Sky Harbour Group Corp. Announces Board and Executive Changes

TL;DR

Sky Harbour board shakeup & exec comp changes announced.

AI Summary

Sky Harbour Group Corp. announced on December 10, 2025, changes in its board of directors and executive compensation arrangements. The filing details the departure of certain officers and the election of new directors, alongside updates to compensatory plans for key personnel.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in leadership and compensation can introduce uncertainty regarding future strategy and operational direction.

Key Players & Entities

• Sky Harbour Group Corp. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• December 10, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share SKYH The New York Stock E
• $11.50 — A common stock at an exercise price of $11.50 per share SKYH WS The New York Stoc
• $120,000 — , in which the amount involved exceeded $120,000 and in which any related person had or

Filing Documents

• ysac20251211_8k.htm (8-K) — 31KB
• 0001437749-25-037848.txt ( ) — 185KB
• skyh-20251210.xsd (EX-101.SCH) — 4KB
• skyh-20251210_def.xml (EX-101.DEF) — 14KB
• skyh-20251210_lab.xml (EX-101.LAB) — 19KB
• skyh-20251210_pre.xml (EX-101.PRE) — 14KB
• ysac20251211_8k_htm.xml (XML) — 5KB

From the Filing

ysac20251211_8k.htm 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 10, 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) (Commission File Number) (IRS Employer Identification No.) 136 Tower Road, Suite 205 Westchester County Airport White Plains , NY 10604 (Address of principal executive offices) (Zip Code) ( 212 ) 554-5990 Registrant's telephone number, including area code (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A common stock, par value $0.0001 per share SKYH The New York Stock Exchange Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share SKYH WS The New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 10, 2025, Walter Jackson, a member of Sky Harbour Group Corporation's (the "Company") Board of Directors (the "Board"), notified the Company of his decision to resign from the Board, effective December 31, 2025. Mr. Jackson, age 66, has been a member of the Board and Chairman of the Audit Committee since January 2022. Mr. Jackson's resignation was not due to any disagreement with the Company's operations, policies, or practices. In connection with Mr. Jackson's resignation from the Board, on December 10, 2025, the Board appointed Andrew Jody Gessow, age 68, to serve on the Board until the 2026 Annual Meeting of Shareholders, effective upon Mr. Jackson's resignation. Mr. Gessow was also appointed to serve on the Audit Committee of the Board, effective upon Mr. Jackson's resignation. Mr. Gessow currently serves as the President of Argosy Development. From 2012 to 2019, Mr. Gessow served as a managing partner at DivCore Equity Partners, a real estate investment firm and as senior advisor at Divco West Real Estate Services. From 2007 through 2011, Mr. Gessow was the West Coast Partner and Managing Director of One Equity Partners LLC, the private equity platform of J.P. Morgan Chase & Co. Since January 2020, Mr. Gessow has served on the board of directors of Waterfall Security Solutions, an Israeli private industrial cybersecurity company. Previously, Mr. Gessow served as a member of the board of directors of Quotient Technology, Mandiant Corporation, and the TV Guide Network. Mr. Gessow holds a BBA in Business Administration from Emory University and an MBA from Harvard University. The Board affirmatively determined that Mr. Gessow is an independent director in accordance with the applicable rules of the Securities and Exchange Commission and the listing standards of the New York Stock Exchange, including with respect to committee service. Since the beginning of the Company's last fiscal year, Mr. Gessow was not, nor was to be, a participant in any transaction or currently proposed transaction, in which the amount involved exceeded $120,000 and in which any related person had or will have a direct or indirect material interest. Mr. Gessow's compensation for service on the Board and committees will be as per the standard provisions of the Company's compensation plan for non-management directors. The Company will enter into an indemnification agreement with Mr. Gessow in connection with his appointment to the Board, which will be in substantially the same form as that entered into with the executive officers and other directors of th

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