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Item 1. Business

2025-03-27 compared with 2024-03-27 · 115 added, 239 removed, 135 unchanged (72% of the section changed)

Yellowstone Transaction

On January 25, 2022 (the “Closing Date”), we completed the Yellowstone Transaction pursuant to the Equity Purchase Agreement between us and Sky.

As contemplated by the Equity Purchase Agreement, the following occurred on the Closing Date:

(a) YAC changed its name to “Sky Harbour Group Corporation”;

(b) all outstanding shares of Sponsor Stock held by the Sponsor were converted into shares of Class A Common Stock of the Company;

(c) Sky restructured its capitalization, issued to the Company 14,937,581 Sky Common Units, which was equal to the number of outstanding shares of Class A Common Stock immediately after giving effect to the Yellowstone Transaction (taking into account the redemption of Class A Common Stock and the Class A Common Stock issued under the BOC PIPE investment (the “BOC PIPE”)), reclassified the existing Sky Common Units (other than the Sky Incentive Units), existing Sky Series A Preferred Units and the existing Sky Series B Preferred Units into Sky Common Units;

(d) certain adjustments to the number of Sky Incentive Units were effected to reflect the new capital structure;

(e) the Company was appointed as the managing member of Sky;

(f) the Sky Common Units issued to BOC YAC in respect of its Series B Preferred Units were converted into 5,500,000 shares of Class A Common Stock;

(g) holders of Sky Common Units received one share of Class B Common Stock for each Sky Common Unit, and as consideration for the issuance of 14,937,581 Sky Common Units by Sky to the Company, YAC contributed to Sky the net amount held in the YAC trust account after redemptions and taking into account the BOC PIPE and the amount of various transaction costs;

and (h) each YAC Warrant that was issued and outstanding immediately prior to the closing became a Warrant (the transactions referred to in clauses (a) through (h), collectively, the “Yellowstone Transaction”).

As a result of the Yellowstone Transaction, the Company is organized as an “Up-C” structure in which substantially all of the operating assets of Sky’s business are held by Sky.

The Company’s only assets are its equity interests in Sky.

As of January 26, 2022, the Class A Common Stock and Warrants of the Company began trading on the New York Stock Exchange American LLC (the “NYSE American”) as “SKYH” and “SKYH WS,” respectively.

The disclosure in this section gives effect to the Yellowstone Transaction and includes the operations of Sky prior to the Yellowstone Transaction.

We are an aviation infrastructure development company building the first nationwide network of home basing hangar campuses for business aircraft.

We develop, lease and manage general aviation hangars across the United States, targeting airfields in markets with significant aircraft populations and high hangar demand.

Our home basing hangar campuses feature exclusive private hangars and a full suite of dedicated services specifically optimized for home based, versus transient, aircraft.

We develop, lease and manage general aviation hangars across the United States, targeting airfields in markets with significant based aircraft populations and high hangar demand.

Our home basing hangar campuses feature private and semi-private hangars and a full suite of dedicated services specifically optimized for home based, versus transient, aircraft.

The physical footprint of the U.S.

business aviation fleet grew by almost 28 million square feet in the ten years preceding the beginning of the COVID-19 pandemic, with hangar supply lagging dramatically, especially in key growth markets.

As the fleet of private jets in the United States continues to grow, with recent new aircraft deliveries exceeding retirements, demand for hangar space is at a premium in part because new jets require more square footage of hangar space and the pace of new hangar construction has lagged behind the demand.

business aviation fleet grew by almost 36 million square feet in the past fourteen years, with hangar supply lagging dramatically, especially in key growth markets.

As the fleet of private jets in the United States continues to grow, with recent new aircraft deliveries exceeding retirements, demand for hangar space is at a premium in part because new jets require taller tail clearances and more square footage of hangar space and the pace of new hangar construction has lagged behind the demand.

The cumulative square footage of the business aircraft fleet in the United States increased 61% between 2010 and 2023.

Moreover, over that same period, there was an 102% increase in the square footage of larger private jets – those with greater than a 24-foot tail height.

A recent study conducted by a business aircraft manufacturer forecasted that business aircraft will only continue to grow in the next ten years, with up to 8,500 new business jet deliveries worth over $275 billion expected to be delivered between 2024 and 2033, further supported by data from the major business aviation manufacturers that suggest the current order backlog for new business aviation aircraft is over $49 billion.

