Welcome to our dedicated page for Harbor Diversified SEC filings (Ticker: HRBR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Harbor Diversified, Inc. filings document the company's transition from an airline holding-company context to a public issuer with no material operating assets or infrastructure to support an airline after completed asset dispositions. Form 8-K reports cover the sale and disposition of assets, retained non-operating assets, and shareholder voting matters, including director elections.
The filing record also includes Form 12b-25 notices for delayed periodic reports and Exchange Act disclosures stating that the company has no securities registered on a national exchange under Section 12(b). These filings address corporate status, governance, reporting compliance, capital-structure information, and residual asset matters such as aircraft lease payments, insurance claims, and tax refunds.
Harbor Diversified, Inc. reported a sharp turnaround for the three months ended March 31, 2025, with net income of $16.5M compared with a net loss of $9.6M a year earlier. Total operating revenues rose to $60.2M from $43.7M, driven primarily by flying under its American Airlines capacity purchase agreement and new charter activity.
Basic and diluted earnings per share were $0.28, versus a loss of $0.23 per share in 2024. Cash and cash equivalents increased to $27.1M from $15.0M at year-end, and total assets grew to $214.0M with stockholders’ equity of $175.2M. About 88.1% of operating revenue came from American, with $7.2M or 11.9% from on-demand charter service.
After the period, the American capacity purchase agreement terminated on April 3, 2025, and on January 9, 2026 Harbor completed the disposition of all aviation assets for approximately $125.9M. Following this Aviation Disposition, Harbor and its remaining subsidiaries no longer have material operating airline assets or an operating business, and current value is tied mainly to investment portfolios, lease-related cash flows, and expected tax refunds.
Harbor Diversified, Inc. reported a sharp contraction in its airline business for the quarter ended June 30, 2025. Operating revenues fell to $3.0 million from $47.1 million a year earlier, driven by the April 3, 2025 termination of its capacity purchase agreement with American Airlines. The quarter produced a net loss of $15.8 million, versus a $7.9 million loss in the prior-year quarter.
For the first six months of 2025, revenue was $63.3 million and net income was $0.6 million, aided by $4.3 million of other income, including gains on marketable securities. Cash and cash equivalents were $11.7 million and marketable securities plus SESP investments totaled $98.2 million, supporting $159.4 million of stockholders’ equity. A subsequent Aviation Disposition completed January 9, 2026 generated approximately $125.9 million, leaving Harbor as a non-operating holding company with no material operating revenue.
Harbor Diversified, Inc. reports Q3 2025 results reflecting the wind-down of its airline operations. Total operating revenues fell to $905,000 from $53.6 million a year earlier, driven by the loss of flying under the American capacity purchase agreement and limited charter activity.
The company posted a Q3 net loss of $5.1 million and a nine-month net loss of $4.5 million, cushioned by $6.7 million of gains on aircraft and engine sales and $3.4 million of gains on marketable securities. Operating cash flow turned negative $18.5 million for the nine months, while asset sales and securities redemptions produced $20.8 million of investing inflows.
As of September 30, 2025, Harbor held $17.8 million in cash and restricted cash, $86.2 million in marketable securities, and $4.3 million in long-term bond investments, supporting stockholders’ equity of $154.3 million against $25.2 million of total liabilities. After a January 2026 aviation asset sale for approximately $125.9 million, the company no longer operates an airline and now mainly holds financial and residual aviation-related assets.
Harbor Diversified, Inc. filed a Form 12b-25 to notify the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. The company says additional time is needed to finalize audited financial statements for the year ended December 31, 2025 and to complete related audit work.
The delay reflects audit work tied to prior-period financial statement matters and time devoted to the sale of its aviation assets, including membership interests in Air Wisconsin, completed on January 9, 2026. Harbor Diversified states it does not expect to meet the five-calendar-day extension under Rule 12b-25 and that, following the Aviation Disposition, it has no material operating assets and no revenue from operations.
Harbor Diversified, Inc. files its annual report describing a major shift from operating an airline to becoming a non-operating holding company following the Aviation Disposition, a series of transactions that generated approximately $125.9 million of consideration from the sale of Air Wisconsin and related aviation assets.
