NYSE: SKYH

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”). The addition of winglets (the vertical extensions on aircraft wingtips) on most modern business jets inhibits wing-over-wing storage. Aircraft hangars are in high demand and short supply, with some airports compiling waiting lists that can exceed several years.

We believe our scalable, real estate-centric business model is uniquely positioned to capture this market opportunity and address the increased imbalance between the supply and demand for private jet storage. We intend to capitalize on the existing hangar supply constraints at major U.S. 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 prototype hangar designs replicated at our HBO campuses across the United States through our in-house construction management and general contracting. This allows for centralized procurement, straightforward permitting processes, efficient development processes, and the best hangar in business aviation. Unlike a service company, our revenues are mostly derived from long-term rental agreements, offering stability and forward visibility of revenues and cash flows. This allows us to fund our development through the public bond market and bank debt, providing capital efficiency and mitigating refinance risk.

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

•

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;

•

climate control to mitigate condensation and associated corrosion;

•

features to support in-hangar aircraft maintenance;

•

no-foam fire suppression; and

•

customized software to provide security, control access and monitor hangar space.

We use a standard set of proprietary prototype hangar designs, which are intended to deliver high-quality business aviation facilities, lower construction costs, minimize development risk, expedite permit issuance, and facilitate the implementation of refinements across its portfolio. Hangar features include:

•

the ability to accommodate heavy business jets in multi-configuration;

•

compliance with National Fire Protection Association (“NFPA”) 409 Group III fire code, eliminating foam fire protection systems, resulting in lower construction costs and operating expenses, as well as eliminating accidental foam discharges and the resultant negative effects on aircraft maintenance and resale value;

•

high-voltage capability, industrial drainage and impervious floors that support in-hangar maintenance and inspections; and

•

control through smartphone application.

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 HBO hangar campuses offer a shorter time to wheels-up, especially 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 HBO hangar campuses.

We believe demand for HBO 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 HBO hangar campuses.

Our Properties

We develop our HBO 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, 2025 was as follows:

Airport

IATA Code

Location (City, State)

Location (Metropolitan Center)

Ground Lessor

Ground Lease Acres

Ground Lease Exp. Year (1)

Addison Airport

ADS

Addison, TX

Dallas, TX

Town of Addison

12.5

2065

Bradley International Airport

BDL

Windsor Locks, CT

Hartford, CT

Connecticut Airport Authority

8.0

2075

Camarillo Airport

CMA

Camarillo, CA

Los Angeles, CA

County of Ventura

17.1 (2)

2073 (2)

Centennial Airport

APA

Englewood, CO

Denver, CO

Arapahoe County Public Airport Authority

19.7

2097

Chicago Executive Airport

PWK

Wheeling, IL

Chicago, IL

Village of Wheeling and City of Prospect Heights

15.0

2075

Fort Worth Meacham International Airport

FTW

Fort Worth, TX

Fort Worth, TX

City of Fort Worth

4.5

2056

Hillsboro Airport

HIO

Hillsboro, OR

Portland, OR

Port of Portland

13.2

2072

Hudson Valley Regional Airport

POU

Wappingers Falls, NY

New York, NY

County of Duchess

7.1

2066

King County International Airport (Boeing Field)

BFI

Seattle, WA

Seattle, WA

King County

5.0

2026

Long Beach Airport

LGB

Long Beach, CA

Los Angeles, CA

City of Long Beach

17.1

2075

Miami-Opa Locka Executive Airport

OPF

Opa Locka, FL

Miami, FL

Miami-Dade County

22.6

2079

Nashville International Airport

BNA

Nashville, TN

Nashville, TN

Metropolitan Nashville Airport Authority

15.2

2070

New York Stewart International Airport

SWF

New Windsor, NY

New York, NY

The Port Authority of New York and New Jersey

16.0

2070

Orlando Executive Airport

ORL

Orlando, FL

Orlando, FL

Greater Orlando Aviation Authority

20.0

2074

Phoenix Deer Valley Airport

DVT

Phoenix, AZ

Phoenix, AZ

City of Phoenix

15.4

2061

Salt Lake City International Airport

SLC

Salt Lake City, UT

Salt Lake City, UT

Salt Lake City Corporation

8.4

2077

San José Mineta International Airport

SJC

San José, CA

San José, CA

City of San José

6.5

2044

Sugar Land Regional Airport

SGR

Sugar Land, TX

Houston, TX

City of Sugar Land

4.1

2049

Trenton-Mercer Airport

TTN

Ewing, NJ

New York, NY - Philadelphia, PA

County of Mercer

11.8

2078

Washington Dulles International Airport

IAD

Dulles, VA

Washington, DC

Metropolitan Washington Airports Authority

18.0

2084

(1)

