Air Lease (AL) EVP receives $65 per share as stock is cancelled

Rhea-AI Filing Summary

SUMISHO AIR LEASE CORP executive Carol Hyland Forsyte reported a disposition of all her Air Lease Corporation Class A common stock in connection with a merger. A total of 100,752 shares were cancelled and converted into the right to receive $65.00 per share in cash.

The disposition included 5,816 unvested restricted stock units, which were cancelled and converted into cash awards based on the same $65.00 per share price. These cash awards keep the same vesting terms that applied to the RSUs before the merger’s effective time. Following the transaction, Forsyte reported owning 0 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Forsyte Carol Hyland

Role EVP, GC, CORP SECRETARY & CCO

Type	Security	Shares	Price	Value
Disposition	Air Lease Corporation - Class A Common Stock	100,752	$65.00	$6.55M

Holdings After Transaction: Air Lease Corporation - Class A Common Stock — 0 shares (Direct)

Footnotes (1)

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), with Sumisho Air Lease Corporation Designated Activity Company, an Irish private limited company ("Parent"), and Takeoff Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving as an indirect wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's Class A common stock, par value $0.01 per share ("Common Stock") that was issued and outstanding as of immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive $65.00 per share in cash, without interest thereon (the "Per Share Price"). The shares of Common Stock reported as disposed by the reporting person include 5,816 unvested restricted stock units ("RSUs"), which were cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of the Per Share Price and the total number of unvested RSUs (the "Converted Cash Awards"). The Converted Cash Awards are subject to the same vesting terms and conditions as applied to such RSUs immediately prior to the Effective Time.

Key Figures

Shares disposed: 100,752 shares Merger cash price: $65.00 per share Unvested RSUs converted: 5,816 RSUs +2 more

5 metrics

Shares disposed 100,752 shares Class A common stock cancelled at merger effective time

Merger cash price $65.00 per share Consideration for each cancelled share of common stock

Unvested RSUs converted 5,816 RSUs Cancelled and converted into cash awards at $65.00 per share

Post-transaction holdings 0 shares Total Air Lease Class A shares held after disposition

Par value per share $0.01 per share Par value of Air Lease Corporation Class A common stock

Key Terms

Agreement and Plan of Merger, Merger Sub, Effective Time, restricted stock units, +1 more

5 terms

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), with Sumisho Air Lease Corporation..."

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Merger Sub regulatory

"...and Takeoff Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer..."

A merger sub is a temporary, wholly owned subsidiary that an acquiring company creates to carry out a merger with another firm. Think of it as a wrapper used to combine two businesses—this can simplify legal and tax steps, isolate liabilities, and help preserve the target’s contracts or stock structure, so investors watch it because the chosen approach affects deal mechanics, shareholder votes, potential dilution, and legal or tax risk.

Effective Time regulatory

"At the effective time of the Merger (the "Effective Time"), each issued and outstanding share..."

restricted stock units financial

"The shares of Common Stock reported as disposed by the reporting person include 5,816 unvested restricted stock units ("RSUs"), which were cancelled..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Converted Cash Awards financial

"...converted into the right to receive an amount in cash... equal to the product of the Per Share Price and the total number of unvested RSUs (the "Converted Cash Awards")."

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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

X

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^*

Forsyte Carol Hyland

(Last) (First) (Middle)

C/O AIR LEASE CORPORATION

2000 AVENUE OF THE STARS, SUITE 1000N

(Street)

LOS ANGELES CALIFORNIA 90067

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SUMISHO AIR LEASE CORP [ AL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC, CORP SECRETARY & CCO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Air Lease Corporation - Class A Common Stock	04/08/2026		D(1)		100,752(2)	D	$65	0	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), with Sumisho Air Lease Corporation Designated Activity Company, an Irish private limited company ("Parent"), and Takeoff Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving as an indirect wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's Class A common stock, par value $0.01 per share ("Common Stock") that was issued and outstanding as of immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive $65.00 per share in cash, without interest thereon (the "Per Share Price").

2. The shares of Common Stock reported as disposed by the reporting person include 5,816 unvested restricted stock units ("RSUs"), which were cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of the Per Share Price and the total number of unvested RSUs (the "Converted Cash Awards"). The Converted Cash Awards are subject to the same vesting terms and conditions as applied to such RSUs immediately prior to the Effective Time.

	/s/ Lauren Jaeger, Attorney-in-Fact	04/10/2026
	** Signature of Reporting Person	Date
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)

FAQ

What insider transaction did AL executive Carol Hyland Forsyte report?

Carol Hyland Forsyte reported disposing of 100,752 shares of Air Lease Corporation Class A common stock. The shares were cancelled in a merger and converted into the right to receive $65.00 per share in cash, leaving her with zero shares afterward.

How is the $65.00 per share cash amount determined for AL stock?

The $65.00 per share cash amount is the merger consideration set in the Agreement and Plan of Merger. Each issued and outstanding share of Air Lease’s Class A common stock was automatically cancelled at the effective time and converted into the right to receive this fixed cash price.

What happened to Carol Forsyte’s unvested RSUs in the AL merger?

Carol Forsyte’s 5,816 unvested restricted stock units were cancelled and converted into cash awards. Each unit now represents cash equal to $65.00 multiplied by the number of RSUs, with the resulting cash awards continuing under the same vesting terms as before the merger.

Does Carol Hyland Forsyte still hold Air Lease (AL) shares after this Form 4?

No. After the merger-related disposition, the Form 4 reports that Carol Hyland Forsyte holds 0 shares of Air Lease Corporation Class A common stock. All previously held shares were cancelled and converted into the right to receive the $65.00 per share cash consideration.

Why is the AL insider transaction labeled as a disposition to issuer?

The transaction is coded as a disposition to issuer because the shares were cancelled in a merger where the issuer became an indirect wholly owned subsidiary of the acquiring parent. At the merger’s effective time, outstanding shares were extinguished and converted into cash rights, rather than sold on the market.