By Abby Ann Ramsey Peters (’24)
It was 2015 when Spencer Payne (’21) and his soon-to-be business partner Brett Kroll were fresh out of flight school and decided to start an Instagram page for aviation content.
Nowadays, Instagram is filled with sponsored ads, influencers, and polished content—but at that time, it was a more casual space for people to share a glimpse of everyday life. That’s what Payne and his business partner set out to do. They shared pictures and videos of their day-to-day jobs flying through the Pacific Northwest.
“We were kind of one of the first movers in the space in terms of helicopter content or military aviation content, and so we just kept doing that throughout our careers and sort of unknowingly built a community,” says Payne.
The venture started off as a social media page under the name Brotallion, but as it took off, Payne and Kroll realized the Army aviation community struggled with culture and morale, and there was a lack of representation for aviation in general military apparel.
“There’s a ton of military t-shirt companies out there, but there was never anything that air crew could relate to,” says Payne. “We have a different style of humor.”
So, they turned Brotallion into a veteran-owned business that creates apparel inspired by military aviation culture. The branded apparel is available to individuals and includes shirts that sport sayings like “World’s Okayest Pilot” and “Live Fast, Fly Faster.” The company also creates custom products for military aviation units and other mission-focused teams like law enforcement and nonprofit organizations.
Among its many accolades, Brotallion is a previous Rocky Top Business Award winner. Payne, who served as an Army aviator for nearly a decade before transitioning to entrepreneurship, graduated with his master’s in business administration from the University of Tennessee, Knoxville, in 2021.
When Payne started UT’s MBA program, Brotallion was still very much a side hustle for him. Becoming a business student gave him the time he needed to devote to building the company up. Resources like the Anderson Center for Entrepreneurship and Innovation helped him understand the ins and outs of running a company as successful as Brotallion.
“My time at UT gave me the opportunity to recognize the potential in what we were building—to pause and realize what I had in front of me and to decide to pursue it fully instead of going down another path,” says Payne. “It was very transformative in that way. I wouldn’t be doing what I’m doing today had I not gone through that program at UT.”
Brotallion also led to the formation of the Blue Skies Foundation, a nonprofit organization that provides financial assistance, support services, and advocacy for the Army aviation community and its Gold Star Families.
The foundation got its start when a Black Hawk helicopter crashed near Fort Polk, Louisiana, and one of the pilots was killed. Payne set out to create a memorial t-shirt to raise money for the pilot’s wife.
They started with the goal of raising about $3,000—they ended up raising more than $13,000.
From there, they decided it was time to use the community they had created to serve the families who needed assistance.
“We realized many of these families and these units don’t have anybody that’s there to take care of them, and that was something we could do,” says Payne. “We’re part of that community, we know what needs to be done, and we have a following that we’ve built that we can leverage for good.”
The foundation works on legacy preservation initiatives and is investing in an education assistance endowment to help Gold Star children go to college, trade school, or flight school. Payne is also building out a network of spouses and family members who have navigated the challenges of Army aviation so that they can be resources to others who face loss.
Some of the spouses and family members served by Blue Sky Foundation remain plugged in with the organization as volunteers.
“To hear the exact demographic that we’re trying to support say things like, ‘This was such an amazing thing, and I want to be involved and give back to others,’ is a full-circle validation in terms of the work that we’re doing,” says Payne.
For Payne, a Knoxville native, winning a Rocky Top Business Award was a validation and honor that tied him to his roots, helping him to realize how far his business and nonprofit have come.
“I think it’s probably pretty common to not celebrate or recognize wins along the way, because you’re always thinking about the next thing that needs to be solved,” says Payne. “Rocky Top Business Awards is a great way to force people to press pause and celebrate, which is something that I think a lot of driven people don’t really do.”
Rocky Top Business Awards
Recognizing the fastest-growing businesses owned or led by alumni, Rocky Top Business Awards are presented by PYA Accountants and Advisors. Nominations and applications are now open and close September 4, 2026.