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

(2)
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 HBO campus properties in operation and in development:

PROPERTIES IN OPERATION

Facility

Completion Date

Hangars

Rentable Square

Footage

% of Total Rentable

Square Footage

Occupancy at

December 31, 2025

SGR

December 2020

7

66,080

6.5
%

100.0
%

BNA

November 2022

10

149,069

14.6
%

88.9
%

OPF Phase I

February 2023

12

160,092

15.6
%

97.6
%

DVT Phase I

April 2025

8

134,270

13.1
%

73.1
%

ADS Phase I

June 2025

6

118,602

11.6
%

86.7
%

APA Phase I

September 2025

9

130,664

12.8
%

26.9
%

SJC Renovation

Existing facility

1

50,431

4.9
%

100.0
%

CMA

Existing facility

4

121,931

11.9
%

100.0
%

BFI

Existing facility

4

92,495

9.0
%

39.5
%

Total/Weighted Average

61

1,023,634

100.0
%

78.1
%

PROPERTIES IN DEVELOPMENT

Facility

Status

Projected Construction Start (1)

Projected Completion Date (1)

Estimated Total Construction Cost ($mm) (1)

Hangars (1)

Rentable Square Footage (1)

ADS Phase II

In Construction

Q2 2025

Q1 2027

$24.6 - $27.6

4

110,990

APA Phase II

In Development

TBD

TBD

30.4 - 33.6

3

57,570

BDL Phase I

In Construction

Q3 2025

Q4 2026

40.0 - 42.1

3

107,360

CMA Phase I

In Development

Q2 2027

Q2 2028

26.0 - 35.0

3

92,680

DVT Phase II

In Development

TBD

TBD

34.6 - 38.6

4

132,732

FTW Phase I

In Development

Q1 2027

Q1 2028

17.5 - 19.5

2

74,560

HIO Phase I

In Development

Q4 2026

Q4 2027

32.0 - 34.0

4

107,680

HIO Phase II

In Development

TBD

TBD

29.5 - 32.0

2

85,760

IAD Phase I

In Development

Q4 2026

Q4 2027

55.0 - 60.8

4

171,520

IAD Phase II

In Development

TBD

TBD

44.7 - 49.4

4

171,520

LGB Phase I

In Development

Q3 2027

Q1 2029

55.0 - 67.0

5

196,920

OPF Phase II

In Construction

Q1 2025

Q2 2026

39.3 - 39.6

3

111,201

ORL Phase I

In Development

Q1 2026

Q2 2027

39.5 - 43.6

4

133,640

ORL Phase II

In Development

TBD

TBD

35.2 - 39.0

3

128,640

POU Phase I

In Development

Q2 2026

Q3 2027

31.0 - 32.5

2

85,760

POU Phase II

In Development

TBD

TBD

18.3 - 20.3

1

42,880

PWK Phase I

In Development

Q4 2026

Q4 2027

33.0 - 35.6

3

128,640

PWK Phase II

In Development

TBD

TBD

TBD

4

171,520

SJC Phase II

In Development

Q1 2027

Q1 2028

17.1 - 17.9

1

28,000

SLC Phase I

In Construction

Q1 2026

Q1 2027

47.2 - 49.0

4

171,520

SWF Phase I

In Development

TBD

TBD

TBD

8

256,240

TTN Phase I

In Development

Q2 2026

Q3 2027

40.1 - 44.3

3

128,640

Total

$690.0 - $761.4

74

2,695,973

(1)

Our projections associated with the commencement and completion of construction, estimated total construction cost as of December 31, 2025, 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 the airports within our portfolio of ground leases:

