Harbor Diversified (HRBR) reports 2025 shareholder voting results and board elections

Rhea-AI Filing Summary

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.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 30, 2025

HARBOR DIVERSIFIED, INC.

(Exact name of registrant as specified in its charter)

001-34584

(Commission File Number)

Delaware		13-3697002
(State of incorporation)		(I.R.S. Employer Identification No.)
W6390 Challenger Drive, Suite 203 Appleton, WI		54914-9120
(Address of principal executive offices)		(Zip Code)

(920) 749-4188

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None.

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On December 30, 2025, Harbor Diversified, Inc., a Delaware corporation (the “Company”), held its 2025 annual meeting of stockholders (the “Annual Meeting”) virtually via a live webcast. The Company’s stockholders of record as of December 1, 2025 (the “Record Date”) were entitled to attend and vote at the Annual Meeting. On the Record Date, there were 58,429,836 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), outstanding and entitled to vote at the virtual Annual Meeting. A Notice of Annual Meeting of Stockholders was mailed to all of the Company’s stockholders as of the Record Date on or about December 5, 2025. At the Annual Meeting, 41,098,970 shares of Common Stock were present virtually or represented by proxy.

The following table sets forth the final results of the voting for the proposal voted upon at the Annual Meeting:

Election of Directors: The election of three directors to serve until the Company’s annual meeting of stockholders to be held in 2026, or until their respective successors are elected and qualified, or until their respective earlier deaths, resignations or removals. The Company’s stockholders elected each of the director nominees by the following votes:

Name of Director		For		Withheld		Broker Non-Votes
Richard A. Bartlett		39,579,900		1,519,070		0
Nolan Bederman		39,673,053		1,425,917		0
Kevin J. Degen		39,672,903		1,426,067		0

Notwithstanding that the Company is currently required to file certain reports and information with the Securities and Exchange Commission pursuant to Section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company does not have a class of securities registered pursuant to Section 12 of the Exchange Act. As a result, the Company is not required to comply with certain disclosure requirements typically applicable to public reporting companies, including the requirement to file proxy statements, information statements, tender offer disclosures, and beneficial ownership filings.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						HARBOR DIVERSIFIED, INC.
Date: December 31, 2025						/s/ Christine R. Deister
						Christine R. Deister
						Chief Executive Officer and Secretary