquisition Company) (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 98566K105 (CUSIP Number) December 31, 2021 (Date of Event whic

February 4, 2022 SC 13D

YSAC / Yellowstone Acquisition Co / Keinan Tal - SCHEDULE 13D Activist Investment

SC 13D 1 tal20220204sc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Sky Harbour Group Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 83085C1071 (CUSIP Number) Tal Keinan Chief Executive Officer 136 Tower Road, Suite 205 White Plains, N

February 4, 2022 SC 13D

YSAC / Yellowstone Acquisition Co / BOSTON OMAHA Corp - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* SKY HARBOUR GROUP CORPORATION (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 83085C107 (CUSIP Number) Joshua P. Weisenburger Boston Omaha Corporation 1601 Dodge Street, Suite 3300 Omaha, Nebraska 68102 (4

January 31, 2022 EX-10.4

Third Amended and Restated Operating Agreement of Sky Harbour LLC.

Exhibit 10.4 SKY HARBOUR LLC A Delaware Limited Liability Company THIRD AMENDED AND RESTATED OPERATING AGREEMENT Dated as of January 25, 2022 THE UNITS REPRESENTED BY THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, ASSIG

January 31, 2022 EX-10.19

Amended and Restated Standard Form Airport Corporate Hangar Land Lease between the City of Sugar Land and Sky Harbour Sugar Land Airport, LLC.

Exhibit 10.19 AMENDED AND RESTATED STANDARD FORM AIRPORT CORPORATE HANGAR LAND LEASE BETWEEN THE CITY OF SUGAR LAND AND Sky Harbour Sugar Land Airport, LLC EFFECTIVE February 6, 2019 AMENDED AND RESTATED October 15, 2019 TABLE OF CONTENTS Page Number SECTION 1. DEFINITIONS AND EXHIBITS 3 SECTION 2. LEASED PREMISES 5 SECTION 3. TERM 5 SECTION 4. RENTALS AND PAYMENTS 6 SECTION 5. USE OF PREMISES AND

January 31, 2022 EX-10.10

Trust Indenture between the Public Finance Authority and The Bank of New York Mellon.

Exhibit 10.10 TRUST INDENTURE between PUBLIC FINANCE AUTHORITY and THE BANK OF NEW YORK MELLON, AS TRUSTEE Dated as of September 1, 2021 Relating to: $166,340,000 Public Finance Authority Senior Special Facility Revenue Bonds (Sky Harbour Capital LLC Aviation Facilities Project), Series 2021 TABLE OF CONTENTS Page ARTICLE I. . DEFINITIONS AND INTERPRETATION 4 Section 1.1. Definitions 4 Section 1.2

January 31, 2022 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 25, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of incorporation) (Comm

January 31, 2022 EX-10.1

Stockholders’ Agreement, dated as of January 25, 2022, by and among Sky Harbour Group Corporation, Tal Keinan, Due West Partners LLC, Center Sky Harbour LLC, BOC Yellowstone I LLC, and BOC Yellowstone II LLC.

Exhibit 10.1 STOCKHOLDERS? AGREEMENT This Stockholders? Agreement (this ?Agreement?) is made as of January 25, 2022, by and among (i) Sky Harbour Group Corporation, a Delaware corporation (the ?Company?); (ii) Tal Keinan (?Founder?); (iii) Due West Partners LLC, a Washington limited liability company (?Due West?); (iv) Center Sky Harbour LLC, a Delaware limited liability company (?Center Sky? and,

January 31, 2022 EX-10.3

Tax Receivable Agreement, dated as of January 25, 2022, by and among Sky Harbour Group Corporation, the Existing Sky Equityholders and the TRA Holder Representative.

Exhibit 10.3 TAX RECEIVABLE AGREEMENT by and among SKY HARBOUR GROUP CORPORATION SKY HARBOUR LLC, TAL KEINAN, as TRA HOLDER REPRESENTATIVE, and the several TRA HOLDERS (as defined herein) FROM TIME TO TIME PARTY HERETO Dated as of January 25, 2022 TABLE OF CONTENTS Page Article 1. DEFINITIONS 2 1.1 Definitions 2 1.2 Rules of Construction 9 Article 2. DETERMINATION OF REALIZED TAX BENEFIT 10 2.1 Ba

January 31, 2022 EX-10.8

Employment Agreement with Francisco Gonzalez.