The company now holds predominantly cash, cash equivalents, restricted cash and marketable securities with no material indebtedness and no revenue-generating operations. Management is evaluating strategic alternatives, including acquisitions, investments, dividends, share repurchases, a potential liquidation or registering as an investment company, while warning of significant risks around possibly being deemed an “investment company” under the Investment Company Act and reliance on a temporary “Transient Investment Company Exemption.” The filing also provides historical airline operating statistics through 2024 and extensive risk factors tied to its new status, thin trading market, concentrated ownership and ongoing SEC reporting noncompliance.
Harbor Diversified, Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 because it requires additional time to finalize audited financial statements. The delay reflects extended audit work tied to prior-period financial statement matters and the company’s sale of aviation assets, including membership interests in Air Wisconsin, completed on January 9, 2026. The company states it no longer has material operating assets or operating revenue following that disposition and anticipates significant changes in its financial condition and results of operations. The notification was signed April 1, 2026.
Harbor Diversified, Inc. completed the sale and disposition of its airline-related assets under several purchase agreements, receiving aggregate consideration of approximately $110 million. After this sale, neither the company nor its subsidiaries have material operating assets or infrastructure to run an airline, and its primary assets are cash, cash equivalents, restricted cash, and marketable securities.
The board is evaluating strategic alternatives, including potential investments or acquisitions in various industries, as well as possibilities such as cash dividends or liquidation, with no decisions made yet. The company has no material indebtedness and had 58,429,836 common shares outstanding as of December 31, 2025. It also changed its leadership structure, appointing new executive officers and paying transaction bonuses tied to the sale.
A previously disclosed securities class action, Toft v. Harbor Diversified, Inc., was dismissed, and the court granted Rule 11 sanctions against the Rosen Law Firm, with attorneys’ fees and costs still to be determined. The company is currently not in compliance with its SEC periodic reporting obligations but intends to file required reports and regain compliance, noting that ongoing delays could harm investor confidence and its ability to pursue strategic transactions.
Harbor Diversified, Inc. reported the results of its 2025 annual meeting of stockholders, held virtually on December 30, 2025. Stockholders of record as of December 1, 2025, holding 58,429,836 shares of common stock, were entitled to vote, and 41,098,970 shares were present or represented by proxy.
Three directors were elected to serve until the 2026 annual meeting or until earlier departure. Richard A. Bartlett received 39,579,900 votes for and 1,519,070 withheld. Nolan Bederman received 39,673,053 votes for and 1,425,917 withheld. Kevin J. Degen received 39,672,903 votes for and 1,426,067 withheld. There were no broker non-votes for these proposals.
The company noted that although it currently files certain reports under Section 15(d) of the Exchange Act, it does not have a class of securities registered under Section 12, so it is not required to comply with some disclosure requirements such as proxy statements and beneficial ownership filings.
Harbor Diversified, Inc. disclosed a set of interdependent sale transactions totaling an expected Aggregate Purchase Price of approximately $113.2 million. Through a Membership Interest Purchase Agreement, its subsidiary AWAC Aviation agreed to sell 100% of the membership interests in Air Wisconsin Airlines LLC to CSI Aviation, Inc., while separate asset purchase agreements provide for the sale of 13 Bombardier CRJ200 aircraft and parts to CSI and 12 Bombardier CRJ200 aircraft to ASL, all subject to customary closing conditions and required regulatory approvals.
The company also outlined timing and procedural details for its 2025 annual meeting of stockholders, scheduled for December 30, 2025, including the December 1, 2025 record date and revised deadlines for stockholder proposals, director nominations, and compliance with universal proxy rules.
Harbor Diversified, Inc. has filed a Form 12b-25 to notify the SEC that it will not file its Form 10-Q for the quarter ended September 30, 2025 on time and does not expect to file it within the standard 5-day extension period. The company cites the need for additional time to finalize its financial statements after significant effort devoted to completing its Form 10-K for the year ended December 31, 2023 and prior 2024 quarterly reports. The company also discloses that it has not yet filed its Form 10-K for the fiscal year ended December 31, 2024 or its Forms 10-Q for the quarters ended March 31, 2025 and June 30, 2025.
The company anticipates significant changes in its financial condition and results of operations for the period ended September 30, 2025 compared with the same period in 2024, driven by the previously announced termination of a capacity purchase agreement with American Airlines, a strategic shift in operations and consideration of other strategic alternatives, and a workforce reduction plan. It states that, due to uncertainties around its strategic realignment, it cannot provide a reasonable estimate of future operating results or compare them to prior periods.