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Item 9A. Controls and Procedures

2026-06-29 compared with 2025-06-27 · 103 added, 120 removed, 244 unchanged (48% of the section changed)

11 unchanged sentences

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.

On December 18, 2025, Air T Rex Acquisition, Inc., a wholly owned subsidiary of the Company, completed the acquisition of all of the outstanding capital stock of Rex pursuant to a share purchase agreement.

We have excluded Rex from our assessment of internal control over financial reporting as of March 31, 2026, based on guidelines established by the SEC under which companies are permitted to exclude acquisitions from their assessment of internal control over financial reporting during the first year following an acquisition, while integrating an acquired company.

The Company is in the process of integrating its internal controls over financial reporting following the Acquisition.

As a result of these integration activities, certain controls will be evaluated and may be changed.

Rex represented $210.7 million (52%) of consolidated total assets as of March 31, 2026 and Rex revenues from acquisition on December 18, 2025 through March 31, 2026 represented $55.3 million (17%) of consolidated revenues for the fiscal year then ended.

The Company's management has evaluated the effectiveness of the Company's internal control over financial reporting as of March 31, 2026 based on the criteria established in a report entitled Internal Control-Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission.

22 unchanged sentences

AUDIT COMMITTEE

Travis Swenson, Chair

Ray Cabillot, Chair

Peter McClung

5 unchanged sentences

Executive Compensation .

and “Director Compensation” in our Proxy Statement to be filed within 120 days of our fiscal year end, is incorporated herein by reference..

The information contained under the heading “Executive Compensation,” “Base Salary,” “Incentive and Bonus Compensation,” “Retirement and Other Benefits,” “Executive Compensation Tables,” “Employment Agreement and Retirement Savings Plan” and “Director Compensation” in our Proxy Statement to be filed within 120 days of our fiscal year end, is incorporated herein by reference.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

15 unchanged sentences

Equity compensation plans approved by security holders:

Air T 2012 Stock Option Plan — N/A —

Air T 2020 Omnibus Stock Option Plan 244,750 N/A 20,700

15 unchanged sentences

(vi) Notes to Consolidated Financial Statements.

1.1 Form of Agreement as to Expenses (incorporated by reference to Exhibit 1.1 of the Company’s Current Report on Form 8-K dated June 13, 2019 (Registration Number 001-35476)).

1.2 Amendment No.

1 to Agreement as to Expenses and Liabilities, incorporated by reference to Exhibit 1.2 to the Company's Registration Statement on Form S-1 filed August 23, 2023 (Commission File No.

2.1 Share Purchase Agreement, dated March 8, 2026, by and among Crestone Air Partners, Inc., Arena Aviation Partners B.V., the shareholders party thereto, and Dirk Jan Smit, as Securityholders’ Agent, as amended by the Addendum thereto, incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

3.1 Restated Certificate of Incorporation dated October 30, 2001, Certificate of Amendment to Certificate of Incorporation dated September 25, 2008, Certificate of Designation dated March 26, 2012, and Certificate of Designation dated December 15, 2014, incorporated by reference to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the period ended December 31, 2014 (Commission File No.

20 unchanged sentences

4.14 Debenture dated as of June 10, 2019, incorporated by reference to Exhibit 4.6 to the Company’s Current Report on Form 8-K filed June 13, 2019 (Commission File No.

4.15 Agreement as to Expenses dated as of June 10, 2019, incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K filed June 13, 2019 (Commission File No.

4.16 Amendment No.

1 to Agreement as to Expenses and Liabilities, incorporated by reference to Exhibit 1.2 to the Company's Registration Statement on Form S-1 filed August 23, 2023 (Registration No.

10.1 Premises and Facilities Lease dated November 16, 1995 between Global TransPark Foundation, Inc.

8 unchanged sentences

Swenson, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 26, 2014 (Commission File No.

Form of Air T, Inc.

Term Note A in the principal amount of $10,000,000 to Minnesota Bank & Trust, incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K dated December 18, 2017 (Commission File No.

Amended and Restated Term Note A of Air T, Inc.

in the principal amount of $9,000,000 in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

10.8 Form of Air T, Inc.

Term Note B in the principal amount of $5,000,000 to Minnesota Bank & Trust, incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K dated December 18, 2017 (Commission File No.

