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Steven F. Udvar-Hazy, a director of Air Lease Corporation, reported disposing of all reported holdings of the company’s Class A common stock in connection with its acquisition by Sumisho Air Lease Corporation Designated Activity Company. Under the Agreement and Plan of Merger, Air Lease became an indirect wholly owned subsidiary of the buyer.
At the merger’s effective time, each issued and outstanding share of Air Lease Class A common stock was automatically cancelled and converted into the right to receive $65.00 per share in cash, without interest. This included unvested restricted stock units, with 56,716 RSUs cancelled and converted into cash based on the same per share price upon Udvar-Hazy’s separation from service.
The filing shows both direct and multiple indirect holdings—including shares held by his spouse, children, grandchild, and family-related entities such as Emerald Financial LLC, Air Intercontinental, Inc., Ocean Equities, Inc., and family trusts—reported as dispositions to the issuer, with post-transaction share balances reported as zero for these positions. Several footnotes state that Udvar-Hazy disclaims beneficial ownership of some family-related holdings except to the extent of his pecuniary interest.
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.
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.
Air Lease Corporation director Ian M. Saines reported a full disposition of his equity position in connection with the company’s merger. On the merger’s effective time, 54,926.97 shares of Class A common stock were cancelled and converted into the right to receive $65.00 per share in cash, leaving him with zero shares.
The disposed equity includes 37,029.97 vested but deferred restricted stock units with related dividend equivalent rights and 2,698 unvested restricted stock units, which were similarly cancelled and converted into cash at the same per share price under the merger agreement.
Air Lease Corporation director Susan McCaw disposed of all her equity in connection with the company’s merger. She surrendered 30,942.1 shares of Class A common stock at a cash merger price of $65.00 per share. This followed a merger in which Takeoff Merger Sub Inc. combined with Air Lease, leaving the issuer as an indirect wholly owned subsidiary of Sumisho Air Lease Corporation Designated Activity Company.
The disposition also covered 18,438.88 vested but deferred restricted stock units and 2,698 unvested RSUs, including related dividend equivalent rights. These awards were cancelled and converted into cash based on the same $65.00 per share price. After these transactions, McCaw reported holding zero shares of Air Lease common stock.
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.