Air Lease director exits in $65-per-share merger

Air Lease Corporation director Matthew J. Hart reported a disposition of his holdings in connection with the company’s merger with Sumisho Air Lease Corporation’s affiliate.

Rhea-AI Filing Summary

Air Lease Corporation director Matthew J. Hart reported a disposition of his holdings in connection with the company’s merger with Sumisho Air Lease Corporation’s affiliate. At the Effective Time of the merger, 40,587 shares of Class A common stock held by Hart were automatically cancelled and converted into the right to receive $65.00 per share in cash, without interest. This total includes 2,698 unvested restricted stock units, which were also cancelled and converted into a cash payment based on the same per‑share price, subject to applicable withholding taxes. Following this merger-related cash-out, the filing shows Hart with 0 shares of Air Lease common stock.

Insider Trade Summary

Disposition: 40,587 shares

Disposition 1 txn

Insider HART MATTHEW J

Role Director

Type	Security	Shares	Price	Value
Disposition	Air Lease Corporation - Class A Common Stock	40,587	$65.00	$2.64M

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

Footnotes (2)

1. 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").
2. F2. The shares of Common Stock reported as disposed by the reporting person include 2,698 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 upon the reporting person's separation from service at the Effective Time.

Key Figures

Shares disposed: 40,587 shares Per Share Price: $65.00 per share Unvested RSUs included: 2,698 RSUs +1 more

4 metrics

Shares disposed 40,587 shares Class A common stock cancelled at merger Effective Time

Per Share Price $65.00 per share Cash consideration for each cancelled common share

Unvested RSUs included 2,698 RSUs Unvested restricted stock units cancelled and cashed out at $65.00

Shares after transaction 0 shares Total Air Lease common stock held by Hart after merger cash-out

Key Terms

Agreement and Plan of Merger, Effective Time, restricted stock units, Per Share Price, +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.

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 2,698 unvested restricted stock units ("RSUs")..."

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.

Per Share Price financial

"converted into the right to receive $65.00 per share in cash... (the "Per Share Price")."

disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Matthew J. Hart report in this Form 4 for AL?

Matthew J. Hart reported disposing of his Air Lease Corporation Class A common stock in a merger-related transaction. All reported shares were cancelled at the merger’s Effective Time and converted into a cash payment based on a fixed per-share price.

How many Air Lease (AL) shares did Matthew J. Hart dispose of?

He disposed of 40,587 shares of Air Lease Corporation Class A common stock. These shares were automatically cancelled in the merger and converted into the right to receive a set cash amount per share, rather than being sold on the open market.

What cash amount did Matthew J. Hart receive per Air Lease (AL) share?

Each share was converted into the right to receive $65.00 per share in cash, without interest. This fixed price applied to all issued and outstanding Class A common stock at the merger’s Effective Time, including the shares reported in Hart’s Form 4 filing.

Were Matthew J. Hart’s unvested RSUs in Air Lease (AL) included in this transaction?

Yes. The filing states that 2,698 unvested restricted stock units were cancelled at the merger Effective Time and converted into a cash amount equal to $65.00 multiplied by the total RSUs, subject to applicable withholding taxes on that payout.

Does Matthew J. Hart still hold Air Lease (AL) shares after this Form 4?

According to the filing, Hart holds 0 shares of Air Lease common stock after the transaction. All reported holdings, including unvested RSUs, were cancelled in the merger and converted into the right to receive cash consideration at the specified per-share price.

What triggered Matthew J. Hart’s share disposition in Air Lease (AL)?

The disposition was triggered by a merger in which an affiliate of Sumisho Air Lease Corporation acquired Air Lease. At the merger’s Effective Time, each outstanding Class A share was automatically cancelled and converted into the right to receive $65.00 per share in cash.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 04/10/2026 - 09:00 PM Learn about SEC filing dates

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^*

HART MATTHEW J

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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)		40,587(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 2,698 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 upon the reporting person's separation from service at 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)