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Air Lease Corporation 8-K Filings

AL NYSE

Every 8-K that Air Lease Corporation (AL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow AL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full AL filings page.

Rhea-AI Summary

Sumisho Air Lease Corporation reported significantly lower profitability for the Non-GAAP combined three months ended June 30, 2026. Rental of flight equipment revenue fell about 10.0% to $611.1 million, and total revenues declined to $641.1 million, down 12.4% from the prior-year quarter. Gain on aircraft sales and trading decreased to $30.1 million from $53.0 million, reflecting the impact of acquisition accounting and lower management fee income.

Excluding a prior-year $344.0 million insurance recovery on the Russian fleet, operating expenses rose 6.9% to about $630.0 million, driven by $64.8 million of merger-related costs and higher interest expense, partly offset by lower depreciation. Net income attributable to common stockholders dropped to $7.2 million from $374.1 million, while adjusted net income before income taxes declined to $126.4 million from $157.4 million, with adjusted pre-tax margin at 19.7%.

The company ended June 30, 2026 with 488 owned aircraft and total assets of $30.5 billion. Net book value of flight equipment subject to operating leases was $23.9 billion, down from $29.1 billion, reflecting fair value adjustments and reclassification of about $4.5 billion of assets to held for sale. Debt financing, net, was $20.0 billion, with roughly 74% fixed-rate and about 99% unsecured, and composite cost of funds at 4.33%. Liquidity totaled $3.5 billion, including $368.6 million of cash and about $3.1 billion of undrawn revolver capacity. The aircraft sales pipeline was $5.1 billion, and in July 2026 the company entered into $1.15 billion of new unsecured term loans.

Rhea-AI Summary

Sumisho Air Lease Corporation filed an amended report to update the estimated costs of a previously announced workforce reduction tied to its merger with Takeoff Merger Sub Inc., after which the company became an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company. The company now expects to incur approximately $53.3 million in costs related to this workforce reduction, mainly for severance based on employee tenure and continued benefits for a set period after termination. These costs are currently expected to be recognized during the second and third quarters of 2026, and the estimate does not include any income tax effects.

Rhea-AI Summary

Sumisho Air Lease Corporation reported first quarter 2026 results showing largely stable underlying performance but sharply lower GAAP earnings versus a one-time-boosted prior year. Revenue was $739.2 million, essentially flat with $738.3 million a year earlier, while net income attributable to common stockholders fell to $114.8 million, or $1.02 diluted EPS, from $364.8 million, or $3.26 per share, mainly because 2025 included a $331.9 million recovery related to its former Russian fleet.

On a non-GAAP basis, adjusted net income before income taxes was $165.4 million versus $169.5 million, and adjusted diluted earnings per share before income taxes slipped to $1.47 from $1.51. The company ended March 31, 2026 with $28.9 billion of flight equipment subject to operating leases, a 496-aircraft owned fleet, and total assets of $33.2 billion. During the quarter it took delivery of 12 aircraft representing $780 million in investments, sold six aircraft for $275 million in proceeds, and maintained adjusted pre-tax margin near prior-year levels at 22.4%.

Sumisho Air Lease also completed its previously announced merger on April 8, 2026, with Air Lease Corporation becoming an indirect subsidiary of a new holding company jointly owned by Sumitomo Corporation, SMBC Aviation Capital and affiliates of Apollo and Brookfield.

Rhea-AI Summary

Sumisho Air Lease Corporation approved a new 2026 Annual Cash Bonus Plan for its officers. The plan, effective April 15, 2026, replaces the company’s 2025 cash bonus plan.

The plan provides annual cash Incentive Awards that are tied to both individual and corporate performance goals. All officers of the company and its subsidiaries may be eligible, but only if specifically designated as Participants by the Board of Directors in its sole discretion.

Rhea-AI Summary

Sumisho Air Lease Corporation reported a major restructuring following its merger into Takeoff Merger Sub Inc., becoming an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company. The company approved a workforce reduction affecting 64 employees, representing a 40% cut versus December 31, 2025 staffing.

Affected employees were notified between April 8 and April 10, 2026, with reductions expected to be completed in the second and third quarters of 2026. Impacted staff are eligible for severance payments based on length of service and continued benefits for a set period, contingent on signing a separation agreement with a general release of claims. The company states it cannot yet reasonably estimate the total costs and will amend this Form 8-K when those estimates are available.

Rhea-AI Summary

Sumisho Air Lease Corporation (formerly Air Lease Corporation) completed its merger on April 8, 2026, becoming an indirect subsidiary of a new holding company jointly owned by Sumitomo, SMBC Aviation Capital, Apollo and Brookfield. Each Class A common share was converted into $65.00 in cash, giving an aggregate equity purchase price of about $7.4 billion and a total transaction value of about $28.2 billion including debt.

The company repaid $3.0 billion under an existing credit agreement, drew a new $1.0 billion term loan and assumed $4.0 billion of new senior notes, while obtaining a $3.5 billion revolving credit facility with no balance outstanding at closing. Common stockholders lost future participation in earnings and growth and the company requested NYSE delisting and plans to deregister the shares. All directors were removed, senior executives departed with contractual severance, and a new CEO and CFO were appointed.

