Air Lease EVP converts 100,752 shares in merger
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.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
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
Disposition: 100,752 shares
Disposition
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 (2)
- F1. 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").
- F2. 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..."
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
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")."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
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.
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.
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
