AIR T INC — Capital/Financing Update 2021

Apr 28, 2021

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 31, 2021

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AIR T, INC.

AIR T FUNDING

(Exact Name of Registrant as Specified in Charter)

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Delaware	001-35476 001-38928	52-1206400 83-6651478
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

5930 Balsom Ridge Road

Denver , North Carolina 28037

(Address of Principal Executive Offices, and Zip Code)

____( 828 ) 464-8741 ______

Registrant’s Telephone Number, Including Area Code

Not applicable ___

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	AIRT	NASDAQ Global Market
Alpha Income Preferred Securities (also referred to as 8% Cumulative Capital Securities) (“AIP”)	AIRTP	NASDAQ Global Market
Warrant to purchase AIP	AIRTW	NASDAQ Global Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

Effective March 31, 2021, Air T, Inc. (the “Company”) and Delaware Trust Company entered into an Amendment to Capital Securities Guarantee Agreement (the “Amendment”). The Amendment amended the Capital Securities Guarantee Agreement dated June 10, 2019 (the “Guarantee Agreement”), under which the Company irrevocably and unconditionally agreed, to the extent set forth in the Guarantee Agreement, to make certain payments to the holders of the Capital Securities (as defined in the Guarantee Agreement). The Amendment amended the Guarantee Agreement to cover the total authorized amount of $100 million in stated value of Capital Securities. This conforms with the increased authorized amount of Capital Securities under an amendment dated March 3, 2021 to the Amended and Restated Trust Agreement dated June 10, 2019 among the trustees of Air T Funding named therein and the Company, as sponsor. All other terms of the Guarantee Agreement remain in full force and effect.

The Amendment effective as of March 31, 2021, is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
10.1	Amendment to Capital Securities Guarantee Agreement, effective as of March 31, 2021 .

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 23, 2021

AIR T, INC.

By: /s/ Brian Ochocki

Brian Ochocki, Chief Financial Officer

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