Madison Air officer reports 376,887 share rights

Madison Air Solutions Corp executive Toney Russell filed an initial ownership report showing a position tied to the company’s recent public listing.

Rhea-AI Filing Summary

Madison Air Solutions Corp executive Toney Russell filed an initial ownership report showing a position tied to the company’s recent public listing. The filing reports 376,887 equity appreciation rights units (EAR Units), each representing the right to receive one share of Class A common stock upon vesting. These rights vest only if Russell continues serving with the company through the applicable vesting dates, and the reported amount reflects the capitalization after the company’s initial public offering.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Toney Russell

Role See Remarks

Type	Security	Shares	Price	Value
holding	Class A common stock	--	--	--

Holdings After Transaction: Class A common stock — 376,887 shares (Direct)

Footnotes (1)

1. F1. Includes 376,887 equity appreciation rights units ("EAR Units"). Each EAR Unit represents the right to receive one share of the Issuer's Class A common stock upon vesting, subject to the reporting person's continued service through the applicable vesting date. The reported amount gives effect to the closing of the Issuer's initial public offering.

Key Figures

Equity appreciation rights units: 376,887 EAR Units Reported common stock-linked position: 376,887 shares equivalent

2 metrics

Equity appreciation rights units 376,887 EAR Units Each unit represents the right to receive one Class A share upon vesting

Reported common stock-linked position 376,887 shares equivalent EAR Units tied to Madison Air Class A common stock after IPO closing

Key Terms

equity appreciation rights units, EAR Units, Class A common stock, initial public offering

4 terms

equity appreciation rights units financial

"Includes 376,887 equity appreciation rights units ("EAR Units")."

A bundle of rights that gives the holder a claim to the increase in a company’s share price over a set period, payable in cash, shares, or a mix of both. Think of it like a ticket that pays out only if the stock goes up: it rewards recipients for generating share-price gains but can dilute existing shareholders if settled in stock or reduce company cash if paid in cash, so investors watch these grants for their impact on ownership and earnings.

EAR Units financial

"Each EAR Unit represents the right to receive one share of the Issuer's Class A common stock"

Class A common stock financial

"Each EAR Unit represents the right to receive one share of the Issuer's Class A common stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

initial public offering financial

"The reported amount gives effect to the closing of the Issuer's initial public offering."

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Toney Russell report in Madison Air (MAIR) Form 3?

Toney Russell reported holding 376,887 equity appreciation rights units (EAR Units). Each unit gives the right to receive one share of Madison Air’s Class A common stock upon vesting, contingent on continued service with the company.

Are there any buy or sell transactions in the Madison Air (MAIR) Form 3?

No, the Form 3 reflects initial holdings rather than a new purchase or sale. It reports Russell’s equity appreciation rights position as of the filing, tied to the company’s initial public offering capitalization.

What are equity appreciation rights units (EAR Units) at Madison Air (MAIR)?

Madison Air’s EAR Units are compensation instruments where each unit represents the right to receive one share of Class A common stock. Delivery occurs upon vesting, which depends on the reporting person’s continued service through each vesting date.

How many Madison Air (MAIR) shares could Toney Russell receive from EAR Units?

The filing states that 376,887 EAR Units each represent the right to receive one share of Madison Air’s Class A common stock. Actual share delivery depends on the units vesting while Russell continues to provide service to the company.

How is Madison Air’s IPO referenced in Toney Russell’s Form 3?

The Form 3 notes that the reported 376,887 EAR Units amount gives effect to the closing of Madison Air’s initial public offering. This ties the reported equity-based position to the company’s post-IPO capitalization structure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/16/2026 - 05:43 PM EDT Learn about SEC filing dates

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Toney Russell

(Last) (First) (Middle)

C/O MADISON AIR SOLUTIONS CORPORATION

444 WEST LAKE STREET, SUITE 4460

(Street)

CHICAGO ILLINOIS 60606

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
04/16/2026

3. Issuer Name and Ticker or Trading Symbol
Madison Air Solutions Corp [ MAIR ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock	376,887(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 376,887 equity appreciation rights units ("EAR Units"). Each EAR Unit represents the right to receive one share of the Issuer's Class A common stock upon vesting, subject to the reporting person's continued service through the applicable vesting date. The reported amount gives effect to the closing of the Issuer's initial public offering.

Remarks:

Group President of Air Handling Exhibit 24.1 Power of Attorney

	/s/ John Lavorato, by Power of Attorney	04/16/2026
	** 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 5 (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 3: SEC 1473 (03-26)