Amended and Restated Term Note B of Air T, Inc.

in the principal amount of $3,166,666.52 in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Form of Air T, Inc.

Revolving Credit Note in the principal amount of $10,000,000 to Minnesota Bank & Trust dated December 21, 2017, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K dated December 18, 2017 (Commission File No.

Form of Air T, Inc.

Amended and Restated Revolving Credit Note in the principal amount of $13,000,000 to Minnesota Bank & Trust dated November 12, 2018, incorporated by reference to Exhibit 10.14 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2018 (Commission File No.

Form of Amended and Restated Revolving Credit Note in the principal amount of $17,000,000 to Minnesota Bank & Trust dated March 28, 2019, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated April 4, 2019 (Commission File No.

Amended and Restated Revolving Credit Agreement, in the principal amount of $17,000,000, dated as of June 26, 2020, by and between Air T, Inc., and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.101 to the Company’s Annual Report on Form 10-K dated June 26, 2020 (Commission File No.

Amended and Restated Revolving Credit Note of Air T, Inc.

to Minnesota Bank & Trust in the amount of $17,000,000 dated August 31, 2021, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Amended and Restated Revolving Credit Note of Air T, Inc.

to Minnesota Bank & Trust dated as of June 23, 2023.

Form of Credit Agreement between Air T, Inc.

and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K dated December 18, 2017 (Commission File No.

Form of Amendment No.

1 to Credit Agreement between Air T, Inc.

and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 20, 2018 (Commission File No.

Form of Amendment No.

2 to Credit Agreement between Air T, Inc.

and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.13 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2018 (Commission File No.

Form of Amended and Restated Credit Agreement between Air T, Inc.

and Minnesota Bank & Trust dated March 28, 2019, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 4, 2019) (Commission File No.

Amendment No.

1 to Amended and Restated Credit Agreement, dated September 24, 2019 by and between Air T, Inc.

and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.38 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2019 (Commission File No.

Form of Amendment No.

2 to Amended and Restated Credit Agreement, dated December 31, 2019 by and between Air T, Inc.

and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K dated January 7, 2020 (Commission File No.

Form of Second Amended and Restated Credit Agreement, dated as of June 26, 2020, by and between Air T, Inc., and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.99 to the Company’s Annual Report on Form 10-K dated June 26, 2020 (Commission File No.

Third Amended and Restated Credit Agreement between Air T, Inc.

and Minnesota Bank & Trust dated as of August 31, 2021, without exhibits or schedules, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Amendment No.

1 to Third Amended and Restated Credit Agreement by and between Air T, Inc, Jet Yard, LLC and Minnesota Bank & Trust dated June 9, 2022, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated June 14, 2022 (Commission file No.

Form of Amendment No.

2 to Third Amended and Restated Credit Agreement between Air T, Inc., Jet Yard, LLC and MBT dated as of January 31, 2023, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated January 31, 2023(Commission file No.

From of Amendment No.

3 to Third Amended and Restated Credit Agreement between Air T, Inc., Jet Yard, LLC and MBT dated as of June 23, 2023.

Form of Term Note F dated January 31, 2023, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed February 6, 2023 (Commission File No.

Form of Security Agreement, incorporated by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K dated December 18, 2017 (Commission file No.

Form of Amended and Restated Security Agreement in favor of Minnesota Bank & Trust dated March 28, 2019, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated April 4, 2019 (Commission File No.

Amended and Restated Security Agreement by and amount Air T, Inc., the guarantors listed and Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Form of Air T, Inc.

Term Note D in the principal amount of $1,680,000 to Minnesota Bank & Trust, incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K dated February 20, 2018 (Commission File No.

10.6 Promissory Note and Business Loan Agreement executed as of March 7, 2018 between Contrail Aviation Support, LLC as Borrower, and Old National Bank as the Lender, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 8, 2018) (Commission File No.

3 unchanged sentences

(incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K dated June 2, 2023) (Commission File No.

Form of Amended and Restated Guaranty in favor of Minnesota Bank & Trust dated March 28, 2019, incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated April 4, 2019 (Commission File No.

Amended and Restated Guaranty of various Air T subsidiaries in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.10 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Guarantee Acknowledgment dated June 9, 2022, incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K dated June 14, 2022 (Commission file No.

Form of Amended and Restated Security Agreement in favor of Minnesota Bank & Trust dated April 3, 2019, incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated April 9, 2019 (Commission File No.