A recent study conducted by a business aircraft manufacturer forecasted that business aircraft will only continue to grow in the next ten years, with up to 8,500 new business jet deliveries worth over $285 billion expected to be delivered between 2025 and 2034, with over two-thirds of the deliveries expected to be comprised of larger private jets.

This forecast is further supported by data from the major business aviation manufacturers that suggest the current order backlog for new business aviation aircraft as of December 31, 2024 is over $52 billion, an increase of approximately 6% over the prior year.

These larger footprint aircraft do not fit in much of the existing hangar infrastructure and impose stacking challenges and constraints in the traditional shared or community hangars operated by fixed-base operators (“FBO”).

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airports by targeting high-end tenants in markets where there is a shortage of private and FBO hangar space, or where such hangars are or are becoming obsolete.

We expect to realize economies of scale in construction through a prototype hangar design replicated at home basing hangar campuses across the United States.

We expect to realize economies of scale in construction through a prototype hangar design replicated at our home basing hangar campuses across the United States.

This allows for centralized procurement, straightforward permitting processes, efficient development processes, and the best hangar in business aviation.

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In contrast with community hangars and other facilities provided by FBOs, the home basing hangar campuses we develop provide the following features and services:

private hangar space for exclusive use of the tenant;

private hangar space for exclusive or semi-exclusive use of the tenant;

adjoining configurable lounge and office suites;

low-traffic campus environments free of transient aircraft and associated activities;

line crews and services dedicated exclusively to tenants;

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control through smartphone application.

Our product strategy aims to attract tenants with exclusive access to their aircraft, minimize the risk of damage to aircraft, provide increased access, security and control, facilitate maintenance, and improve pre-flight and post-flight convenience.

Our product strategy aims to attract tenants with exclusive or semi-exclusive access to their aircraft, minimize the risk of damage to aircraft, provide increased access, security and control, facilitate maintenance, and improve pre-flight and post-flight convenience for owners, operators, and their support crews.

We believe that with no transient traffic, our home basing hangar campuses offer a shorter time to wheels-up, even during periods of peak traffic.

Our research has indicated our current and typical future tenants operate late model business jets that emit less noise than other based aircraft, leading to a decreased average noise footprint at our home basing hangar campuses.

We believe demand for home basing hangar campuses will be driven broadly by the growing size of the business aviation fleet in the United States and the delivery of larger aircraft with taller tail heights, as well as the privacy and security inherent at our hangar campuses in comparison to operations focused on transient and commercial aircraft.

The discovery by first-time flyers in the convenience, control and comfort of general aviation has caused a shift in consumer behavior which we believe will also support increasing demand for home basing hangar campuses.

While private aircraft use generally was not affected to the extent of commercial aviation, we believe preferences for air travel and specifically general aviation continue to shift towards private aviation following the COVID-19 pandemic, as industry data suggests that nearly 95% of the entrants who began flying privately during the COVID-19 pandemic are continuing to fly privately through 2023.

See “ Risk Factors — An epidemic, pandemic or contagious disease, such as COVID-19, could have a material adverse effect on our business and results of operations."

Our Properties

We seek to develop our home basing hangar campuses on long-term ground leases (or sub-leases thereof) at airports with suitable infrastructure serving metropolitan centers across the United States.

We lease each of our properties under long-term ground leases.

The tables below present certain information with respect to our portfolio in development and in operation as of December 31, 2023.

Addison Airport ("ADS"), Addison, TX (Dallas area);

Bradley International Airport ("BDL"), Windsor Locks, CT (Hartford area);

Centennial Airport ("APA"), Englewood, CO (Denver area);

Chicago Executive Airport ("PWK"), Wheeling, IL (Chicago area);

Hudson Valley Regional Airport ("POU"), Wappingers Falls, NY (New York area);

Miami-Opa Locka Executive Airport ("OPF"), Opa Locka, FL (Miami area);

Nashville International Airport ("BNA"), Nashville, TN;

Phoenix Deer Valley Airport ("DVT"), Phoenix, AZ;

Sugar Land Regional Airport ("SGR"), Sugar Land, TX (Houston area).

We develop our home basing hangar campuses on long-term ground leases (or sub-leases thereof) at airports with suitable infrastructure serving metropolitan centers across the United States.

Our portfolio of ground leases as of December 31, 2024 was as follows:

Location (City, State)

Location (Metropolitan Center)

Ground Lessor

Ground Lease Acres

Ground Lease Exp.

