Air Lease Corp SEC Filings

SUMISHO AIR LEASE CORP director Marshall O. Larsen reported a disposition of his Air Lease Corporation Class A common stock in connection with the company’s merger with Sumisho Air Lease Corporation Designated Activity Company. At the merger’s effective time, each outstanding Class A share was automatically cancelled and converted into the right to receive $65.00 in cash per share.

The 39,727.97 shares reported as disposed include 37,029.97 vested but deferred restricted stock units and 2,698 unvested RSUs, all of which were cancelled and converted into cash at the same $65.00-per-share price, subject to applicable withholding taxes. Following this cash-out transaction, Larsen held 0 shares of Air Lease common stock directly.

SUMISHO AIR LEASE CORP director Cheryl Gordon Krongard disposed of her Air Lease Corporation Class A Common Stock in a cash merger. The Form 4 reports 59,208.56 shares converted at $65.00 per share when Air Lease was acquired by Sumisho Air Lease Corporation DAC.

At the merger’s effective time, each outstanding share of Class A common stock was cancelled and converted into the right to receive $65.00 in cash. The disposition also covers 28,863.56 vested but deferred RSUs (including dividend equivalents) and 2,698 unvested RSUs, which were cancelled and converted to cash under the merger terms. Following these transactions, the director reports owning zero shares.

Air Lease Corporation director Yvette Hollingsworth Clark fully disposed of her equity as part of a cash merger. She surrendered 25,288.82 shares of Class A common stock at $65.00 per share, receiving cash consideration as the company became an indirect wholly owned subsidiary of Sumisho Air Lease Corporation Designated Activity Company.

The disposition also covered equity awards. This included 5,984 vested but deferred restricted stock units, with accrued dividend equivalent rights, and 2,698 unvested restricted stock units. These awards were cancelled and converted into cash based on the same $65.00 per-share price at the merger’s effective time, leaving her with no remaining shares reported.

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.

Air Lease Corp notification: the New York Stock Exchange has removed the issuer's Class A Common Stock and its 3.700% Medium-Term Notes, Series A, due April 15, 2030 from listing/registration under Section 12(b). The Exchange and the issuer certified compliance with withdrawal procedures.

Air Lease Corp director Robert A. Milton reported a gift of company stock. On the reported date, he made a bona fide gift of 7,700 shares of Air Lease Corporation Class A Common Stock at a stated price of $0.00 per share, in line with the company’s Insider Trading Policy.

Following this gift transfer, Milton directly holds 42,527 shares of Air Lease Corporation Class A Common Stock. The filing records this as a non-derivative, bona fide gift transaction rather than an open-market sale or purchase.

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.

Air Lease Corp: Amendment to Schedule 13G/A reporting zero beneficial ownership by The Vanguard Group. The filing states that The Vanguard Group holds 0 shares and 0% of Common Stock after an internal realignment and disaggregation of subsidiary holdings under SEC Release No. 34-39538.

The filing explains subsidiaries and business divisions formerly reported under The Vanguard Group will now report separately; the filer signed the amendment on 03/26/2026.

Air Lease Corporation director Steven F. Udvar-Hazy reported a bona fide gift transfer of 60,000 shares of Class A common stock. The transaction, dated March 5, 2026, is coded as a gift, with a per-share price of $0.00, reflecting that no cash changed hands.

After this gift, one reported indirect holding shows 895,526 shares, while a separate line discloses 1,325,528 shares held directly. Additional lines list indirect positions in various amounts held through family members, trusts, and entities such as Emerald Financial LLC, Air Intercontinental, Inc., Ocean Equities, Inc., and the Hazy Family Community Property Trust.

The footnotes explain that some shares are owned by Udvar-Hazy’s spouse, children, and grandchildren, and that he expressly disclaims beneficial ownership of those family-held shares except to the extent of his pecuniary interest, even though they are reported for Section 16 purposes.