10.10 Master Loan Agreement, dated June 24, 2019 by and between Contrail Aviation Support, LLC, Contrail Aviation Leasing, LLC and Old National Bank, incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2019 (Commission File No.

5 unchanged sentences

(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 2, 2023) (Commission File No.

Fifth Amendment to Master Loan Agreement by and between Contrail Aviation Support, LLC, Contrail Aviation Leasing, LLC and Old National Bank dated September 12, 2024, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed September 18, 2024 (Commission F i le No.

10.15 Fifth Amendment to Master Loan Agreement by and between Contrail Aviation Support, LLC, Contrail Aviation Leasing, LLC and Old National Bank dated September 12, 2024, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed September 18, 2024 (Commission File No.

10.16 Supplement #1 to Master Loan Agreement, dated June 24, 2019 by and between Contrail Aviation Support, LLC, Contrail Aviation Leasing, LLC and Old National Bank.

8 unchanged sentences

(incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated June 2 , 2023) (Commission File No.

10.23 Air T, Inc.

Continuing Guaranty in favor of Old National Bank , dated June 24, 2019 , incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30 , 2019 (Commission File No.

9 unchanged sentences

10.31 Supplement #11 to Master Loan Agreement made and entered into by Contrail Aviation Support , LLC, Contrail Aviation Leasing, LLC, CASP Leasing I, LLC and Old National Bank dated September 12 , 2024, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed September 18 , 2024 (commission File No.

Form of Collateral Account Agreement, dated December 31, 2019, by and between Air T OZ 1, LLC and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K dated January 7, 2020 (Commission File No.

Form of Collateral Account Agreement, dated December 31, 2019, by and between Air T OZ 2, LLC and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8-K dated January 7, 2020 (Commission File No.

Form of Collateral Account Agreement, dated December 31, 2019, by and between Air T OZ 3, LLC and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K dated January 7, 2020 (Commission File No.

Term Note E, in the principal amount of $9,463,000, dated as of June 26, 2020, by and between Air T, Inc., and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.100 to the Company’s Annual Report on Form 10-K dated June 26, 2020 (Commission File No.

Amended and Restated Term Note E of Air T, Inc.

in the principal amount of $3,655,819.22 in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

“Jet Yard Collateral Account Agreements” dated as of June 26, 2020, by and between Jet Yard, LLC, and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.102 to the Company’s Annual Report on Form 10-K dated June 26, 2020 (Commission File No.

Amended and Restated Collateral Account Agreement between Jet Yard, LLD and Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.12 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

“Ambry Hill Collateral Account Agreements” dated as of June 26, 2020, by and between Jet Yard, LLC, and Minnesota Bank & Trust, incorporated by reference to Exhibit 10.103 to the Company’s Annual Report on Form 10-K dated June 26, 2020 (Commission File No.

Amended and Restated Collateral Account Agreement between Ambry Hill Technologies, LLC and Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

$43,598,000 Promissory Note – Term Note G of Contrail Aviation Support, LLC and Contrail Aviation Leasing, LLC in favor of Old National Bank dated November 24, 2020.

(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 11, 2020) (Commission File No.

Amended and Restated Promissory Note Term Note G executed by Contrail Aviation Support, LLC and Contrail Aviation Leasing, LLC in favor of Old National Bank dated May 26, 2023.

(incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 2, 2023) (Commission File No.

Commercial Security Agreement of Contrail Aviation Support, LLC dated November 24, 2020, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated December 11, 2020 (Commission File No.

Term Loan Agreement for Mail Street Priority Loan Facility by and between Park State Bank and AirCo 1, LLC dated as of December 11, 2020, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December 23, 2020 (Commission File No.

Amendment to Main Street Priority Loan Facility Term Loan Agreement by and between AirCo 1, LLC and Park State Bank dated May 26, 2023.

(incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K dated June 2, 2023) (Commission File No.

$6,200,000 Main Street Priority Loan Facility Term of AirCo 1, LLC in favor of Park State Bank dated December 11, 2020, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 23, 2020) (Commission File No.

Security Agreement of AirCo 1, LLC dated as of December 11, 2020, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated December 23, 2020) (Commission File No.

Pledge Agreement by and between AirCo, LLC and Park State Bank dated as of December 11, 2020, incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated December 23, 2020 (Commission File No.