Addison Airport

Town of Addison

Bradley International Airport

Windsor Locks, CT

Connecticut Airport Authority

Camarillo Airport

Camarillo, CA

Los Angeles, CA

County of Ventura

Centennial Airport

Englewood, CO

Arapahoe County Public Airport Authority

Chicago Executive Airport

Village of Wheeling and City of Prospect Heights

Hudson Valley Regional Airport

Wappingers Falls, NY

County of Duchess

Miami-Opa Locka Executive Airport

Opa Locka, FL

Miami-Dade County

Nashville International Airport

Nashville, TN

Metropolitan Nashville Airport Authority

Orlando Executive Airport

Greater Orlando Aviation Authority

Phoenix Deer Valley Airport

City of Phoenix

Salt Lake City International Airport

Salt Lake City, UT

Salt Lake City Corporation

San José Mineta International Airport

City of San José

Sugar Land Regional Airport

Sugar Land, TX

City of Sugar Land

Trenton-Mercer Airport

New York, NY - Philadelphia, PA

County of Mercer

Washington Dulles International Airport

Washington, DC

Metropolitan Washington Airports Authority

Ground lease expiration years presented assume the exercise of all lease term extension options exercisable at our sole discretion.

Our portfolio at Camarillo Airport consists of two ground leases which cover 6.2 and 10.9 acres, respectively.

Such leases expire in 2071 and 2073, respectively.

The following tables provide supplemental information regarding each of our home basing hangar campus properties in operation and in development:

PROPERTIES IN OPERATION

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Rentable Square

% of Total Rentable

Square Footage

December 31, 2024

December 2020

November 2022

February 2023

SJC Renovation

Existing facility

Total/Weighted Average

PROPERTIES IN DEVELOPMENT

Scheduled Construction Start

Scheduled Completion Date

Projected Construction Start (1)

Projected Completion Date (1)

Estimated Total Construction Cost ($mm) (1)

Square Footage

Rentable Square Footage (1)

In Construction

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Predevelopment

In Construction

Predevelopment

619.0 - 686.1

Each constructed facility is expected to consist of clusters of hangars comprising at least 100,000 rentable square feet.

Our hangars vary in size and format, however, on average, each hangar provides over 14,000 square feet of hangar space and 1,300 to 2,000 square feet of office space.

Once completed, these facilities are expected to provide an infrastructure of over 1.5 million square feet expected to be completed in the next five years.

We intend to lease each respective hangar to one or more tenants, who will use all or a portion of such facility for general aviation aircraft storage and related uses permitted under the respective ground leases and will pay rent and other charges derived from home basing services on the respective sites to us pursuant to a sublease.

The following table identifies the latest available information on the number of aircraft based at each of our home basing hangar campus properties.

Our projections associated with the commencement and completion of construction, estimated total construction cost as of December 31, 2024, hangars, and rentable square footage of our properties in development are inherently subjective and require judgement to estimate.

We believe that our estimates of construction costs and timelines are subject to variability based on various factors including, but not limited to, changes in anticipated site plans, hangar mix, hangar specifications, executed guaranteed maximum price construction contracts, and general market conditions.

The following table identifies the latest available information on the number of aircraft based at each of our home basing hangar campus properties and development projects:

Addison Airport (ADS)

Bradley International Airport (BDL)

Camarillo Airport (CMA)

Centennial Airport (APA)

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Nashville International Airport (BNA)

Orlando Executive Airport (ORL)

Phoenix Deer Valley Airport (DVT)

Salt Lake City International Airport (SLC)

San José Mineta International Airport (SJC)

Sugar Land Regional Airport (SGR)

JETNET and AirNav.

Jet data current as of February 2024 from JETNET.

AirNav data current as of February 2024.

The following table summarizes the total aircraft operations and forecasted total aircraft operations from 2019 through 2028 at each of our home basing hangar campus properties.

Trenton-Mercer Airport (TTN)

Washington Dulles International Airport (IAD)

FAA Airport Master Records as of February 2025.

The following table summarizes the total aircraft operations and forecasted total aircraft operations from 2020 through 2029 at each of our home basing hangar campus properties and development projects:

Total Operations

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Bradley International Airport (BDL)

Camarillo Airport (CMA)

Centennial Airport (APA)

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Nashville International Airport (BNA)

Orlando Executive Airport (ORL)

Phoenix Deer Valley Airport (DVT)

Salt Lake City International Airport (SLC)

San José Mineta International Airport (SJC)

Sugar Land Regional Airport (SGR)

Trenton-Mercer Airport (TTN)

Washington Dulles International Airport (IAD)

Historic data derived from FAA OPSNET and forecast data from FAA TAF.

