Air Lease (NYSE: AL) director’s stock cashed out in $65-per-share merger

Rhea-AI Filing Summary

SUMISHO AIR LEASE CORP completed a cash merger in which Takeoff Merger Sub Inc. merged into Air Lease Corporation, making Air Lease an indirect wholly owned subsidiary of Sumisho Air Lease Corporation Designated Activity Company. At the merger’s effective time, each issued and outstanding share of Class A common stock was cancelled and converted into the right to receive $65.00 per share in cash.

Director Robert A. Milton is reported as disposing of 42,527 shares of Class A common stock in a disposition to the issuer at $65.00 per share. This total includes 2,698 unvested restricted stock units, which were cancelled and converted into a cash payment based on the same per-share price when he separated from service at the merger’s effective time.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Milton Robert A

Role Director

Type	Security	Shares	Price	Value
Disposition	Air Lease Corporation - Class A Common Stock	42,527	$65.00	$2.76M

Holdings After Transaction: Air Lease Corporation - Class A Common Stock — 42,527 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 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: 42,527 shares Merger cash price: $65.00 per share Unvested RSUs cancelled: 2,698 RSUs

3 metrics

Shares disposed 42,527 shares Disposition to issuer in merger

Merger cash price $65.00 per share Cash consideration for each Class A common share

Unvested RSUs cancelled 2,698 RSUs Converted to cash at $65.00 per share at effective time

Key Terms

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

4 terms

Agreement and Plan of Merger regulatory

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

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..."

restricted stock units financial

"The shares of Common Stock reported as disposed by the reporting person include 2,698 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.

Per Share Price financial

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

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^*

Milton Robert A

(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)		42,527	D	$65	42,527(2)	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)

FAQ

What happened to Air Lease (AL) shares in the Sumisho Air Lease merger?

Each Air Lease Class A common share was cancelled and converted into the right to receive $65.00 in cash. This applied to all issued and outstanding shares at the merger’s effective time, providing shareholders with a fixed cash amount per share.

How many Air Lease (AL) shares did Robert A. Milton dispose of?

Director Robert A. Milton is shown disposing of 42,527 shares of Air Lease Class A common stock. These shares were treated as a disposition to the issuer in connection with the merger and converted into a cash payment at the agreed $65.00 per-share price.

At what price were Air Lease (AL) shares cashed out in the merger?

Air Lease Class A common shares were converted into the right to receive $65.00 per share in cash. This fixed per-share price applied to all issued and outstanding shares at the merger’s effective time, with payment made without interest thereon.

What happened to Robert A. Milton’s unvested RSUs in Air Lease (AL)?

Robert A. Milton’s 2,698 unvested restricted stock units were cancelled at the merger’s effective time. They were converted into a cash right equal to $65.00 multiplied by the number of RSUs, subject to applicable tax withholding upon his separation from service.

Did the Air Lease (AL) merger affect unvested restricted stock units?

Yes. Unvested restricted stock units held by the reporting person were cancelled and converted to cash. The cash amount equaled the $65.00 per-share merger price multiplied by the total unvested RSUs, with payment subject to withholding taxes at the effective time.