Business Context and Reporting Period
This Form 8-K Current Report was filed by AIR T, INC. on March 4, 2026, reporting an event that occurred on February 27, 2026. The filing details a new employment agreement with the company's Chief Financial Officer, Tracy Kennedy.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation terms.
Material Changes
The primary material change is the execution of a new employment agreement for CFO Tracy Kennedy, effective February 27, 2026. Key terms include:
- Base Salary: $331,000 annually, increasing to $360,000 on January 1, 2027, and $397,000 on January 1, 2028.
- Incentive Compensation: Quarterly bonuses based on a 1-5 performance rating system, ranging from 0% to 90%+ of the quarterly base salary.
- Severance: In the event of termination without "Cause," the executive is entitled to 6 months of base salary plus 1 month for each year of employment, capped at 12 months total.
- Benefits: Includes standard insurance, 4 weeks of vacation, and restrictive covenants.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on business outlook, or discussion of general risks. However, it notes a specific contingency regarding compensation: the Company reserves the right to pause quarterly incentive payments if it faces "significant financial distress" that would objectively impair existing debt obligations.
Investor Verification Checklist
- Verify the full text of the Employment Agreement attached as Exhibit 10.1 for detailed definitions of "Cause" and performance metrics.
- Confirm the current status of the Company's debt obligations to assess the likelihood of the compensation pause clause being triggered.
- Review subsequent filings for any changes to the executive team or compensation structure.