Addison Airport (ADS)

ADS is owned and operated by the Town of Addison, Texas.

The airport serves the Dallas/Fort Worth Metroplex market and is in close proximity to the residential and business districts where aircraft owners and operators live and work, located only nine miles north of the central business district of Dallas.

ADS does not cater to commercial flights, making it preferable for basing business aircraft as it provides for the quickest “time-to-wheels-up” in the Dallas area.

ADS is currently home to nearly 550 based aircraft, including over 120 jet aircraft.

Between 2021 and 2022, ADS experienced a 5.2% increase in overall operations, followed by a 0.9% decrease in operations from 2022 to 2023.

FAA TAF forward-looking data forecasts a rebound in total operations beginning in 2024 and increasing each year thereafter, including increases of 1.5%.

6.8%, and 5.9% for 2024, 2025, and 2026, respectively.

Facilities at ADS include a 7,203 foot runway equipped with high-intensity lighting and a full length parallel taxiway.

Operations are supported by Instrument Landing System (ILS) and RNAV (GPS) instrument approaches.

The airport offers an FAA control tower, 24-hour U.S.

Customs services for international arrivals, no landing fees, and over 70 businesses including maintenance providers, flight schools, and various other aviation-related service providers.

According to the Texas Department of Transportation, as of 2018 the airport contributes over 1,000 on-airport jobs to the Town of Addison.

Aircraft hangar rental providers currently on the airport consist of three FBOs.

Additionally, multiple smaller private hangars exist on the airport, primarily owned by operators or for flight schools and other airport businesses.

We believe the existing hangar facilities at ADS are overcapacity and predominantly older with low door heights, which creates little opportunity for attracting newer larger private jet aircraft to the airport.

Though a new FBO brought additional community hangar square footage to the airport, the combination of older current facilities, lack of private hangar space on the airport, increased wealth migration to the north side of Dallas, and substantial popularity of the airport make for an attractive target for our private and exclusive home basing hangars.

Addison Site Facilities.

We obtained lease rights to approximately six acres on the northeast side of the primary runway.

As part of our development plan, the existing facilities on the site, including a terminal, ramp and automobile parking, have been demolished.

We anticipate developing six hangars with adjoining office and support space constituting 115,506 rentable square feet.

Anticipated project completion for the ADS site is in the first calendar quarter of 2025.

In January 2023, we amended our existing ground lease agreement with the Town of Addison, TX to include additional parcels of land that will effectively double the land available for development at our ADS home basing hangar campus project, with the second phase anticipated to include three hangars comprising an additional 96,873 of rentable square footage.

Bradley International Airport (BDL)

BDL is owned and operated by the Connecticut Airport Authority and is located in Windsor Locks, Connecticut, situated between Hartford, Connecticut and Springfield, Massachusetts.

BDL is classified as a medium-hub primary commercial service airport and is the second-busiest commercial airport in the New England region and major airport serving the states of Connecticut, Massachusetts, and New York.

BDL is situated on over 2,400 acres and includes two runways of 9,510 feet and 6,847, respectively.

General airport facilities at BDL include fuel services, multiple cargo and maintenance facilities, and U.S.

Customs facilities.

BDL is home to the Connecticut Air National Guard, the New England Air Museum, and has hosted both the 103rd Airlift Wing and the 118th Airlift Squadron since 1946.

Between 2021 and 2022, total operations at BDL increased 9.0%, followed by a slight 0.3% increase in total operations from 2022 to 2023.

FAA TAF forward-looking data forecasts a slight decrease of 1.8% in 2024, followed by increases each year thereafter, including annual growth projections of 3.6%, and 0.5% for 2025 and 2026, respectively.

The only aircraft hangar rental providers at BDL are two FBOs, both of which provide standard amenities.

In addition, there are several private hangars at BDL owned by local corporations which generally provide storage for business aircraft, office space, maintenance space, and lounges.

Bradley Site Facilities.

We obtained lease rights to approximately eight acres of land on the north side of BDL.

Our projected development at BDL will consist of 3 NFPA Group III hangars with adjoining office space, with a combined leasable area of 101,400 square feet.

We anticipate the completion of construction and occupancy for our BDL home basing hangar campus in the third calendar quarter of 2026.

Centennial Airport (APA)

APA is owned and operated by the Arapahoe County Public Airport Authority.

The airport serves Denver, Colorado, and surrounding areas and is classified as a National airport according to the FAA National Asset Report.

