Sky Harbour Group Corp 8-K

What Happened Sky Harbour Group Corp. (SKYH) filed an 8-K (Feb 4, 2026) disclosing that its subsidiary, Sky Harbour LLC, issued a non‑convertible, unsecured promissory note for $10,000,000 to YA II PN, Ltd. (Yorkville) on January 27, 2026. In connection with that note, the Company issued 40,000 registered shares of Class A common stock to Yorkville on February 3, 2026. The shares were sold pursuant to the Company’s shelf registration on Form S‑3 and a prospectus supplement filed February 3, 2026. An opinion from Morrison & Foerster LLP regarding the validity of the offered shares is filed as Exhibit 5.1.

Key Details

• Sky Harbour LLC issued a $10,000,000 non‑convertible, unsecured promissory note to YA II PN, Ltd. on January 27, 2026.
• The Company issued 40,000 Registered Shares of Class A common stock (par value $0.0001) to Yorkville on February 3, 2026.
• The Registered Shares were offered under the Company’s Form S‑3 shelf registration (File No. 333‑278275) declared effective April 10, 2024, with a prospectus supplement filed February 3, 2026.
• Opinion of counsel from Morrison & Foerster LLP regarding validity of the shares is included as Exhibit 5.1 to the 8‑K.

Why It Matters This filing documents a financing step: Sky Harbour’s subsidiary borrowed $10M and the company issued equity (40,000 shares) to the lender as part of that arrangement. For investors, the direct impact is the addition of registered shares issued to a lender and the use of promissory-note financing; the filing does not state the percentage dilution relative to total outstanding shares. The legal opinion included may reassure investors that the issued shares were validly offered under the Company’s effective shelf registration.