10.32 Form of Contrail Asset Management, LLC Amended and Restated Limited Liability Company Agreement dated May 5 , 2021, by and among the Members listed therein , incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 5 , 2021 (Commission File No.

3 unchanged sentences

dated June 1 , 2021, incorporated by reference to Exhibit 10.98 to the Company’s Annual Report on Form 10-K dated June 25 , 2021 (Commission File No.

Joinder to Security Agreement between Minnesota Bank & Trust and Air'Zona Aircraft Services, Inc.

dated June 23, 2021, incorporated by reference to Exhibit 10.99 to the Company’s Annual Report on Form 10-K dated June 25, 2021 (Commission File No.

Joinder to Guaranty of Air'Zona Aircraft Services, Inc.

in favor of Minnesota Bank & Trust dated June 23, 2021, incorporated by reference to Exhibit 10.100 to the Company’s Annual Report on Form 10-K dated June 25, 2021 (Commission File No.

Joinder to Security Agreement between Minnesota Bank & Trust and Jet Yard Solutions, LLC dated June 23, 2021, incorporated by reference to Exhibit 10.101 to the Company’s Annual Report on Form 10-K dated June 25, 2021 (Commission File No.

Joinder to Guaranty of Jet Yard Solutions, LLC in favor of Minnesota Bank & Trust dated June 23, 2021, incorporated by reference to Exhibit 10.102 to the Company’s Annual Report on Form 10-K dated June 25, 2021 (Commission File No.

Jet Yard Term Note in the principal amount of $2,000,000 in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Guaranty of Jet Yard, LLC in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.8 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

Guaranty of Air T, Inc.

in favor of Minnesota Bank & Trust dated August 31, 2021, incorporated by reference to Exhibit 10.9 to the Company’s Current Report on Form 8-K dated August 31, 2021 (Commission File No.

10.35 Promissory Note with Bridgewater Bank dated December 2 , 2021 in the principal amount of $9,900,000 , incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 2, 2021 (Commission File No.

1 unchanged sentence

10.37 International Swaps and Derivatives Association, Inc.

2002 Master Agreement dated as of December 28, 2021 between Old National Bank and Contrail Aviation Support, LLC & Contrail Aviation Leasing, LLC., incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 7, 2022 (Commission File No.

2002 Master Agreement dated as of December 28, 2021 between Old National Bank and Contrail Aviation Support, LLC & Contrail Aviation Leasing , LLC.

, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 7 , 2022 (Commission File No.

10.38 Schedule to the 2002 Master Agreement dated as of December 28 , 2021 between Old National Bank and Contrail Aviation Support, LLC & Contrail Aviation Leasing, LLC, including Swap Transaction Confirmation dated January 7, 2022, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated January 7 , 2022 (Commission File No.

7 unchanged sentences

10.41 Form of Air T Acquisition 22.1 , LLC $5,000,000 Promissory Note to Bridgewater Bank dated February 8 , 2022 , incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated February 8 , 2022 (Commission File No.

10.96 Form of Security Agreement from CAS to Old National Bank dated February 18, 2022, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K dated February 15, 2022 (Commission File No.

Form of Term Note F dated January 31, 2023, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on January 31, 2023 (Commission file No.

10.98 Securities Purchase Agreement, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed November 29, 2023 (Commission File No.

Press Release dated November 28, 2023, incorporated by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed November 29, 2023 (Commission File No.

Note Purchase Agreement among Air T, Inc., AAM 24-1, LLC, Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Trust, dated February 22, 2024, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 26, 2024 (Commission file No.

Form of Senior Secured Promissory Note, dated February 22, 2024, incorporated in reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed February 26, 2024 (Commission file No.

Note Purchase Agreement among Air T, Inc., AAM 24-1, LLC, Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Trust, dated October 16, 2024, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed October 22, 2024 (Commission File No.

Form of Senior Secured Promissory Note, dated October 16, 2024, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed October 22, 2024 (Commission File No.

Form of Promissory Note Term Note I in the principal amount of $10,000,000 from CAS to Old National Bank dated March 28, 2024, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed April 2, 2024 (Commission file No.

Form of Security Agreement from CAS to Old National Bank dated March 28, 2024, incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed April 2, 2024 (Commission file No.

