Item 1.01 Entry into a Material Definitive Agreement



On February 15, 2022, Contrail Aviation Support, LLC ("CAS"), a 79%-owned
subsidiary Air T, Inc. (the "Company") completed the acquisition of two (2)
CFM56-5B3/SP engines. The engines were the first and second engines of eight (8)
engines to be purchased pursuant to the purchase agreement dated January 19,
2022 reported in Air T, Inc's Current Report on Form 8-K dated January 24, 2022.
The transaction value for the purchase of the two engines exceeded $5,000,000.
The purchase continues Contrail's business of purchasing aircraft and/or
aircraft engines for the purpose of leasing or disassembling them and selling
them for parts.
CAS obtained the funds necessary to fund the acquisition of the eight (8)
engines to be purchased pursuant to the January 19, 2022 purchase agreement from
Old National Bank. On February 18, 2022, CAS and Old National Bank entered into
Supplement #9 to the Master Loan Agreement dated June 24, 2019 and Term Note H.
Term Note H is a multiple advance term loan in the principal amount of
$14,875,000. The loan bears a variable interest rate at the Wall Street Journal
prime rate plus 0.75% and requires 18 monthly payments of interest until the
loan maturity date of August 18, 2023. Principal reduction payments are due
monthly in an amount equal to 100% of the amount of the gross sales proceeds
collected that are derived from any of the engines or any component sold during
the prior month. The loan is secured by a first lien on the engines acquired and
to be acquired with the loan proceeds and may be prepaid without penalty. The
loan includes a quarterly rolling cash flow coverage ratio covenant and a
tangible net worth covenant.
The foregoing summary of the terms of the purchase transaction documents does
not purport to be complete and is qualified in its entirety by reference to the
documents which are filed as Exhibit 10.1 and Exhibit 10.2 hereto and are
incorporated by reference herein. The above discussion regarding the Old
National Bank financing is qualified in its entirety by reference to Supplement
#9 to Master Loan Agreement, Term Loan H and Form of Security Agreement filed as
Exhibits 10.3, 10.4 and 10.5 filed herewith, which are incorporated herein by
reference.

Item 2.01. Completion of Acquisition or Disposition of Assets.

To the extent required by Item 2.01 of Form 8-K, the information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

To the extent required by Item 2.03 of Form 8-K, the information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits



10.1       Bill of Sale and Acceptance Certificate, dated February 15, 2022 with respect to
         Engine CFM56-5B3/2P Serial number 779962.
10.2       Bill of Sale and Acceptance Certificate, dated February 15, 2022 with respect to
         Engine CFM56-5B3/2P Serial number 779923.
10.3       Supplement #9 to Master Loan Agreement dated June 24, 2019 by and between CAS and
         Old National Bank dated February 18, 2022, without exhibits.
           Promissory Note Term Note H in the principal amount of $14,875,000 from CAS to
10.4     Old National Bank dated February 18, 2022.
           Form of Security Agreement from CAS to Old National Bank dated February 18,
10.5     2022.

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