Single

Engine

Multi

Engine

Jet

Helicopters

Military

Total

Addison Airport (ADS)

223

43

131

6

-

403

Bradley International Airport (BDL)

3

2

27

5

25

62

Camarillo Airport (CMA)

425

41

36

34

-

536

Centennial Airport (APA)

521

79

172

27

-

799

Chicago Executive Airport (PWK)

114

16

81

5

-

216

Fort Worth Meacham International Airport (FTW)

101

48

85

34

-

268

Hillsboro Airport (HIO)

210

25

32

16

-

283

Hudson Valley Regional Airport (POU)

117

9

2

3

2

133

King County International Airport (BFI)

229

40

88

26

-

383

Long Beach International Airport (LBG)

255

72

37

34

-

398

Miami-Opa Locka Executive Airport (OPF)

42

13

103

7

5

170

Nashville International Airport (BNA)

18

9

79

2

15

123

New York Stewart International Airport (SWF)

10

3

36

7

11

67

Orlando Executive Airport (ORL)

158

40

59

27

-

284

Phoenix Deer Valley Airport (DVT)

834

83

29

20

2

968

Salt Lake City International Airport (SLC)

126

29

55

13

12

235

San José Mineta International Airport (SJC)

66

17

53

6

-

142

Sugar Land Regional Airport (SGR)

101

22

32

4

-

159

Trenton-Mercer Airport (TTN)

40

15

22

14

-

91

Washington Dulles International Airport (IAD)

6

-

46

-

-

52

Sources: FAA Airport Master Records as of February 2026.

The following table summarizes the total aircraft operations and forecasted total aircraft operations from 2021 through 2030 at at each of the airports within our portfolio of ground leases:

Total Operations

Forecasted Total Operations

Average Annual

2021

2022

2023

2024

2025

2026

2027

2028

2029

2030

Growth

Addison Airport (ADS)

114,295

120,256

119,149

119,100

121,136

131,533

137,116

143,352

145,348

147,398

2.9
%

Bradley International Airport (BDL)

72,807

79,385

79,626

83,238

85,169

91,870

93,261

94,696

95,974

97,133

3.3
%

Camarillo Airport (CMA)

173,970

187,076

170,566

180,162

186,679

184,005

184,797

185,592

186,391

187,194

0.9
%

Centennial Airport (APA)

310,861

300,558

360,725

340,411

305,102

360,640

367,636

374,108

379,174

384,242

2.8
%

Chicago Executive Airport (PWK)

99,795

97,456

98,111

98,551

100,958

98,569

99,217

99,864

100,512

101,160

0.2
%

Fort Worth Meacham International Airport (FTW)

154,015

179,415

181,712

210,278

216,544

220,110

222,163

224,229

226,309

228,403

4.6
%

Hillsboro Airport (HIO)

131,527

159,261

183,771

172,718

165,317

180,778

185,054

185,385

185,717

186,050

4.3
%

Hudson Valley Regional Airport (POU)

58,306

60,403

58,935

79,227

74,437

81,092

82,363

83,638

84,915

86,197

5.0
%

King County International Airport (BFI)

169,569

156,522

157,064

149,559

99,681

169,289

172,324

175,332

176,614

177,921

3.3
%

Long Beach International Airport (LGB)

334,767

316,842

356,266

389,532

376,994

391,027

393,049

395,070

397,029

398,961

2.1
%

Miami-Opa Locka Executive Airport (OPF)

163,215

157,286

173,897

140,955

155,392

167,305

174,221

180,645

183,024

185,409

1.8
%

Nashville International Airport (BNA)

219,427

251,446

271,842

275,116

289,055

285,345

291,760

298,633

305,381

312,054

4.1
%

New York Stewart International Airport (SWF)

32,175

37,262

33,368

32,352

33,766

32,267

33,819

35,080

35,537

35,887

1.5
%

Orlando Executive Airport (ORL)

143,840

152,282

174,314

180,221

176,185

182,632

184,190

185,750

187,313

188,878

3.2
%

Phoenix Deer Valley Airport (DVT)