APA is the largest general aviation airport in the Denver Airport System, and was the fourth busiest general aviation airport in 2023 based on data from FAA OPSNET.

APA covers approximately 1,315 acres and has three runways.

Other facilities at the airport include hangars and tie-downs for aircraft parking and fuel services.

Services available at APA include aircraft repair and maintenance services, including airframe, power plant and avionics repair.

The airport also includes a U.S.

Customs facility.

APA is currently home to over 800 based aircraft, including over 140 jet aircraft.

Between 2021 and 2022, APA experienced a 3.3% decrease in overall operations according to FAA OPSNET as the lingering effects of the pandemic continued to be evident.

However, from 2022 to 2023, total operations at APA increased by 20.0%, reflecting a significant rebound from the decreased operational activity.

FAA TAF forward looking data forecasts a slight decrease of 1.0% in 2024, further followed by increases each year thereafter, including annual growth projections of 1.9%, and 1.9%, for 2025 and 2026, respectively.

FBO services at APA are provided by four companies.

The FBOs offer standard amenities such as pilot’s lounge, waiting area/lounge, weather station, restroom, showers, kitchenette, and conference rooms, flight instruction, rental car, aircraft maintenance and parts supply, hangar rental, aircraft tie-down parking, and aircraft fueling.

APA has several private hangars that provide storage for business aircraft, office space, maintenance space, and lounges.

Some of the private hangars are owned and built by individuals or corporations based locally.

Centennial Site Facilities.

We obtained lease rights to approximately 20 acres of land in the Centennial lnterPort master-planned business hangar development on the south side of APA.

Our development at APA is located in a secluded, low-traffic area on the airfield.

The campus will be constructed in two phases, and in total will consist of 14 NFPA Group III hangars comprising 239,739 total rentable square feet.

Our Centennial home basing hangar campus will include two hangar layouts, each including a ramp area for aircraft startup and shutdown in front of the hangar doors.

Car parking is to be included in the hangar space and in an attached two car garage.

The adjoining office space will include high-end finishes with a kitchen, storage and a bathroom with a shower.

Each unit is also to be assigned adjacent outdoor parking.

Chicago Executive Airport (PWK)

PWK is the leading general aviation airport in the Chicago area, and a top reliever airport for Chicago O’Hare International (ORD), accepting some 100,000 corporate, charter and light recreational aircraft operations annually.

Located just 10 miles north of ORD, PWK is jointly owned by the Village of Wheeling and City of Prospect Heights, Illinois.

Over 240 aircraft are presently based at PWK, including nearly 100 jet aircraft.

According to FAA OPSNET, between 2021 and 2022 PWK experienced a 2.3% decrease in total operations, which partially reversed from 2022 to 2023, when PWK saw an increase of 0.7% in year-over-year operations.

FAA TAF forward-looking data projects increases of 1.2%, 0.2%, and 0.2% for 2024, 2025, and 2026, respectively.

General airport facilities at PWK consist of three runways, including a 5,001-foot primary runway, as well as fuel services, several maintenance providers, and a flight school.

FBO services at PWK are provided by three companies.

Chicago Executive Site Facilities.

We obtained lease rights to approximately fifteen acres of land at PWK.

The home basing hangar campus will consist of 5 NFPA Group III modular hangars comprising 149,400 total rentable square feet.

Ground-breaking at PWK is provisionally expected to occur in the first calendar quarter of 2025 with occupancy projected in the first calendar quarter of 2026.

Hudson Valley Regional Airport (POU)

POU is a Part 139 Certified Airport with an FAA staffed and operated control tower and nearly 60,000 annual operations.

POU is owned by the County of Dutchess, NY, and is located approximately 34 miles from White Plains and 47 miles from Teterboro.

Based on data from FAA OPSNET, between 2021 and 2022 POU recorded a 3.6% increase in overall operations.

From 2022 to 2023, POU experienced a partial reversal of its previous growth, as total operations decreased 2.4%.

FAA TAF forward-looking data projects a decrease of 5.1% in 2024 followed by increases of 0.1% and 0.1% in the years 2025 and 2026, respectively.

FBO services at POU are provided by one company.

The airport includes a two-megawatt solar array and an Aviation Science Center with a state-of-the-art hangar operated by Dutchess Community College under the State University of New York (SUNY).

The site offers a pilot, aviation management, airframe and powerplant technician, and aviation maintenance technician program.

Hudson Valley Site Facilities.

We obtained lease rights to approximately seven acres of land at POU in a lightly trafficked area near runways 24 and 15.

