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Madison Air Solutions CFO has 42,288 shares withheld

Madison Air Solutions Corp (MAIR) reported that Chief Financial Officer John Joseph V. Foley had 42,288 Class A common shares withheld at $22.92 per share on October 27, 2026, to satisfy tax liability upon vesting of 92,431 EAR Units.

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Form Type
4

Rhea-AI Filing Summary

Madison Air Solutions Corp (MAIR) reported that Chief Financial Officer John Joseph V. Foley had 42,288 Class A common shares withheld at $22.92 per share on October 27, 2026, to satisfy tax liability upon vesting of 92,431 EAR Units. His reported position afterward was 1,599,498 shares, including 414,106 EAR Units. No Rule 10b5-1 plan is reported.

Insider Foley John Joseph V
Role Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Class A common stock F1, F2 42,288 $22.92 $969K
Holdings After Transaction: Class A common stock — 1,599,498 shares (Direct)
Footnotes (2)
  1. F1. Represents shares of the Issuer's Class A common stock withheld to satisfy the reporting person's tax obligation upon the vesting of 92,431 EAR Units. Each EAR Unit represents the right to receive one share of Class A common stock upon vesting, subject to continued service through the applicable vesting date.
  2. F2. Includes 414,106 EAR Units.
Shares withheld for tax liability 42,288 shares October 27, 2026
Reported per-share price $22.92 per share Shares withheld on October 27, 2026
EAR Units vesting 92,431 EAR Units Shares were withheld upon vesting
Reported position after transaction 1,599,498 shares Includes 414,106 EAR Units
EAR Units included in reported position 414,106 EAR Units Reported after the transaction
EAR Units technical
"vesting of 92,431 EAR Units"
vesting technical
"upon vesting of 92,431 EAR Units"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
tax obligation financial
"withheld to satisfy the reporting person's tax obligation"

FAQ

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How many MAIR shares did CFO John Joseph V. Foley have withheld?

Chief Financial Officer John Joseph V. Foley had 42,288 shares of Madison Air Solutions Corp Class A common stock withheld on October 27, 2026, at $22.92 per share to satisfy tax liability upon vesting of 92,431 EAR Units. His reported position afterward was 1,599,498 shares, including 414,106 EAR Units. No Rule 10b5-1 plan is reported.

What are MAIR EAR Units?

Each EAR Unit represents the right to receive one share of Class A common stock upon vesting, subject to continued service through the applicable vesting date.

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

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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).
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*
Foley John Joseph V

(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. Issuer Name and Ticker or Trading Symbol
Madison Air Solutions Corp [ MAIR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/27/2026
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
Class A common stock10/27/2026F42,288(1)D$22.921,599,498(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. Represents shares of the Issuer's Class A common stock withheld to satisfy the reporting person's tax obligation upon the vesting of 92,431 EAR Units. Each EAR Unit represents the right to receive one share of Class A common stock upon vesting, subject to continued service through the applicable vesting date.
2. Includes 414,106 EAR Units.
Remarks:
/s/ John Lavorato, by Power of Attorney10/28/2026
** 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)

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