Exhibit 10.8 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (?Agreement?) is entered into by and between Francisco Gonzalez (?Employee?) and Sky Harbour LLC (?Company?). 1. Employment The Company agrees to employ Employee on the terms and conditions as set forth in this Agreement. Employee?s employment will commence on the earlier of (i) July 1, 2021; (ii)

January 31, 2022 EX-21.1

List of subsidiaries

Exhibit 21.1 Subsidiaries of Sky Harbour Group Corporation Subsidiary Parent Entity Sky Harbour LLC Sky Harbour Group Corporation Sky Harbour Services, LLC Sky Harbour LLC Sky Harbour Holdings LLC Sky Harbour LLC Sky Harbour Capital LLC Sky Harbour Holdings LLC SHOLA, LLC Sky Harbour Holdings LLC SHSLA, LLC Sky Harbour Holdings LLC APA Hangers LLC Sky Harbour Capital LLC DVT Hangars LLC Sky Harbou

January 31, 2022 EX-10.20

Amendment No. 2 to the Standard Form Airport Corporate Hangar Land Lease between the City of Sugar Land and Sky Harbour Sugar Land Airport, LLC.

Exhibit 10.20 AMENDMENT NO. 2 To the Standard Form Airport Corporate Hangar and Land Lease between the City of Sugar Land and Sky Harbour Sugar Land Airport, LLC. Whereas, effective February 6, 2019, the City of Sugar Land and Sky Harbour, LLC entered into a ground lease for approximately 4.085 acres of land located at the Sugar Land Regional Airport (?Lease?); and Whereas, effective October 15, 2

January 31, 2022 EX-10.14

Unsubordinated Ground Lease and Option to Lease Additional Land between City of Phoenix and DVT Hangars LLC.

Exhibit 10.14 CITY OF PHOENIX AVIATION DEPARTMENT UNSUBORDINATED GROUND LEASE AND OPTION TO LEASE ADDITIONAL LAND NO. 154206-0 Between CITY OF PHOENIX, an Arizona municipal corporation, Landlord, and DVT HANGARS LLC, a Delaware limited liability company, Tenant, at Phoenix Deer Valley Airport Page 1 of 54 TABLE OF CONTENTS ARTICLE 1 ? DEFINITIONS 3 ARTICLE 2 ? THE PREMISES, ITS USE, AND OPTION TO

January 31, 2022 EX-10.13

Ground Sublease between Sunborne XVI, LTD. and APA Hangars LLC.

Exhibit 10.13 GROUND SUBLEASE between SUNBORNE XVI, LTD., a Colorado limited partnership, as Sublessor and APA HANGARS LLC, a Delaware limited liability company, as Sublessee Dated: as of December 1, 2020 [Parcel 1] GROUND SUBLEASE (Parcel 1) THIS GROUND SUBLEASE (this "Sublease") dated as of the 1st day of December, 2020 (the "Effective Date") between SUNBORNE XVI, LTD., a Colorado limited partne

January 31, 2022 EX-3.2

Bylaws of Sky Harbour Group Corporation.

Exhibit 3.2 Bylaws of Sky Harbour Group Corporation (a Delaware corporation) TABLE OF CONTENTS Page Article I ? Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II ? Meetings of Stockholders 2 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Advance Notice Procedures for Business Brought before a Meeting 2 2.5 Advance Notice Procedures for Nominations o

January 31, 2022 EX-10.7

Form of Director and Officer Indemnification Agreement.