Our projected development at POU will consist of 3 NFPA Group III hangars with adjoining office space, with a combined leasable area of 101,400 square feet.

We anticipate the completion of construction and occupancy for our POU home basing hangar campus to occur in the second calendar quarter of 2026.

Miami Opa-Locka Executive Airport (OPF)

OPF is located approximately 10 miles north of the Miami central business district, 16 miles from Miami Beach, Florida, and eight miles from Miami International Airport (“MIA”).

OPF is a public-use general aviation facility owned by Miami-Dade County and operated by the Miami-Dade Aviation Department.

The Miami Airport System consists of five active airports, with OPF being the largest general aviation airport in the system and designated as a reliever to MIA.

Notably, OPF ranks eighth in the FAA’s Top Ten Airports for Domestic Business Jet Operations, with 52,869 domestic business jet operations during the period January 2023 through December 2023.

Facilities at OPF include three runways which are all served by full-length paved parallel taxiways.

Other facilities at OPF include hangars and tie-downs for aircraft parking and fuel services.

Data from FAA OPSNET indicates that between 2021 and 2022, OPF experienced a 3.6% decrease in overall operations, before a recording a significant 10.6% increase between 2022 and 2023.

Forecast data from FAA TAF projects a slight 0.4% decrease in 2024, followed by increases of 5.1% and 0.5% for 2025 and 2026, respectively.

The existing stock of hangar space at OPF comprises approximately 266,000 square feet of space, with an additional 350,000 square feet of new construction hangar space planned.

There are six large, nested T-Hangar rows on the airport, capable of storing 99 aircraft.

Aside from our Miami-Opa Locka development, no private hangar space for larger aircraft is available at OPF.

Miami-Opa Locka Site Facilities.

The OPF facilities are planned to be constructed in two phases and are expected to consist of 17 individually-leased NFPA Group III hangars comprising 268,058 total rentable square feet.

Construction of the first phase of facilities was completed in February 2023.

Construction of the second phase of facilities is expected to begin in the fourth calendar quarter of 2024 and be completed in the fourth calendar quarter of 2025.

Each hangar can accommodate the various ultra-long-range jets and include 480-, 240- and 120-volt electrical outlets to allow for routine maintenance.

Every hangar includes a ramp area for aircraft startup and shutdown in front of the hangar doors.

Car parking is included in the hangar space.

The adjoining office space includes high-end finishes with a kitchen, storage and a bathroom with showers.

Each hangar is also assigned adjacent outdoor parking.

Nashville International Airport (BNA)

BNA is the primary commercial air service facility serving the Nashville metropolitan area and is the largest airport in the State of Tennessee.

As the only medium hub in the region, BNA serves as the primary commercial service airport for the air service area.

BNA is one of the nation’s fastest-growing airports.

The combination of Nashville’s robust economy and business and tourism appeal led to eight successive years of often double-digit growth, which ended with 21.9 million passengers that passed through the airport in 2023.

BNA has four runways, the longest of which is 11,030 feet.

Berry Field Air National Guard Base is located on the premises of BNA and it has hosted the 118 th Airlift Wing since 1937.

According to FAA OPSNET, between 2021 and 2022 BNA experienced a 14.6% increase in overall operations, which was followed-up by a further 8.1% increase between 2022 and 2023.

FAA TAF forward-looking data projects the growth to continue through 2024, 2025, and 2026, with growth projections of 3.7%, 1.7%, and 2.3%, respectively.

There are two FBOs at BNA.

In addition, there are several private hangars at BNA which generally provide storage for business aircraft, office space, maintenance space, and passenger/pilot lounges.

Some of the private hangars are owned and built by individuals, while others are leased from one of the FBOs.

Aside from our BNA home basing hangar campus, no private hangar space for larger aircraft is currently available for lease at BNA.

Nashville Site Facilities.

We obtained lease rights to 15.15 acres of land at BNA.

The constructed facilities at BNA consist of nine newly constructed individually-leased NFPA Group III hangars comprising 121,867 total square feet.

Our Nashville campus also includes a legacy facility, Hangar 14, with an area of 27,202 square feet.

Groundbreaking on the new facilities at BNA occurred in July 2021 and construction was completed in October 2022.

Each of the hangars includes a ramp area for aircraft startup and shutdown in front of the hangar doors.

Car parking is included in the hangar space, which can accommodate multiple cars.

The adjoining office space includes high-end finishes with a kitchen, storage and a bathroom with a shower.

Each unit is also assigned adjacent outdoor parking.