271,979

275,153

344,393

432,874

490,702

447,756

452,885

457,296

459,527

461,779

6.6
%

Salt Lake City International Airport (SLC)

342,505

321,941

318,998

326,687

333,038

343,133

351,791

360,551

367,654

374,659

1.0
%

San José Mineta International Airport (SJC)

135,032

166,038

164,546

164,630

156,655

186,163

197,496

203,543

207,385

211,206

5.4
%

Sugar Land Regional Airport (SGR)

72,409

79,662

87,048

79,122

89,556

81,546

81,927

82,308

82,690

83,071

1.8
%

Trenton-Mercer Airport (TTN)

85,160

105,217

99,905

93,779

79,762

98,149

101,702

102,532

103,287

104,011

2.9
%

Washington Dulles International Airport (IAD)

245,805

272,889

284,866

306,582

340,369

320,961

326,323

333,439

338,469

343,447

3.9
%

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

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 and prospective tenants are reviewed for credit quality and the nature of their intended use of the facilities. As of December 31, 2025, we have 85 tenant leases. A majority of our tenant mix is composed of individuals (directly or through personally or family-owned companies), and is diversified by a mix of charter operations, corporate fleets, government entities, and other aviation services providers. No single tenant accounts for more than 10% of our revenue or rentable square footage.

The weighted-average lease term of our tenant leases is approximately 5.6 years and 2.8 years, in terms of contractual lease payments and rentable square footage, respectively. The maturity dates of our tenant leases are staggered for the purpose of risk management. The original lease terms within our portfolio range from 6 months to 15 years. 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.

Competition

The hangar space rental segment of the aviation services industry in which we operate is very competitive. We compete with national, regional and local FBOs and other hangar real estate companies. Our competitors include FBOs currently operating at certain airports that may have greater financial or other resources and/or lower cost structure than us. Other competitors have been in business longer than us and may have greater financial resources available.

We compete with other operators at all of our current locations, and our hangar campuses may also face indirect competition from operators located at nearby airports. In addition, we may be adversely affected by competition from other facilities within or outside the airports where the facilities are located, including construction of new facilities at the airports at which we operate or the expansion of hangar facilities by competitors at nearby airports. We must compete with other operators based on the location of the facility relative to runways and street access, quality of customer service, safety, reliability, value-added features, and price. See “— Investment Criteria” for additional information regarding our competitors with respect to each particular facility.

Seasonality

Adverse weather conditions, particularly during the winter months, can cause delays in the development, construction, and leasing of our HBO campus 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

FAA Regulation

The industry is overseen primarily by the Federal Aviation Administration (the “FAA”). In addition, the Department of Homeland Security, Department of Transportation, Environmental Protection Agency, state and local environmental agencies, and local airport authorities contribute to the regulation of our HBO campuses. We must comply with federal, state, and local environmental statutes, and regulations, including those associated in part with the operation of fuel storage tank systems and fuel trucks. These requirements include, among others, tank and pipe testing for tightness, soil sampling for evidence of leaking, and remediation of detected leaks and spills.

Environmental and Related Matters

Our HBO campuses are subject to regular inspection by local environmental agencies, as well as local fire marshals and other agencies. We do not expect that compliance and related remediation work, if any, will have a material negative impact on our business. We have not received notice requiring us to cease operations at any location or of any abatement proceeding by any government agency for failure to comply with applicable environmental laws and regulations.

Americans with Disabilities Act

Under Title III of the Americans with Disabilities Act (“ADA”), and rules promulgated thereunder, in order to protect individuals with disabilities, public accommodations must remove architectural and communication barriers that are structural in nature from existing places of public accommodation to the extent “readily achievable.” In addition, under the ADA, alterations to a place of public accommodation or a commercial facility are to be made so that, to the maximum extent feasible, such altered portions are readily accessible to and usable by disabled individuals. The “readily achievable” standard takes into account, among other factors, the financial resources of the affected site and the owner, lessor or other applicable person.