Exhibit 10.7 FORM OF INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT (this ?Agreement?) is entered into as of January 25, 2022 (the ?Effective Date?), by and among SKY HARBOUR GROUP CORPORATION, a Delaware corporation (the ?Company? or the ?Indemnitor?) and (the ?Indemnitee?). WHEREAS, the Indemnitee is an officer [or][and] a member of the Board of Directors of the Company and in such [ca

January 31, 2022 EX-10.18

First Amendment to Sublease Agreement between AA Acquisitions, LLC and Sky Harbour Opa Locka Airport, LLC.

Exhibit 10.18 FIRST AMENDMENT TO SUBLEASE AGREEMENT This First Amendment to Sublease Agreement (?Amendment?) is made this 14th day of May, 2021 (the ?Effective Date?), between AA ACQUISITIONS, LLC a Florida limited liability company, with offices at 15000 NW 44th Avenue, Opa Locka, Florida 33054, (?Landlord?), and SKY HARBOUR OPA LOCKA AIRPORT, LLC, a Delaware limited liability company registered

January 31, 2022 EX-10.5

Sky Harbour Group Corporation 2022 Incentive Award Plan.

Exhibit 10.5 SKY HARBOUR GROUP CORPORATION 2022 INCENTIVE AWARD PLAN ARTICLE 1. PURPOSE The purpose of the Sky Harbour Group Corporation 2022 Incentive Award Plan (as it may be amended or restated from time to time, the ?Plan?) is to promote the success and enhance the value of Sky Harbour Group Corporation, a Delaware corporation (the ?Company?) and Sky Harbour LLC (the ?Operating Company?) by li

January 31, 2022 EX-10.16

First Amendment to the Lease Agreement by and between The Metropolitan Nashville Airport Authority and Nashville Hangars LLC.

Exhibit 10.16 FIRST AMENDMENT TO THE LEASE AGREEMENT BY AND BETWEEN THE METROPOLITAN NASHVILLE AIRPORT AUTHORITY AND NASHVILLE HANGARS THIS AMENDMENT TO THE LEASE AGREEMENT (the ?this Amendment?) is made this 9 day of February, 2021, by and between THE METROPOLITAN NASHVILLE AIRPORT AUTHORITY, a public corporation existing under the laws of the State of Tennessee (?Landlord?) and NASHVILLE HANGARS

January 31, 2022 EX-10.6

Sky Harbour Group Corporation 2022 Incentive Award Plan - Form of Restricted Stock Unit Agreement.

Exhibit 10.6 SKY HARBOUR GROUP CORPORATION 2022 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE Sky Harbour Group Corporation, a Delaware corporation (the ?Company?), has granted to the participant listed below (?Participant?) the Restricted Stock Units (the ?RSUs?) described in this Restricted Stock Unit Grant Notice (this ?Grant Notice?), subject to the terms and conditions of the Sky Ha

January 31, 2022 EX-10.9

Employment Agreement with Alex Saltzman.

Exhibit 10.9 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is entered into by and between Alexander Saltzman (?Employee?) and Sky Harbour LLC (?Company?). 1. EMPLOYMENT The Company agrees to employ Employee on the terms and conditions as set forth in this Agreement. Employee?s employment will commence on March 29, 2021. Employee shall be employed on a full-time basis in the position

January 31, 2022 EX-16.1

Letter from KPMG LLP to the SEC, dated January 31, 2022.

Exhibit 16.1 January 31, 2022 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We are currently principal accountants for Yellowstone Acquisition Company (?YAC?) and, under the date of March 12, 2021, except for the effect of the restatement disclosed in Note 2, as to which the date is May 24, 2021, we reported on the financial statements of YAC as of December 31, 20

January 31, 2022 EX-3.1

Second Amended and Restated Certificate of Incorporation of Yellowstone Acquisition Company.

Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of YELLOWSTONE ACQUISITION COMPANY (Pursuant to Section 242 and 245 of the General Corporation Law of the State of Delaware) January 25, 2022 Yellowstone Acquisition Company, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporatio

January 31, 2022 EX-99.1

Unaudited ProForma Condensed Combined Financial Information

Exhibit 99.1 Unaudited ProForma Condensed Combined Financial Information Unless otherwise indicated, defined terms included below shall have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the ?Form 8-K?) filed with the Securities and Exchange Commission (the ?SEC?) on January 31, 2022. Introduction The following unaudited proforma condensed combined fin

January 31, 2022 EX-10.2

Registration Rights Agreement, dated as of September 14, 2021 by and among Sky Harbour LLC, the Existing Sky Equityholders, BOC YAC, the Sponsor and the BOC PIPE investors.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT BY AND AMONG SKY HARBOUR LLC AND THE HOLDERS DATED AS OF SEPTEMBER 14, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Defined Terms 1 ARTICLE II INTERPRETATION 5 2.1 General Interpretive Principles 5 ARTICLE III SHELF AND DEMAND REGISTRATION 6 3.1 Shelf Registration. 6 3.2 Demand Registration 6 3.3 Effective Registration 7 3.4 Registration Statem

January 31, 2022 EX-10.17

Sublease Agreement by and between AA Acquisitions, LLC and Sky Harbour Opa Locka Airport, LLC.

Exhibit 10.17 SUBLEASE AGREEMENT by and between AA ACQUISITIONS LLC, as Landlord and SKY HARBOUR OPA LOCKA AIRPORT, LLC, as Tenant TABLE OF CONTENTS ARTICLE 1 LEASE AGREEMENT, TERM, OPTIONS AND RENTAL 2 SECTION 1.01. GRANT 2 SECTION 1.02. PROPERTY 2 SECTION 1.03. TERM AND OPTIONS 3 SECTION 1.04. USE OF PROPERTY 4 SECTION 1.05. IMPROVEMENTS 5 SECTION 1.06. CONSTRUCTION LIENS 6 SECTION 1.07. HOLDING

January 31, 2022 EX-10.15

Lease Agreement by and between The Metropolitan Nashville Airport Authority and Sky Harbour, LLC.

Exhibit 10.15 LEASE AGREEMENT BY AND BETWEEN THE METROPOLITAN NASHVILLE AIRPORT AUTHORITY AND SKY HARBOUR, LLC DATED AS OF January 22, 2020 1 TABLE OF CONTENTS ARTICLE PAGE DEFINITIONS 5 TERM 8 RENT AND SECURITY 8 RIGHT AND OBLIGATION TO MAKE IMPROVEMENTS 10 survey 12 USE OF PREMISES 13 ACCESS 16 REPAIRS AND MAINTENANCE 16 COMPLIANCE WITH LAWS 18 ENVIRONMENTAL COMPLIANCE 18 TRADE FIXTURES 21 LIENS

January 31, 2022 EX-10.12

Loan Agreement by and between the Public Finance Authority, Sky Harbour Sugar Land Airport, LLC, Sky Harbour Opa Locka Airport, LLC, Nashville Hangars LLC, APA Hangars LLC and DVT Hangars LLC.

EX-10.12 14 ex330004.htm EXHIBIT 10.12 Exhibit 10.12 LOAN AGREEMENT By and between PUBLIC FINANCE AUTHORITY and THE BORROWERS IDENTIFIED ON SCHEDULE I HERETO Dated as of September 1, 2021 Relating to Public Finance Authority Senior Special Facility Revenue Bonds (Sky Harbour Capital LLC Aviation Facilities Project), Series 2021 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INTERPRETATION 2 Sect

January 26, 2022 8-K/A

Submission of Matters to a Vote of Security Holders

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) January 25, 2022 Sky Harbour Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of in

January 26, 2022 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on February 07, 2022, pursuant to the provisions of Rule 12d2-2 (a).