Phoenix Deer Valley Airport (DVT)

DVT is a medium sized, predominantly business and general aviation airport that is owned and operated by the City of Phoenix, Arizona.

DVT is located on 914 acres within Phoenix’s northern limits, approximately 20 miles north of downtown and approximately 17 miles north of Phoenix Sky Harbor International Airport (“PHX”).

DVT serves to relieve general aviation air traffic from PHX and is a convenient alternative to the larger and more congested airport.

This convenience has led DVT to become one of the busiest general aviation airports in the country, ranking as the sixth busiest general aviation airport in 2023 based on data from FAA OPSNET.

The airport is also home to several flight schools.

No commercial passenger service operations are available;

however, air taxi service is available.

DVT has two parallel runways.

The airport offers a complete range of services including fueling, avionics repair, maintenance, parts, flight training, new and used aircraft sales, aircraft rentals, a pilot shop, and a restaurant.

The landside facilities at DVT include the terminal building, an FBO, flight schools, fueling facilities, major utilities, and support facilities.

Based on data from FAA OPSNET, between 2021 and 2022, DVT experienced a 1.2% increase in overall operations.

In 2023, DVT recorded an increase of 25.2% in total operations as compared to 2022, as DVT began returning to pre-COVID 19 levels of activity.

FAA TAF forward-looking data forecasts a continued rebound in total operations each year, including increases of 10.7%, 11.8%, and 1.4% for 2024, 2025, and 2026, respectively.

Currently, the only aircraft hangar rental providers at DVT are the DVT Airport Authority and an FBO.

According to the DVT Airport Authority, they do not have any corporate/executive hangars, but they have available land to build hangars.

The FBO is currently based in two locations at DVT and its future plans at DVT include the construction of new hangars as well as a modern FBO facility.

Deer Valley Site Facilities.

We obtained lease rights to approximately 15 acres of land at DVT on the southeast side of the airport.

Our development at DVT is located in a secluded, low-traffic area on the airfield.

The campus will consist of 16 individually leased NFPA Group III modular hangars comprising 220,764 total rentable square feet.

Ground-breaking for the first phase occurred in December 2022.

Every hangar includes a ramp area for aircraft startup and shutdown in front of the hangar doors.

Car parking is included in the hangar space, which can accommodate multiple cars.

The adjoining office space includes high-end finishes with a kitchen, storage and a bathroom with a shower.

Each hangar is also assigned adjacent outdoor parking.

Sugar Land Regional Airport (SGR)

SGR is located approximately 20 miles southwest of the Houston central business district.

The airport is situated on 622 acres owned by the City of Sugar Land, Texas.

SGR is a municipal-owned, public-use general aviation facility, and it is included in the Federal Aviation Administration’s (“FAA”) National Plan of Integrated Airport Systems (“NPAIS”).

SGR is designated as a “reliever airport” for George Bush Intercontinental Airport and William P.

Hobby International Airport in Houston, Texas.

24 companies on the 2022 Fortune 500 list are headquartered in the Houston metro area.

General airport facilities at SGR include an 8,000-foot primary runway, as well as fuel services, aircraft storage in hangars, and tie-down parking.

SGR also includes U.S.

Customs facilities.

SGR is home to seven on-airport businesses that offer services such as FBO amenities, aircraft maintenance, and avionics.

The most frequent general aviation operations at SGR involve business and charter flights, flight instruction, recreational flying and law enforcement.

Between 2021 and 2022, SGR experienced a 10.0% increase in overall operations based on data from FAA OPSNET.

Overall operations at SGR increased an additional 9.3% between 2022 and 2023.

FAA TAF forward-looking data projects modest growth to continue through 2024, 2025, and 2026, with growth projections of 0.1%, 0.2%, and 0.2%, respectively.

The sole FBO onsite at SGR is the primary competition for our home basing hangar campus at SGR.

Another company located at SGR has maintenance hangars onsite, and can accommodate short-term hangar rentals without FBO services.

Sugar Land Site Facilities.

The total development consists of 7 individually leased NFPA Group III hangars, with a combined leasable area of 66,080 square feet, which was completed in December 2020.

All hangars feature 28 foot-high doors and include 480-, 240- and 120-volt electrical outlets to allow for routine maintenance.

Customers, Sales and Marketing

We seek to maximize hangar rental charges consistent with capacity utilization at our existing and future facilities.

We have, and believe we can continue to, achieve economic occupancy greater than 100% at most of our hangar campuses as certain space within semi-exclusive hangars is rented to multiple tenants, and we also seek to maximize our ability to rent available ramp space outside of our hangars, where permitted.