Rhea-AI Summary

Air Lease Corporation has received the final regulatory approval needed to close its previously announced merger with a subsidiary of Sumisho Air Lease Corporation DAC. Under the merger agreement, holders of Air Lease’s Class A common stock will receive $65.00 in cash per share at closing.

The company expects to complete the merger on or about April 8, 2026, subject to remaining closing conditions. After the merger, Air Lease’s Class A common stock will be delisted from the New York Stock Exchange and will no longer trade publicly.

Air Lease’s existing Series B, Series C and Series D fixed-rate reset non-cumulative perpetual preferred stock will remain outstanding as preferred shares of the surviving corporation, which will be renamed Sumisho Air Lease Corporation upon completion of the merger.

Rhea-AI Summary

Air Lease Corporation reported strong fourth quarter and full year 2025 results, with both revenue and earnings rising sharply. Quarterly revenue reached $820.4 million, up 15.1% from 2024, while net income attributable to common stockholders nearly doubled to $169.9 million, or $1.51 per diluted share.

For 2025, revenue grew to $3.02 billion, up 10.3%, and net income to common stockholders jumped to $1.04 billion, or $9.29 per diluted share, largely boosted by $736.4 million of recoveries related to aircraft detained in Russia. Adjusted net income before income taxes rose to $718.4 million and adjusted diluted earnings per share before income taxes increased to $6.40, reflecting underlying growth despite higher depreciation and interest expense.

The company highlighted record quarterly and annual revenues, strong aircraft trading gains, and a fleet of 490 owned and 45 managed aircraft with $28.9 billion of committed future rentals. Shareholders approved a merger with Sumisho Air Lease’s parent in December, with closing anticipated in the first half of 2026, and the board declared a $0.22 per share quarterly dividend payable April 7, 2026.

Rhea-AI Summary

Air Lease Corporation describes compensation and tax-related steps tied to its previously announced merger with Sumisho Air Lease Corporation Designated Activity Company. The board’s Compensation Committee approved accelerating into December 2025 the vesting and payment of the target 2025 annual cash bonus for certain employees, including named executive officers John L. Plueger, Grant A. Levy, Carol H. Forsyte and Gregory B. Willis. For Mr. Plueger, the company also accelerated the vesting and settlement of 43,093 shares from his 2024 TSR RSU award and 100,549 shares from his 2024 book value RSU award, based on estimated performance levels of 150% and 175%.

These actions are intended to address potential “excess parachute payments” under Sections 280G and 4999 of the Internal Revenue Code, preserving corporate tax deductions and reducing possible excise taxes for executives in connection with the merger. As a condition, each named executive officer entered into an Acceleration and Clawback Agreement dated December 31, 2025, requiring potential repayment or true-up of accelerated amounts under specified conditions.

Rhea-AI Summary

Air Lease Corporation held a special stockholder meeting on December 18, 2025, where investors approved the previously announced Agreement and Plan of Merger dated September 1, 2025 among the company, Sumisho Air Lease Corporation Designated Activity Company and Takeoff Merger Sub Inc. The merger proposal passed with 90,161,531 votes for, 376,139 against and 209,541 abstentions, indicating very strong support.

Stockholders also approved, on a non-binding advisory basis, the merger-related compensation for named executive officers, with 85,504,317 votes for, 5,002,106 against and 240,788 abstentions. An adjournment proposal received sufficient support but ultimately was not needed because the merger proposal had already secured enough votes. The company issued a press release with the final voting results, furnished as Exhibit 99.1.

Rhea-AI Summary

Air Lease Corporation reported that the Hart-Scott-Rodino antitrust waiting period for its pending merger with Sumisho Air Lease Corporation Designated Activity Company expired at 11:59 p.m. Eastern Time on November 7, 2025.

Under the Merger Agreement, Takeoff Merger Sub Inc. will merge with and into Air Lease, with Air Lease surviving as an indirect wholly owned subsidiary of the buyer. Closing still requires adoption of the Merger Agreement by holders of a majority of Air Lease’s Class A common stock entitled to vote, along with other customary conditions.

The company has filed a definitive proxy statement on Schedule 14A on November 4, 2025 related to a special meeting of Class A stockholders.

Rhea-AI Summary

Air Lease Corporation furnished an Item 2.02 Form 8-K announcing it issued a press release with financial results for the three and nine months ended September 30, 2025. The company dated the report November 3, 2025.

The information under Item 2.02 and Exhibit 99.1 is deemed “furnished,” not “filed,” under the Exchange Act. Exhibits include the press release (Exhibit 99.1) and the cover page formatted in Inline XBRL (Exhibit 104).

Rhea-AI Summary

Air Lease Corporation filed an 8-K disclosing that on September 1, 2025 it entered into an Agreement and Plan of Merger with Gladiatora Designated Activity Company and Takeoff Merger Sub Inc., and a related Voting Agreement with specified directors and executives. The filing states that existing Series B, C and D non-cumulative perpetual preferred shares will remain outstanding after the Effective Time and will be treated as preferred shares of the surviving corporation with the same rights and limitations. The company referenced its 10-K for the year ended December 31, 2024 and quarterly reports for the quarters ended March 31, 2025 and June 30, 2025 on the SEC website. The filing notes there is no assurance the merger will be completed or close on the anticipated schedule. The document includes a press release dated September 2, 2025 and is signed by Gregory B. Willis, EVP and CFO.