January 26, 2022 SC 13G/A

Yellowstone Acquisition Co., Class A / Feis Lawrence Michael - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 lfsc13gz.htm SCHEDULE 13G/A OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G/A Under the Securities and Exchange Act of 1934 (Amendment No. 1 )* Yellowstone Acquisition Company (Name of Issuer) Class A Common Stock, par value $ 0.0001 (Title

January 25, 2022 8-A12B

Form 8-A

8-A12B 1 ysac202201258a12b.htm FORM 8-A12B U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 SKY HARBOUR GROUP CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 85-2732947 (State or other jurisdiction of Incorporation or Organiz

January 25, 2022 8-K

Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2022 (January 25, 2022) SKY HARBOUR GROUP CORPORATION (Exact name of registrant as specified in its Charter) Delaware 001-39648 85-2732947 (State or other jurisdiction of

January 25, 2022 EX-99.1

Yellowstone Acquisition Company and Sky Harbour LLC Announce Closing of Business Combination

Exhibit 99.1 Yellowstone Acquisition Company and Sky Harbour LLC Announce Closing of Business Combination - Business combination approved by Yellowstone stockholders. - Trading of Sky Harbour Class A Common Stock and Class A Common Stock Warrants to trade on the NYSE American. OMAHA, NEBRASKA, January 25, 2022 (BUSINESSWIRE) - Yellowstone Acquisition Company (NYSE: YSAC, YSACU, YSACW) (?Yellowston

January 18, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

DEFA14A 1 ysac20220118defa14a.htm FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 18, 2022 (January 17, 2022) YELLOWSTONE ACQUISITION COMPANY (Exact name of registrant as specified in its Charter) Delaware 001-

January 18, 2022 EX-99.1

Sky Harbour Group LLC and Yellowstone Acquisition Company Announce Up to $70 Million Forward-Purchase Agreement in Connection with Proposed Business Combination

Exhibit 99.1 Sky Harbour Group LLC and Yellowstone Acquisition Company Announce Up to $70 Million Forward-Purchase Agreement in Connection with Proposed Business Combination OMAHA, Neb., January 18, 2022-(BUSINESS WIRE)-Sky Harbour LLC ("Sky"), which aims to address the shortage of private aviation hangars in many areas across the country by establishing a network of turnkey upscale business aviat

January 18, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 18, 2022 (January 17, 2022) YELLOWSTONE ACQUISITION COMPANY (Exact name of registrant as specified in its Charter) Delaware 001-39648 85-2732947 (State or other jurisdiction o

January 18, 2022 EX-10.1

Forward Purchase Agreement dated January 17, 2022.

EX-10.1 2 ex325214.htm FORWARD PURCHASE AGREEMENT DATED JANUARY 17, 2022 Exhibit 10.1 Date: January 17, 2022 To: Yellowstone Acquisition Corp (“Counterparty”) Address: 1601 Dodge Street, Suite 3300 Omaha, Nebraska 68102 From: ACM ARRT VII E LLC, a Delaware limited liability company (“Seller”) Re: OTC Equity Prepaid Forward Transaction The purpose of this agreement (this “Confirmation”) is to confi

January 18, 2022 EX-99.1

Press Release dated January 18, 2022

Exhibit 99.1 Sky Harbour Group LLC and Yellowstone Acquisition Company Announce Up to $70 Million Forward-Purchase Agreement in Connection with Proposed Business Combination OMAHA, Neb., January 18, 2022-(BUSINESS WIRE)-Sky Harbour LLC ("Sky"), which aims to address the shortage of private aviation hangars in many areas across the country by establishing a network of turnkey upscale business aviat

January 18, 2022 EX-10.1

Forward Purchase Agreement dated January 17, 2022

Exhibit 10.1 Date: January 17, 2022 To: Yellowstone Acquisition Corp (?Counterparty?) Address: 1601 Dodge Street, Suite 3300 Omaha, Nebraska 68102 From: ACM ARRT VII E LLC, a Delaware limited liability company (?Seller?) Re: OTC Equity Prepaid Forward Transaction The purpose of this agreement (this ?Confirmation?) is to confirm the terms and conditions of the transaction (the ?Transaction?) entere

January 10, 2022 EX-99.1

Investor Presentation dated January 10, 2022

Exhibit 99.1

January 10, 2022 EX-99.1

Investor Presentation dated January 10, 2022

Exhibit 99.1

January 10, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission

January 10, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2022 (January 10, 2022) YELLOWSTONE ACQUISITION COMPANY (Exact name of registrant as specified in its Charter) Delaware 001-39648 85-2732947 (State or other jurisdiction o

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