10.42 Form of Membership Interest Redemption and Earnout Agreement by and between Contrail Aviation Support, LLC and OCAS, Inc.

13 unchanged sentences

as Loan Party Agent and Alerus Financial, National Association executed August 29, 2024, without schedules, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed August 30 , 2024 (Commission File No.

Employment Agreement between Air T, Inc.

and Tracy Kennedy, dated as of October 16, 2024, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed October 22, 2024 (Commission File No.

10.51 Amendment No.

5 unchanged sentences

10.53 Amendment No.

3 to Credit Agreement by and among AirCo, LLC, AirCo 2, LLC, Air’Zona Aircraft Services, Inc., AirCo Services, LLC, CSA Air, Inc., Global Ground Support, LLC, Jet Yard, LLC, Jet Yard Solutions, LLC, Mountain Air Cargo, Inc., Stratus Aero Partners, LLC, Worldwide Aircraft Services, Inc., and Worthington Aviation, LLC and Alerus Financial, National Association effective March 31, 2025, incorporate by reference to Exhibit 10.3 to the C o mpany's Current Report on Form 8-K filed April 4, 2025 (Commission File No.

3 to Credit Agreement by and among AirCo, LLC, AirCo 2, LLC, Air’Zona Aircraft Services, Inc., AirCo Services, LLC, CSA Air, Inc., Global Ground Support, LLC , Jet Yard, LLC, Jet Yard Solutions, LLC, Mountain Air Cargo, Inc., Stratus Aero Partners, LLC, Worldwide Aircraft Services, Inc., and Worthington Aviation, LLC and Alerus Financial, National Association effective March 31 , 2025 , incorporate by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed April 4 , 2025 (Commission File No.

10.54 Form of Revolving Credit Note by the Borrowers executed August 29 , 2024, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed August 30 , 2024 (Commission File No.

10.55 $14,000,000 Amended and Restated Revolving Credit Note to Alerus Financial , National Association dated March 31 , 2025 , incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed April 4 , 2025 (Commission File No.

10.56 Employment Agreement between Air T , Inc.

and Tracy Kennedy, executed February 27 , 2026, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed March 4 , 2026 (Commission File No.

10.57 Form of Term Note A by the Borrowers executed August 29 , 2024 , incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed August 30 , 2024 (Commission File No.

Form of Term Note B by the Borrowers executed August 29, 2024, incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed August 30, 2024 (Commission File No.

10.58 Form of Security Agreement by the Borrowers in favor of Alerus Financial executed August 29 , 2024 , incorporated by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed August 30 , 2024 (Commission File No.

8 unchanged sentences

10.65 Term Note J by Contrail Aviation Support, LLC , Contrail Aviation Leasing, LLC and CASP Leasing I, LLC dated September 12 , 2024, incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed September 18 , 2024 (Commission File No.

Credit Agreement by and among Mountain Air Cargo, Inc., a North Carolina corporation and Bank of America, N.A., executed August 29, 2024, without exhibits or schedules, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 26, 2025 (Commission File No.

10.66 Credit Agreement by and among Mountain Air Cargo , Inc., a North Carolina corporation and Bank of America , N.A.

, executed August 29, 2024, without exhibits or schedules, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 26 , 2025 (Commission File No.

10.67 Form of Acknowledgment and Agreement by Air T, Inc.

4 unchanged sentences

4 to Credit Agreement and Consent by and among Air’Zona Aircraft Services , Inc., CSA Air, Inc., Global Ground Support, LLC , Jet Yard, LLC, Jet Yard Solutions , LLC , Mountain Air Cargo, Inc., Worldwide Aircraft Services, Inc., Worthington Aviation, LLC, Royal Aircraft Services, LLC, Air T, Inc.

and Alerus Financial, National Association effective May 15, 2025, without schedules, incorporate by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed May 21, 2025 (Commission File No.

Third Note Purchase Agreement among Air T, Inc., AAM 24-1, LLC, Honeywell Common Investment Fund and Honeywell International Inc.

and Alerus Financial, National Association effective May 15, 2025, without schedules, incorporate d by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed May 21 , 2025 (Commission File No.

10.71 Amended and Restated Revolving Credit Note of the Borrowers in the amount of $20,000,000 to Alerus Financial, National Association dated as of September 3 , 2025 , incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed September 5 , 2025 (Commission File No.