Rental hangar space is open to the public on a non-discriminatory basis, and prospective tenants are reviewed for credit quality and nature of intended use of the facilities.

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We intend to develop a diversified portfolio of tenants in terms of geography, type of tenant and length of lease term.

While much of our historical revenue has been concentrated with our two largest tenants, longer term, we do not expect to depend on a single tenant or group of tenants, the loss of which would have a material adverse effect on our business.

We expect to diversify our risk by having multiple types of tenants across multiple locations throughout the country.

See “ Risk Factors — Our rental income is initially concentrated within a small number of tenants and the loss of or default by one or more significant tenants could have a material adverse effect on our business and results of operations.

Prior to the year ended December 31, 2024, much of our historical revenue had been concentrated with our two largest tenants.

Both presently and in the longer term, we do not expect to depend on a single tenant or group of tenants, the loss of which would have a material adverse effect on our business.

We expect to continue to diversify our risk by having multiple types of tenants across multiple locations with varied term lengths throughout the country.

See “ Risk Factors — Our rental revenue in the past has been concentrated within a small number of tenants and the loss of or default by one or more significant tenants could have a material adverse effect on our business and results of operations.

Tenant lease terms are generally 1-10 years, with maturity dates staggered for purposes of risk management.

Base lease rents vary by location, but all leases feature annual rent escalation.

Leases are structured as either gross or triple-net, with tenants covering insurance, taxes and utilities.

Base lease rents vary by location, but substantially all leases feature annual rent escalation.

Leases are structured as either gross or triple-net, with tenants covering insurance, taxes, common area maintenance, and utilities.

The tenant leases generally do not have early termination options, and we expect renewals to be reset to prevailing fair market value.

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See “— Investment Criteria ” for additional information regarding our competitors with respect to each particular facility.

We do not experience substantial seasonal fluctuations in our revenues and the results of operations.

Adverse weather conditions, particularly during the winter months, can cause delays in the development and construction of our home basing hangar projects.

The geographic diversity of our development portfolio helps mitigate this risk through exposure to various geographies and climates.

With respect to our ongoing hangar leasing operations, we do not experience substantial seasonal fluctuations in our revenues and the results of operations.

Government Regulation

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Human Capital

As of December 31, 2023, we had 35 employees and 13 independent contractors, none of which were subject to collective bargaining agreements.

We also engage consultants to supplement our permanent workforce.

As of December 31, 2024, we had 84 employees, none of which were subject to collective bargaining agreements.

We also engage contractors and consultants to supplement our permanent workforce.

Our operations are overseen by senior personnel with experience in business aviation and real estate, and includes top-level design, construction, operations, and finance expertise.

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All employees are eligible for health insurance, a retirement plan, and life/disability coverage.

Each Sky Harbour home basing hangar campus features the Sky Harbour Academy training program, which includes paid training for a career in the aviation industry.

Many Sky Harbour home basing hangar campuses feature the Sky Harbour Academy training program, which includes paid training for a career in the aviation industry.

The Sky Harbour Academy recruits members of disadvantaged and underrepresented communities with an interest in aviation, ultimately providing such members full training and certification as line service technicians and customer service representatives.

The Sky Harbour Academy aims to provide assistance with placement in aviation jobs, including full-time roles at Sky Harbour.

The Sky Harbour Academy aims to provide assistance with placement in aviation jobs, including full-time roles and career development tracks at Sky Harbour.

Human capital strategies are developed and managed by our Chief Financial Officer, who reports to the Chief Executive Officer, and are overseen by the compensation committee and the Board.

Our executive management team regularly review and update our talent strategy, monitoring a variety of data, including turnover, diversity, and tenure, to design and implement effective recognition, training, development, succession, and benefit programs to meet the needs of our business and our employees.

Our executive management team regularly reviews and updates our talent strategy, monitoring a variety of data, including turnover, diversity, and tenure, to design and implement effective recognition, training, development, succession, and benefit programs to meet the needs of our business and our employees.

Legal Proceedings

We may be involved from time to time in ordinary litigation, negotiation, and settlement matters that will not have a material effect on our operations or finances.

We may be involved from time to time in ordinary litigation, negotiation, and settlement matters that we expect will not have a material effect on our operations or finances.

We are not currently party to any material legal proceedings, and we are not aware of any pending or threatened litigation against us that we believe could have a material adverse effect on our business, operating results, or financial condition.

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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 1. Business