Compliance with the ADA, as well as other federal, state and local laws, may require modifications to properties we currently own or may purchase, or may restrict renovations of those properties. Failure to comply with these laws or regulations could result in the imposition of fines or an award of damages to private litigants, as well as the incurrence of the costs of making modifications to attain compliance, and future legislation could impose additional obligations or restrictions on our properties. Although our tenants are generally responsible for all maintenance and repairs of the property pursuant to our leases, including compliance with the ADA and other similar laws or regulations, we could be held liable as the owner of the property for a failure of one of our tenants to comply with these laws or regulations.

Environmental Matters

Our properties are subject to numerous statutes, rules and regulations relating to environmental protection and our business is exposed to various environmental risks, hazards, and environmental protection requirements, including those related to the storage and handling of jet fuel and compliance with firefighting regulations. See “Risk Factors — Our properties are subject to environmental risks that may impact our future profitability” of this Report.

We endeavor to be a leader of the industry’s initiatives to address environmental issues, and we are increasingly focused on how we can reduce our carbon footprint in a sustainable way. As part of this, our HBO campuses are designed to reduce the need to reposition private jets, which reduces the use of fuel as well as air emissions and noise pollution. We operate a fleet of electric ground support equipment which have a low cost to operate and maintain. In addition, our HBO campuses are designed to be electric vehicle charger-equipped and electric aircraft charger-ready. In addition, our hangar design contains environmentally friendly aspects such as no-foam fire suppression. Moreover, our hangars are designed to be both solar and wind energy capable for future installation.

Insurance

We maintain insurance of the types and in amounts that we believe to be adequate and consistent with industry standards. During construction, our principal coverage includes builder's risk, general and hangarkeepers liability, excess liability, and contractor's pollution liability insurance. Once operational, each campus maintains commercial property, flood, earthquake, boiler and machinery, business income/loss of rent, automobile liability, general liability, environmental liability, and worker's compensation insurance. We maintain general liability and product liability insurance in connection with our hangar manufacturing activities. We maintain general liability and professional liability insurance in connection with our hangar design and general contracting activities. We also maintain insurance coverage related to our directors and officers, employment-related liabilities, automobile liabilities, and cyber-related incidents. We require the tenants at our campuses to maintain aircraft physical damage, general liability, worker's compensation, and automobile liability insurance coverage.

Human Capital

As of December 31, 2025, we had 112 employees, none of whom 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 include top-level design, construction, operations, and finance expertise. We consider our employee relations to be in good standing. We are committed to keeping our employees informed and supported through regular communication and events, including our monthly town hall meetings.

We strive to recruit from amongst the best talent in the industry and reward them appropriately. Our success depends in large part on our ability to attract, retain and develop high-quality management, operations, and other personnel who are in high demand, are often subject to competing employment offers, and are attractive recruiting targets for our competitors in fields such as aviation and real estate.

We believe we offer competitive compensation (including base salary, incentive bonuses, and long-term equity awards) and benefits packages designed to attract and reward talented individuals who possess the skills necessary to support our business objectives and assist in the achievement of our strategic goals and development plans. All employees are eligible for health insurance, a retirement plan, and life/disability coverage.

Certain of our HBO 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 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 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 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 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.

Periodic Reporting and Financial Information

Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to those reports, filed with or furnished to the Securities and Exchange Commission (the “SEC”), are available free of charge through the investor relations sections of the Company’s website, www.skyharbour.group, as soon as reasonably practicable after we have electronically filed such material with, or furnished it to, the SEC. In addition, the SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at www.sec.gov.

Pursuant to a Continuing Disclosure Agreement, dated as of September 14, 2021, by and between the Public Finance Authority (Wisconsin) and the Company (the “Continuing Disclosure Agreement”) in connection with the Series 2021 Bonds, Sky Harbour Capital LLC (“SHC”), a subsidiary of Sky, is required to publish (i) monthly construction reports, (ii) quarterly reports containing quarterly financial information of SHC and (iii) annual reports containing audited consolidated financial statements of SHC, all of which are available through the website of the Municipal Securities Rulemaking Board via its Electronic Municipal Market Access (“EMMA”) system at www.msrb.org and on the investor relations section of our website.

The information on our website is not, and shall not be deemed to be, part of this Report or incorporated into any other filings we make with the SEC, except as shall be expressly set forth by specific reference in any such filings.