Alexander Buffett Rozek - Feb 22, 2023 Form 4 Insider Report for Sky Harbour Group Corp (SKYH)

Signature
/s/ Alex Rozek
Stock symbol
SKYH
Transactions as of
Feb 22, 2023
Transactions value $
$0
Form type
4
Date filed
2/24/2023, 04:17 PM
Previous filing
Feb 16, 2023
Next filing
Dec 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SKYH Class A common stock Other $0 -75K -2.35% $0.00 3.12M Feb 22, 2023 See Footnotes 4 and 5 F4, F5
transaction SKYH Class A common stock Other $0 -206K -100% $0.00* 0 Feb 22, 2023 See Footnote 6 F6
holding SKYH Class A common stock 21K Feb 22, 2023 Direct F1
holding SKYH Class A common stock 10M Feb 22, 2023 See Footnotes 2 and 3 F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents 21,000 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 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.
F3 (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.
F4 This transaction relates to the transfer of 75,000 shares of Class A common stock set aside for the three former non-employee directors of Yellowstone Acquisition Company, which shares were earned as of the closing of the Business Combination as compensation for services rendered as directors and which have now been transferred to these former directors. 3,193,474 shares of Class A common stock were 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.
F5 (Continued from Footnote 4) The remaining 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.
F6 This transaction relates to the distribution by BOC Yellowstone II LLC to one of its original members of an aggregate of 206,250 shares of Class A common stock in connection with the dissolution of BOC Yellowstone II LLC.