10.72 Amendment No.

5 to Credit Agreement by and among Air’Zona Aircraft Services , Inc., CSA Air, Inc., Global Ground Support, LLC , Jet Yard, LLC, Jet Yard Solutions, LLC, Mountain Air Cargo , Inc.

, Worldwide Aircraft Services, Inc., Royal Aircraft Services, LLC and Worthington Aviation, LLC, Air T , Inc.

and Alerus Financial, National Association effective as of September 3, 2025, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed September 5, 2025 (Commission File No.

10.73 Amended and Restated Term Note A in the amount of $9,188,571.40 to Alerus Financial , National Association dated as of September 3 , 2025 , incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed September 5 , 2025 (Commission File No.

10.74 Acknowledgment and Agreement of Air T, Inc.

as to Amendment No .

5 to Credit Agreement dated September 3 , 2025 , incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed September 5 , 2025 (Commission File No.

10.75 Unlimited Continuing Guaranty (Swap Transaction) of Air T, Inc.

to and for the benefit of Alerus Financial , National Association entered into as of September 3 , 2025 , incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed September 5 , 2025 (Commission File No.

10.76 Third Note Purchase Agreement among Air T , Inc.

, AAM 24-1, LLC, Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Trust , dated May 30 , 2025 , incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed June 2 , 2025 (Commission File No.

1 unchanged sentence

10.78 Form of Amended and Restated Pledge Agreement dated May 30 , 2025 , incorporate by reference to Exhibit 10.3 on the Company's Current Report on Form 8-K filed June 2 , 2025 (Commission File No.

Form of Sale and Purchase Agreement between CASP Leasing I, LLC and FTAI Aircraft Leasing Ireland (2025) DAC dated June 19, 2025 (Airbus Model A-320-214) , incorp orated by reference to Exhibit 10.1 on the Company's Current Report on Form 8-K filed J une 25, 2025 (Commission File No.

001-35476) * *

Form of Sale and Purchase Agreement between CASP Leasing I, LLC and FTAI Aircraft Leasing Ireland (2025) DAC dated June 19, 2025 (Airbus Model A-321-111) , incorporated by reference to Exhibit 10.2 on the Com pan y's Current Report on Form 8_ filed June 25, 2025 (Commission File No.

10.79 Form of Sale and Purchase Agreement between CASP Leasing I, LLC and FTAI Aircraft Leasing Ireland (2025) DAC dated June 19 , 2025 (Airbus Model A-320-214) , incorporated by reference to Exhibit 10.1 on the Company's Current Report on Form 8-K filed June 25 , 2025 (Commission File No.

10.80 Form of Sale and Purchase Agreement between CASP Leasing I, LLC and FTAI Aircraft Leasing Ireland (2025) DAC dated June 19, 2025 (Airbus Model A-321-111), incorporated by reference to Exhibit 10.2 on the Company's Current Report on Form 8-K filed June 25, 2025 (Commission File No.

10.81 Bill of Sale – Airbus Model A321-111 aircraft and engines dated July 15 , 2025 , incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed July 18 , 2025 (Commission File No.

10.82 Bill of Sale – Airbus Model A320-214 aircraft and engines dated July 15, 2025 , incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed July 18 , 2025 (Commission File No.

10.83 Acceptance Certificate – Airbus Model A321-111 aircraft and engines dated July 15 , 2025 , incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed July 18 , 2025 (Commission File No.

10.84 Acceptance Certificate – Airbus Model A320-214 aircraft and engines dated July 15 , 2025 , incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed July 18 , 2025 (Commission File No.

10.85 Assignment, Assumption and Amendment Agreement in respect of Airbus Model A321-111 aircraft and engines dated July 15 , 2025 , incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed July 18 , 2025 (Commission File No.

10.86 Assignment, Assumption and Amendment Agreement in respect of Airbus Model A320-214 aircraft and engines dated July 15 , 2025 , incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed July 18 , 2025 (Commission File No.

