Form 4: Sky Harbour CFO Boosts Equity Holdings

Sky Harbour Group Corp's Chief Financial Officer, Francisco Gonzalez, reported significant acquisitions of restricted stock units and stock options, alongside a tax-related share disposition.

Summary

• Chief Financial Officer Francisco Gonzalez acquired 203,390 Restricted Stock Units (RSUs) on February 18, 2026, under the Sky Harbour Group Corporation 2022 Incentive Award Plan, with a grant price of $0.
• Gonzalez also acquired 340,807 non-qualified stock options on February 18, 2026, with an exercise price of $8.85 and a grant price of $0, under the same 2022 Incentive Award Plan.
• On May 17, 2023, 15,320 shares of Class A Common Stock were disposed of at a price of $9.58 per share to cover tax liabilities associated with the vesting of 30,000 RSUs, which occurred monthly from October 14, 2025, to December 31, 2025.
• Following these reported transactions, Gonzalez directly beneficially owns 724,908 shares of Class A Common Stock, which includes 199,559 shares and 510,029 RSUs.
• Gonzalez also directly beneficially owns a total of 813,348 non-qualified stock options, comprising 250,000 options with an exercise price of $11.63, 222,541 options with an exercise price of $11.07, and the newly acquired 340,807 options with an exercise price of $8.85.
• All equity grants (RSUs and stock options) vest in installments, contingent on the reporting person's continued service through the applicable vesting dates.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a routine insider compensation filing. The grants are positive for aligning management incentives, but the tax-related disposition is a standard event, making the overall sentiment neutral to slightly positive.

Positives

• Significant grants of 203,390 Restricted Stock Units (RSUs) and 340,807 non-qualified stock options to the Chief Financial Officer, aligning management's long-term interests with shareholder value.
• The transactions were made pursuant to a Rule 10b5-1(c) plan, indicating pre-scheduled, non-discretionary trades and enhancing transparency.

Negatives

• A disposition of 15,320 shares occurred to cover tax liabilities, which, while a common practice, represents a reduction in the direct share ownership of the reporting person.

Risks

• The full realization of the granted RSUs and stock options is contingent on the Chief Financial Officer remaining in service through the specified vesting dates, posing a risk to the individual's total compensation if employment ceases prematurely.
• Future conversion of RSUs into common stock and the exercise of stock options will lead to a degree of dilution for existing shareholders.

Future Outlook

The grants of restricted stock units and stock options are structured with future vesting schedules, contingent on the Chief Financial Officer's continued service, indicating a long-term incentive structure for key management.

Industry Context

StockSavvy.ai notes that equity grants to executive officers, such as those reported by Sky Harbour Group Corp's CFO, are a standard practice across industries to incentivize long-term performance and align management interests with shareholders. The use of a Rule 10b5-1 plan for these transactions is also a common corporate governance practice to mitigate concerns about insider trading.

Corporate Governance

Related Party Transactions

• Acquisition of 203,390 Restricted Stock Units (RSUs) by the Chief Financial Officer from the Issuer.
• Acquisition of 340,807 non-qualified stock options by the Chief Financial Officer from the Issuer.
• Disposition of 15,320 shares by the Chief Financial Officer to the Issuer for tax withholding purposes.

Stakeholder Impact

• Shareholders: Potential for future dilution from the conversion of RSUs and exercise of options, but also increased alignment of the CFO's financial interests with the company's long-term performance.
• Employees (CFO): Significant increase in long-term equity incentives, contingent on continued service, providing a strong retention mechanism.

Next Steps

• Continued service by the CFO for the vesting of RSUs and stock options.
• Future exercise of stock options upon becoming exercisable and favorable market conditions.
• Conversion of vested RSUs into Class A Common Stock.

Key Dates

Keywords

Sky Harbour Group Corp, SKYH, Form 4, Insider Trading, Stock Options, Restricted Stock Units, Equity Compensation, CFO, Francisco Gonzalez, Beneficial Ownership