Sky Harbour Group Corp — Director's Dealing 2024

Feb 21, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Sky Harbour Group Corp (SKYH)
CIK: 0001823587
Period of Report: 2024-02-15

Reporting Person: Rozek Alexander Buffett (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-02-15	Class A common stock	A	7000	$0.00	Acquired	28000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A common stock	10000000	Indirect
Class A common stock	3118474	Indirect

Footnotes

F1: Represents 7,000 restricted stock units ("RSUs") granted under the Sky Harbour Group Corporation 2022 Incentive Award Plan. Each RSU represents the contingent right to receive, in accordance with the terms of the applicable RSU agreement, one share of Class A common stock of the Issuer for each vested RSU. The RSUs will vest in four equal annual installments beginning on the first anniversary of the date of grant, provided the reporting person remains in service through the applicable vesting date.

F2: Reported amount includes 28,000 RSUs.

F3: Comprised of (i) 4,500,000 shares of Class A common stock purchased by BOC YAC Funding, LLC, a wholly-owned subsidiary of Boston Omaha Corporation upon the closing of the business combination between Yellowstone Acquisition Company and Sky Harbour LLC (the "Business Combination") and (ii) 5,500,000 shares of Class A common stock issued in connection with the automatic conversion of Series B Preferred Units of Sky Harbour LLC purchased by BOC YAC Funding, LLC in August 2021 and which converted to 5,500,000 shares of Class A common stock upon the closing of the Business Combination.

F4: (Continued from Footnote 2) These shares are held by BOC YAC Funding, LLC, the wholly owned subsidiary of Boston Omaha Corporation and Alex B. Rozek is a director of Boston Omaha Corporation and a manager of BOC YAC Funding, LLC. As such, he may be deemed to have or share beneficial ownership of the Class A common stock held directly by BOC YAC Funding LLC. Mr. Rozek disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary indirect interest he may have therein as a stockholder of Boston Omaha Corporation.

F5: Represents 3,118,474 shares of Class A common stock issued in connection with the automatic conversion of an equal number of shares of Class B common stock which converted to Class A common stock upon the closing of the Business Combination. Such shares are held directly by BOC Yellowstone LLC and Alex B. Rozek is a manager of BOC Yellowstone LLC, which is owned by Boston Omaha Corporation. As such, he may be deemed to have or share beneficial ownership of the Class A common stock held directly by BOC Yellowstone LLC. Mr. Rozek disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary indirect interest he may have therein as a stockholder of Boston Omaha Corporation.