10.87 Term Note dated November 24, 2025 from Air T Acquisition 22.1, LLC to Alerus Financial, National Association in the principal amount of $6,000,000 , incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.88 Loan Agreement dated November 24, 2025 between Air T Acquisition 22.1, LLC to Alerus Financial, National Association , incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.89 TPS Security Agreement dated November 24, 2025 made by Air T Acquisition 22.1 , LLC in favor of Alerus Financial , National Association, incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.90 Security Agreement dated November 24, 2025 made by Air T Acquisition 22.1 , LLC in favor of Alerus Financial , National Association, incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.91 Air T Investment Account Amended and Restated Pledge Agreement dated November 24 , 2025 made by Air T, Inc.

in favor of Alerus Financial, National Association, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.92 Membership Interest Pledge Agreement dated November 24 , 2025 made by Air T , Inc.

in favor of Alerus Financial, National Association, incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.93 Master Loan Agreement dated November 24 , 2025 between and among Contrail Aviation Support , LLC, Contrail Aviation Leasing, LLC and Alerus Financial , National Association , incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.94 Supplement No.

1 to Master Loan Agreement dated November 24 , 2025 between and among Contrail Aviation Support , LLC, Contrail Aviation Leasing, LLC and Alerus Financial, National Association, incorporated by reference to Exhibit 10.8 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.95 Promissory Note Revolving Note dated November 24 , 2025 of Contrail Aviation Support , LLC and Contrail Aviation Leasing, LLC to Alerus Financial, National Association in the principal amount of $15,000,000 , incorporated by reference to Exhibit 10.9 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.96 Commercial Security Agreement dated November 24, 2025 of Contrail Aviation Support, LLC and Contrail Aviation Leasing , LLC to Alerus Financial , National Association , incorporated by reference to Exhibit 10.10 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.97 Continuing Guaranty dated November 24, 2025 by Air T, Inc.

in favor of Alerus Financial, National Association , incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K filed December 1 , 2025 (Commission File No.

10.98 Form of Note Purchase Agreement among Air T Acquisition 25.1, LLC, Air T, Inc.

and Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Fund dated December 15 , 2025 , incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.99 Form of Senior Secured Note of Air T Acquisition 25.1, LLC to Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Fund dated December 15 , 2025, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.100 Form of Pledge Agreement of Air T, Inc., in favor of Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Fund dated December 15 , 2025 , incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.101 Form of Parent Guaranty of Air T , Inc.

dated December 15 , 2025 , incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.102 Form of Contingent Payment Agreement by and among Air T, Inc., Air T Acquisition 25.1 , LLC , Air T Rex Acquisition , Inc.

and Honeywell Common Investment Fund and Honeywell International Inc.

Master Retirement Fund dated December 15 , 2025, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.103 Order dated December 11, 2025 of the Federal Court of Australia , New South Wales Registry , Division:

General – In the Matter of:

The Joint and Several Deed Administrators of each of the Regional Express Holdings Ltd (Subject to Deed of Company Arrangement) (ACN 099 547 270) and others named in the schedule , approving the Rex Express Acquisition , incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed December 18, 2025 (Commission File No.

10.104 Form of Rex Group Creditors’ Trust Deed dated December 17 , 2025 , incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.105 Form of Intercreditor Deed – Regional Express Airlines between and among the Commonwealth of Australia , Air T Lending 25.1, LLC, the Air T Security Trustee and Regional Express Holdings Limited, Rex Investment Holdings Pty Ltd, Regional Express Pty Ltd., Air Partners Pty Ltd., AAPA Victoria Pty Ltd., Australian Airline Pilot Academy Pty Ltd, Rex Flyer Pty Ltd., and Australian Aero Propeller Maintenance Pty Ltd.

dated December 17, 2025, incorporated by reference to Exhibit 10.8 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.106 Form of Commonwealth Facility Agreement originally dated November 11 , 2024, as further amended and restated, incorporated by reference to Exhibit 10.9 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.107 Form of Commonwealth Facility Agreement dated December 17 , 2025 , incorporated by reference to Exhibit 10.10 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.108 Form of General Security Deed dated December 17 , 2025 , incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.109 Form of New Facility Agreement between and among the Commonwealth of Australia and Regional Express Holdings Limited , Rex Investment Holdings Pty Ltd , Regional Express Pty Ltd ., Air Partners Pty Ltd.

, Rex Flyer Pty Ltd ., Australian Aero Propeller Maintenance Pty Ltd ., Australian Airline Pilot Academy Pty Ltd ., and AAPA Victoria Pty Ltd .

dated December 17 , 2025 , incorporated by reference to Exhibit 10.12 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.110 Form of New Cap Note Facility dated December 17 , 2025 , incorporated by reference to Exhibit 10.13 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.111 Form of Air T Acquisition 25.1 , LLC Securities Purchase Agreement with Messrs .

