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AerSale (ASLE) executive sale covers RSU tax under 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

AerSale Corp executive Martin Garmendia reported an open-market sale of 6,094 shares of common stock on June 9, 2026 at an average price of $6.3403 per share. According to the filing, this was a “sell to cover” transaction to pay tax withholding owed on the vesting and settlement of 16,787 restricted stock units that had been previously granted.

The sale was executed automatically under the company’s equity plan and pursuant to a Rule 10b5-1 trading plan adopted by Garmendia. Following this transaction, he directly holds 183,377 AerSale shares. A footnote also notes additional shares acquired through the company’s ESPP in June 2026 and November 2025, which contributed to his total holdings.

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Negative

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Insider Garmendia Martin
Role See Remarks
Sold 6,094 shs ($39K)
Type Security Shares Price Value
Sale Common Stock 6,094 $6.3403 $39K
Holdings After Transaction: Common Stock — 183,377 shares (Direct, null)
Footnotes (1)
  1. Reflects a "sell to cover" transaction to cover tax withholding obligations in connection with the vesting and settlement of 16,787 restricted stock units ("RSUs") previously granted to the reporting person. Such transaction was effected automatically in accordance with the equity plan requirements and pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 14, 2023 to cover tax withholding obligations in connection with the vesting of the reporting person's RSUs. Reflects addition of shares purchased under the Issuer's ESPP, 963 shares at $5.398 in June 2026 and 1,055 shares at $4.93 in November 2025.
Shares sold 6,094 shares Open-market sale on June 9, 2026
Sale price per share $6.3403 per share Average price for 6,094-share sale
Shares held after transaction 183,377 shares Direct ownership following reported sale
RSUs vested 16,787 RSUs RSU vesting that triggered tax sell-to-cover
ESPP purchase June 2026 963 shares at $5.398 Shares bought under ESPP in June 2026
ESPP purchase Nov 2025 1,055 shares at $4.93 Shares bought under ESPP in November 2025
sell to cover financial
"Reflects a "sell to cover" transaction to cover tax withholding obligations"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
restricted stock units financial
"in connection with the vesting and settlement of 16,787 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.
Rule 10b5-1 trading plan regulatory
"pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
ESPP financial
"Reflects addition of shares purchased under the Issuer's ESPP, 963 shares"
An Employee Stock Purchase Plan (ESPP) is a company program that lets employees buy the company’s shares at a reduced price, usually by setting aside a small portion of their pay over time. It matters to investors because it encourages employees to own part of the business—like giving staff a discounted membership— which can boost commitment and performance, while also potentially increasing the number of shares available and affecting shareholder value.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
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*
Garmendia Martin
(Last)(First)(Middle)
9850 NW 41ST STREET, SUITE 400
(Street)
DORAL FLORIDA 33178
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AerSale Corp [ ASLE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/09/2026S(1)6,094(1)D$6.3403183,377(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects a "sell to cover" transaction to cover tax withholding obligations in connection with the vesting and settlement of 16,787 restricted stock units ("RSUs") previously granted to the reporting person. Such transaction was effected automatically in accordance with the equity plan requirements and pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 14, 2023 to cover tax withholding obligations in connection with the vesting of the reporting person's RSUs.
2. Reflects addition of shares purchased under the Issuer's ESPP, 963 shares at $5.398 in June 2026 and 1,055 shares at $4.93 in November 2025.
Remarks:
Chief Financial Officer and Treasurer
/s/ Martin Garmendia06/11/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did AerSale (ASLE) executive Martin Garmendia report in this Form 4?

Martin Garmendia reported selling 6,094 shares of AerSale common stock. The transaction was tied to tax withholding on vested restricted stock units and executed automatically under the company’s equity plan and a pre-established Rule 10b5-1 trading plan.

How many AerSale (ASLE) shares did Garmendia sell and at what price?

He sold 6,094 AerSale common shares at an average price of $6.3403 per share. This sale was specifically described as a “sell to cover” for tax obligations arising from the vesting and settlement of previously granted restricted stock units.

Why did Garmendia’s AerSale (ASLE) Form 4 describe the sale as “sell to cover”?

The filing explains the 6,094-share sale was to cover tax withholding obligations from vesting 16,787 restricted stock units. Shares were sold automatically under the equity plan’s requirements, rather than as a discretionary sale of his investment position in AerSale stock.

How many AerSale (ASLE) shares does Garmendia hold after this transaction?

After the reported sale, Garmendia directly holds 183,377 AerSale common shares. This figure reflects his updated ownership position, incorporating the sell-to-cover transaction and prior additions from restricted stock vesting and employee stock purchase plan participation.

Was the AerSale (ASLE) insider sale made under a Rule 10b5-1 plan?

Yes. The footnotes state the tax-related sale was effected automatically pursuant to a Rule 10b5-1 trading plan. That plan was adopted on August 14, 2023 specifically to manage tax withholding from the vesting of Garmendia’s restricted stock units over time.

Did Garmendia acquire AerSale (ASLE) shares through an ESPP program?

Yes. A footnote notes he added shares purchased under AerSale’s ESPP: 963 shares at $5.398 in June 2026 and 1,055 shares at $4.93 in November 2025. These purchases increased his overall AerSale share ownership during that period.