SUMISHO AIR LEASE (AL) SEC Filings, Dec 2025-Jan 2026

Air Lease Corp CEO and President, who also serves as a director, reported multiple transactions in Class A common stock dated December 31, 2025. The filing shows the vesting of 171,338 shares from performance-based restricted stock units granted in 2023 under the Air Lease Corporation 2014 Equity Incentive Plan, and an additional 143,642 performance-based restricted stock units granted in 2024 that vested at this time.

The 2024 awards were originally scheduled to vest based on performance through December 31, 2026, but a portion vested early to help mitigate potential tax effects under Sections 280G and 4999 of the Internal Revenue Code related to pending merger transactions under an Agreement and Plan of Merger dated September 1, 2025. To cover tax obligations, the reporting person had 87,007 and 72,942 shares withheld or surrendered at a price of $64.23 per share. After these transactions, the reporting person directly owned 880,972 shares, with an additional 500-share positions reported as indirectly owned by a son, for which beneficial ownership is expressly disclaimed except for any pecuniary interest.

Air Lease Corporation’s Executive Vice President and Chief Financial Officer reported equity transactions in the company’s Class A common stock. On 12/31/2025, the officer acquired 29,061 shares at $0 per share, reflecting the vesting of performance-based restricted stock units granted under the Air Lease Corporation 2014 Equity Incentive Plan. On the same date, the officer disposed of 14,758 shares at a price of $64.23 per share. Following these transactions, the officer directly beneficially owned 70,711 shares of Air Lease Corporation Class A common stock.

Air Lease Corporation executive reports equity award and share disposition. On 12/31/2025, an Executive Vice President of Air Lease Corporation acquired 22,044 shares of Class A common stock at $0, reflecting shares issued upon vesting of performance-based restricted stock units under the Air Lease Corporation 2014 Equity Incentive Plan. On the same date, the executive disposed of 11,195 shares of Class A common stock at $64.23 per share. Following these transactions, the executive directly beneficially owned 109,071 shares of Air Lease Corporation Class A common stock.

Air Lease Corporation executive reports stock grants and share disposal. An Executive Vice President of Air Lease Corp (AL) filed a Form 4 detailing equity transactions dated 12/31/2025 in Class A common stock. The executive acquired 32,730 shares at $0, which were issued upon the vesting of performance-based restricted stock units under the Air Lease Corporation 2014 Equity Incentive Plan. On the same date, the executive disposed of 16,621 shares at $64.23 per share.

Following these transactions, the executive directly beneficially owned 153,315 shares of Air Lease Corporation Class A common stock. In addition, 4,500 shares are reported as indirectly owned through one of the reporting person's sons, with the executive expressly disclaiming beneficial ownership of those shares except to the extent of any pecuniary interest.

Air Lease Corporation's Executive Vice President reported equity transactions in the company’s Class A common stock dated 12/31/2025. He acquired 29,319 shares at $0 per share from the vesting of performance-based restricted stock units granted under the Air Lease Corporation 2014 Equity Incentive Plan. To cover obligations associated with this vesting, 14,889 shares were withheld at a price of $64.23 per share. Following these transactions, he directly owned 64,521 shares and also reported several small indirect holdings (716, 199 and 139 shares) held as custodian for his children under the California Uniform Transfers to Minors Act, for which he disclaims beneficial ownership except for his pecuniary interest.

Air Lease Corporation executive reports stock award and related share withholding. An executive vice president of Air Lease Corporation reported transactions in Class A common stock dated 12/31/2025. The executive acquired 28,950 shares at $0 per share, representing shares issued upon vesting of performance-based restricted stock units granted under the company’s 2014 Equity Incentive Plan. On the same date, 14,701 shares were disposed of at $64.23 per share in a transaction coded "F," typically used for shares withheld to cover taxes. Following these transactions, the executive directly beneficially owned 93,140 shares of Air Lease Corporation Class A common stock.

Air Lease Corporation executive David K. Udvarhelyi reported equity transactions in company stock. On 12/31/2025, he acquired 29,257 shares of Air Lease Corporation Class A common stock at $0 per share, issued upon the vesting of performance-based restricted stock units under the Air Lease Corporation 2014 Equity Incentive Plan. On the same date, he disposed of 14,858 shares at a price of $64.23 per share. Following these transactions, he directly owned 102,594 shares of Air Lease Corporation Class A common stock as an officer serving as EVP, General Counsel, Corporate Secretary and Chief Compliance Officer.

Air Lease Corporation held a special stockholder meeting on December 18, 2025, where investors approved the previously announced Agreement and Plan of Merger dated September 1, 2025 among the company, Sumisho Air Lease Corporation Designated Activity Company and Takeoff Merger Sub Inc. The merger proposal passed with 90,161,531 votes for, 376,139 against and 209,541 abstentions, indicating very strong support.

Stockholders also approved, on a non-binding advisory basis, the merger-related compensation for named executive officers, with 85,504,317 votes for, 5,002,106 against and 240,788 abstentions. An adjournment proposal received sufficient support but ultimately was not needed because the merger proposal had already secured enough votes. The company issued a press release with the final voting results, furnished as Exhibit 99.1.

Air Lease Corporation reported insider activity by a director involving Class A common stock in mid‑December 2025. On 12/12/2025, the reporting person sold several blocks of shares, including 18,000 shares at a weighted average price of $63.9899 per share and 26,000 shares at $64.0197, through a mix of direct and indirect holdings. Additional sales on 12/15/2025 included transactions such as 19,000 shares at a weighted average price of $64.1249 and other smaller blocks at prices like $64.1291 and $64.155 per share.

On 12/16/2025, the director reported gifts coded as "G" of 104,000 directly held shares and 1,000 indirectly held shares at a price of $0 per share. After these transactions, the director continued to hold multiple direct and indirect positions, including shares held through family trusts, a wholly owned corporation, an LLC partly owned by trusts for the reporting person’s children, and accounts for the reporting person’s spouse and descendants. Several of these indirect holdings are reported with an express disclaimer of beneficial ownership except to the extent of any pecuniary interest.