Swenson and J .

Golbus dated December 17 , 2025, incorporated by reference to Exhibit 10.14 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.112 Form of Air T Acquisition 25.1, LLC Warrant Agreement issued to Messrs.

Swenson and J.

Golbus dated December 17 , 2025, incorporated by reference to Exhibit 10.15 to the Company’s Current Report on Form 8-K filed December 18 , 2025 (Commission File No.

10.113 Limited Liability Company Agreement of Crestone Air Partners, LLC, dated June 10, 2026, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.114 Membership Interest Purchase Agreement, dated June 10, 2026, by and among Crestone Asset Management, LLC, MRC Common Member LLC, MR CAM US Splitter 2, L.P., Aviation Growth Initiatives, LLC and Air T Acquisition 26.1, LLC, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.115 Redemption Agreement, dated June 10, 2026, by and among Crestone Asset Management, LLC, Aviation Growth Initiatives, LLC, Air T Acquisition 26.1, LLC, and Air T, Inc., incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.116 First Amendment to Second Amended and Restated Limited Liability Company Agreement of Crestone Asset Management, LLC, dated June 10, 2026, incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.117 Escrow Agreement, dated June 10, 2026, by and among Crestone Air Partners, LLC, Dirk Jan Smit, as Securityholders’ Agent, and Bank of Utah, as escrow agent, incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.118 Subscription Agreement for Class B Preferred Units of Crestone Air Partners, LLC, dated June 10, 2026, by and between Crestone Air Partners, LLC and Air T, Inc., incorporated by reference to Exhibit 10.6(a) to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.119 Subscription Agreement for Class A Common Units of Crestone Air Partners, LLC, dated June 10, 2026, by and between Crestone Air Partners, LLC and Air T Acquisition 26.1, LLC, incorporated by reference to Exhibit 10.6(b) to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.120 Subscription Agreement for Class B Preferred Units of Crestone Air Partners, LLC, dated June 10, 2026, by and among Crestone Air Partners, LLC, IF GPT Holdco PVT LLC and BOAC GPT Holdco PVT LLC, incorporated by reference to Exhibit 10.6(c) to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.121 Amendment No.

6 to Credit Agreement and Other Loan Documents, dated effective as of June 15, 2026, by and among Air’Zona Aircraft Services, Inc., CSA Air, Inc., Global Ground Support, LLC, Jet Yard, LLC, Jet Yard Solutions, LLC, Mountain Air Cargo, Inc., Worldwide Aircraft Services, Inc., Royal Aircraft Services, LLC, Worthington Aviation, LLC, Air T, Inc., as loan party agent and guarantor, and Alerus Financial, National Association, as lender, incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.122 Overline Note, dated as of June 15, 2026, made by Air’Zona Aircraft Services, Inc., CSA Air, Inc., Global Ground Support, LLC, Jet Yard, LLC, Jet Yard Solutions, LLC, Mountain Air Cargo, Inc., Royal Aircraft Services, LLC, Worldwide Aircraft Services, Inc.

and Worthington Aviation, LLC in favor of Alerus Financial, National Association, incorporated by reference to Exhibit 10.8 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

10.123 Acknowledgment and Agreement, dated June 15, 2026, by Air T, Inc., as guarantor, in favor of Alerus Financial, National Association, incorporated by reference to Exhibit 10.9 to the Company’s Current Report on Form 8-K filed June 16, 2026 (Commission File No.

19.1 Insider Trading Policy (filed herewith)

5 unchanged sentences

31.2 Section 302 Certification of Chief Financial Officer (filed herewith)

32.1 Section 1350 Certification of Chief Executive Officer (filed herewith)

32.2 Section 1350 Certification of Chief Financial Officer (filed herewith)

32.1 Section 1350 Certification of Chief Executive Officer ( furni shed herewith)

32.2 Section 1350 Certification of Chief Financial Officer ( furnished herewith)

97.1 Policy Relating to Recovery of Erroneously Awarded Compensation (filed herewith)

29 unchanged sentences

June 29, 2026

/s/ Travis Swenson

Travis Swenson

June 27, 2025

/s/ Jamie Thingelstad

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures