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AerCap (AER) General Counsel logs 15,000 RSU conversion and tax-withholding share disposition

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AerCap Holdings N.V. General Counsel Vincent Drouillard reported compensation-related share activity involving restricted share units and associated tax withholding. On April 20, 2026, 15,000 restricted share units converted into the same number of restricted ordinary shares held by the AerCap Holdings N.V. Equity Incentive Plans Trust for his benefit. Of these, 5,903 shares were disposed of to satisfy tax withholding obligations, a non-market transaction rather than an open-market sale.

Following these entries, Drouillard holds 25,071 ordinary shares directly, and 179,925 ordinary shares are held indirectly through the Equity Incentive Plans Trust, which also continues to hold additional restricted shares subject to service-based and performance-based vesting conditions. The 15,000 restricted shares from this award are scheduled to vest on April 30, 2030.

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Insider Drouillard Vincent
Role General Counsel
Type Security Shares Price Value
Exercise Restricted Share Units 15,000 $0.00 --
Exercise Ordinary Shares 15,000 $0.00 --
Tax Withholding Ordinary Shares 5,903 $147.45 $870K
holding Ordinary Shares -- -- --
Holdings After Transaction: Restricted Share Units — 0 shares (Direct, null); Ordinary Shares — 185,828 shares (Indirect, By AerCap Holdings N.V. Equity Incentive Plans Trust); Ordinary Shares — 25,071 shares (Direct, null)
Footnotes (1)
  1. Represents Ordinary Shares granted as compensatory awards and held by the AerCap Holdings N.V. Equity Incentive Plans Trust in order to achieve certain tax benefits under Irish law, after which the shares (to the extent vested) will be released to the reporting person. Of these awards, 113,210 are restricted shares that remain subject to service-based vesting conditions and 66,715 are restricted shares that remain subject to service- and performance-based vesting conditions. Represents the satisfaction of tax withholding obligations in connection with the conversion of the RSUs. On May 12, 2025, the reporting person was awarded 15,000 restricted share units ("RSUs"). The RSUs have converted into restricted shares subject to service-vesting conditions on a one-for-one basis. The restricted shares are held by the AerCap Holdings N.V. Equity Incentive Plans Trust for the benefit of the reporting person until the restricted shares are required to be transferred to the reporting person in accordance with the terms of the award agreement or are forfeited. A portion of the restricted shares were withheld to pay taxes incurred by the reporting person in connection with the conversion. The 15,000 restricted shares will vest on April 30, 2030.
RSUs converted 15,000 units Restricted share units converted into restricted ordinary shares on April 20, 2026
Shares for tax withholding 5,903 shares Ordinary shares disposed to satisfy tax withholding obligations
Direct holdings after transaction 25,071 shares Ordinary shares held directly after reported transactions
Indirect holdings after transaction 179,925 shares Ordinary shares held indirectly via Equity Incentive Plans Trust
RSU award date May 12, 2025 Grant date for the 15,000 restricted share units
RSU vesting date April 30, 2030 Scheduled vesting date for the 15,000 restricted shares
Restricted Share Units financial
"On May 12, 2025, the reporting person was awarded 15,000 restricted share units ("RSUs")."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
tax withholding obligations financial
"Represents the satisfaction of tax withholding obligations in connection with the conversion of the RSUs."
Equity Incentive Plans Trust financial
"held by the AerCap Holdings N.V. Equity Incentive Plans Trust for the benefit of the reporting person"
service-based vesting conditions financial
"113,210 are restricted shares that remain subject to service-based vesting conditions"
performance-based vesting conditions financial
"66,715 are restricted shares that remain subject to service- and performance-based vesting conditions."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Drouillard Vincent
(Last)(First)(Middle)
AERCAP HOUSE, 65 ST. STEPHEN'S GREEN
(Street)
DUBLIND02 YX20
(City)(State)(Zip)
IRELAND
(Country)		2. Issuer Name and Ticker or Trading Symbol
AerCap Holdings N.V. [ AER ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Ordinary Shares04/20/2026M(1)15,000A$0185,828IBy AerCap Holdings N.V. Equity Incentive Plans Trust(1)
Ordinary Shares04/20/2026F(2)5,903D$147.45179,925IBy AerCap Holdings N.V. Equity Incentive Plans Trust(1)
Ordinary Shares25,071D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(3)04/20/2026M15,000 (3) (3)Ordinary Shares15,000(3)0D
Explanation of Responses:
1. Represents Ordinary Shares granted as compensatory awards and held by the AerCap Holdings N.V. Equity Incentive Plans Trust in order to achieve certain tax benefits under Irish law, after which the shares (to the extent vested) will be released to the reporting person. Of these awards, 113,210 are restricted shares that remain subject to service-based vesting conditions and 66,715 are restricted shares that remain subject to service- and performance-based vesting conditions.
2. Represents the satisfaction of tax withholding obligations in connection with the conversion of the RSUs.
3. On May 12, 2025, the reporting person was awarded 15,000 restricted share units ("RSUs"). The RSUs have converted into restricted shares subject to service-vesting conditions on a one-for-one basis. The restricted shares are held by the AerCap Holdings N.V. Equity Incentive Plans Trust for the benefit of the reporting person until the restricted shares are required to be transferred to the reporting person in accordance with the terms of the award agreement or are forfeited. A portion of the restricted shares were withheld to pay taxes incurred by the reporting person in connection with the conversion. The 15,000 restricted shares will vest on April 30, 2030.
/s/ Vincent Drouillard04/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did AerCap (AER) report for Vincent Drouillard?

AerCap’s General Counsel Vincent Drouillard reported conversion of 15,000 restricted share units into restricted ordinary shares and a related tax-withholding share disposition. These are compensation and tax events, not open-market buying or selling of AerCap shares.

Were AerCap (AER) shares bought or sold on the market in this Form 4?

No open-market trades are shown. The filing reports RSU conversion into restricted shares and a 5,903-share tax-withholding disposition, which satisfies tax obligations rather than reflecting discretionary buying or selling on the open market.

How many AerCap (AER) shares does Vincent Drouillard hold after these transactions?

After the reported entries, Vincent Drouillard holds 25,071 ordinary shares directly and 179,925 ordinary shares indirectly through the AerCap Holdings N.V. Equity Incentive Plans Trust, according to the Form 4 ownership tables.

What are the terms of the 15,000 RSUs reported by AerCap (AER)?

The Form 4 notes 15,000 restricted share units were awarded on May 12, 2025 and converted one-for-one into restricted shares. These restricted shares will vest on April 30, 2030, subject to the award’s service-vesting conditions.

What role does the AerCap Equity Incentive Plans Trust play in these AER shares?

The AerCap Holdings N.V. Equity Incentive Plans Trust holds compensatory restricted shares for tax-efficiency purposes. Vested shares are later released to the reporting person under award terms, while some shares may be withheld to cover tax obligations.