Welcome to our dedicated page for AAR SEC filings (Ticker: AIR), 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.
AAR Corp. filings document material-event disclosures for an aerospace and defense aftermarket services company listed under common stock symbol AIR. Recent reports cover operating and financial results furnished on Form 8-K, segment realignment disclosures, material agreements, capital-structure information, and exhibits tied to press releases and supplemental presentations.
The filings also record governance matters such as officer appointments and compensation arrangements, along with formal disclosures related to business organization, reporting segments, and the company’s common stock. These regulatory documents frame AAR’s public reporting around Parts Supply, Repair, Engineering, and Software, Government Solutions, and Legacy Commercial Programs.
Holmes John McClain III reported acquisition or exercise transactions in this Form 4 filing.
AAR CORP Chairman, President & CEO John McClain Holmes III received equity awards totaling 211,705 shares of common stock on July 23, 2026. The grants comprise 20,082 shares under a Restricted Stock Agreement, 30,123 shares under a Performance Restricted Stock Agreement, and 161,500 performance-based shares awarded under a Performance Restricted Stock Agreement, each exempt under Rule 16b-3.
The 161,500-share performance-based award cliff vests on July 31, 2031, subject to Mr. Holmes’ continued service (with limited exceptions) and may only be earned if stock price vesting conditions are achieved. These conditions require the 30-day volume weighted average trading price to meet or exceed stock price hurdles of $175, $200, and $275 on or before July 31, 2031, with one-third of the shares tied to each hurdle. The reported share amount for this award assumes the target stock price metrics are met.
AAR CORP. approved a special long-term performance incentive for Chairman, Chief Executive Officer and President John M. Holmes consisting of 161,500 shares of performance-based restricted stock, with a targeted grant-date fair value of approximately $15 million under its 2013 Stock Plan.
The award cliff vests on July 31, 2031 only if the 30-day volume weighted average share price reaches stock price hurdles of $175, $200 and $250, each unlocking one-third of the shares. These hurdles reflect premiums of 35%, 54% and 93% over the $129.47 grant-date closing price and are described as potentially creating more than $4.5 billion in stockholder value if fully achieved. Limited vesting may occur upon certain termination or change-in-control events, but only to the extent the corresponding price hurdles have been met.
AAR CORP. has established an automatic shelf registration that allows it to issue, from time to time, various securities including debt securities, common stock, preferred stock, depositary shares, warrants, purchase contracts and units. Specific terms and amounts for each issuance will be set in a future prospectus supplement for each offering.
Net proceeds from any sale of these securities are expected to be used for general corporate purposes, which may include additions to working capital, repayment of existing indebtedness and acquisitions. The company is a diversified provider to aviation and government and defense markets and had 39,892,472 shares of common stock outstanding as of June 30, 2026, out of 100,000,000 authorized. The common stock trades on the New York Stock Exchange under the symbol “AIR.”
AAR CORP., a Delaware-based aviation aftermarket services provider operating in over 20 countries, reports that fiscal 2026 marked record activity across its four segments: Parts Supply, Repair, Engineering and Software, Government Solutions, and Legacy Commercial Programs.
Consolidated sales in fiscal 2026 increased by $527.5 million, or 19.0%, driven mainly by commercial customers. Sales to commercial customers were $2,384.1 million, or 72.1% of consolidated sales, helped by the ADI acquisition contributing $82.2 million and the HAECO Americas acquisition contributing $131.1 million. Sales to government customers rose by $119.5 million, or 14.9%.
Government and defense sales were $923.9 million, or 27.9% of consolidated sales, with U.S. government and contractor sales at $787.8 million. Firm backlog at May 31, 2026 was $777 million, with about 70% expected to convert to revenue in fiscal 2027. Key risks cited include airline cyclicality, U.S. government budget and contract risk, labor and union pressures, cybersecurity threats, acquisition and divestiture execution, international operations, and leverage and covenant constraints.
AAR CORP. reported strong fourth-quarter and fiscal 2026 results for the period ended May 31, 2026. Q4 sales rose 23% to $928.0 million, with commercial revenue up 31% and representing 73% of total sales. Q4 net income was $50.7 million, or $1.27 per diluted share, while adjusted diluted EPS increased 32% to $1.53. Adjusted EBITDA grew 27% to $115.8 million, with margin edging up to 12.5%.
For fiscal 2026, sales increased 19% to $3.31 billion, driven mainly by Parts Supply and the HAECO Americas acquisition. Net income jumped to $187.7 million (diluted EPS $4.86), compared with $12.5 million in 2025, which included $115.0 million of after-tax charges tied to a Landing Gear Overhaul sale and an FCPA settlement. Adjusted diluted EPS rose to $5.05 from $3.91, while adjusted operating margin improved to 10.2% and adjusted EBITDA to $401.1 million with a 12.1% margin.
Cash flow from operations was $98.7 million for the year, with adjusted operating cash flow of $94.3 million. Net debt was $816.0 million, and net leverage declined to 2.03x, within the stated 2.0x–2.5x target range. Management highlighted multi-year adjusted EBITDA growth of 37% CAGR and announced plans to wind down Legacy Commercial Programs while focusing on Parts Supply, Repair, Engineering and Software, and Government Solutions. Guidance for Q1 fiscal 2027 calls for sales growth (excluding Legacy Commercial Programs) of 21%–23% and adjusted EBITDA margin of 12.25%–12.75%, with full-year 2027 sales growth expected in the low double-digits to low teens.
AAR CORP reported that Senior VP, GC, CAO & Secretary Jessica A. Garascia acquired 4,807 shares of common stock on July 14, 2026 through a restricted stock award at no cash cost. The additional restricted stock was earned after performance criteria exceeded the target level, increasing her direct holdings to 34,364 shares.
AAR CORP reported that VP-CAO & Controller Eric Pachapa acquired 3,445 shares of common stock on July 14, 2026 through a grant/award of restricted stock at $0.0000 per share. The additional shares were earned after performance criteria exceeded target levels, bringing his direct holdings to 25,690.32 shares.
AAR CORP reported that Senior Vice President-CCO Christopher A. Jessup acquired 7,267 shares of common stock on July 14, 2026 through a grant of additional restricted stock at $0.0000 per share. A footnote states these shares were earned after performance criteria were certified at a level exceeding the target under a Restricted Stock Agreement. Following this award, Jessup directly holds 73,035.525 shares of AAR CORP common stock.
AAR CORP reported that Chairman, President & CEO John McClain Holmes III acquired 34,956 shares of common stock on July 14, 2026 through a grant/award, not an open-market purchase. The award represents additional restricted stock earned after performance criteria were certified at a level exceeding the target. Following this award, Holmes directly holds 270,020 shares of AAR CORP common stock.
AAR CORP director Duncan J. McNabb received a grant of 1,364 phantom stock units as compensation. These phantom stock units are tied to an equal number of shares of AAR CORP common stock on a 1-for-1 basis.
The units are payable in stock or cash, at the director’s election, upon retirement or termination as a director. Following this award, McNabb holds 1,364 phantom stock units directly, with an exercise date in 2027 and an expiration date in 2050.