UDVAR-HAZY STEVEN F 4
4 · AIR LEASE CORP · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Air Lease (AL) Director Steven Udvar-Hazy Receives Award, Sells Shares
What Happened
- Steven F. Udvar-Hazy, a director of Air Lease Corporation (AL), had 122,595 performance-based restricted stock units vest on Feb 12, 2026 (awarded at $0.00). To satisfy tax withholding, 46,737 of those shares were surrendered/disposed at an implied price of $64.66 per share, producing proceeds of approximately $3,022,014. The vesting is reported as an award/grant (code A) and the share disposition for tax withholding is reported under code F.
Key Details
- Transaction date: 2026-02-12; Filing date: 2026-02-17 (filed 5 days after the transaction — appears late under Section 16 timing rules).
- Award: 122,595 shares issued upon vesting of 2023 performance-based RSUs (footnote F1).
- Withholding: 46,737 shares withheld/surrendered to cover taxes at $64.66 per share for ~$3,022,014 (code F).
- Ownership after transaction: Not specified in the excerpt of the filing provided.
- Notable footnotes: Shares issued on vesting (F1); many reported shares are held in various trusts and family-owned entities (e.g., Udvar‑Hazy Separate Property Trust — F10 — and other family/related-entity disclaimers F2–F9). The filing indicates these shares are held in trusts or by family members and includes customary disclaimers of beneficial ownership.
- Type of transaction: Award + tax-withholding (not an open-market sale).
Context
- These were vested RSUs (an award), not option exercises. The disposition was a tax withholding/cashless settlement (common when RSUs vest) rather than an active open-market sale, so it does not necessarily signal a personal decision to sell shares for investment reasons.
- The late filing may be a regulatory timing issue worth noting for compliance watchers, but the economic event reported is routine (vesting and tax withholding).
Insider Transaction Report
Form 4
UDVAR-HAZY STEVEN F
Director
Transactions
- Award
Air Lease Corporation - Class A Common Stock
[F1]2026-02-12+122,595→ 1,409,961 total - Tax Payment
Air Lease Corporation - Class A Common Stock
2026-02-12$64.66/sh−46,737$3,022,014→ 1,363,224 total
Holdings
- 30,745(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F2] - 14,050(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F3] - 19,500(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F3] - 10,000(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F4] - 21,500(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F4] - 1,300(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F5] - 1,300(indirect: See footnote)
Air Lease Corporation- Class A Common Stock
[F5] - 1,300(indirect: See footnote)
Air Lease Corporation- Class A Common Stock
[F5] - 31,000(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F6] - 321,350(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F7] - 71,000(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F8] - 2,640,000(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F9] - 955,526(indirect: See footnote)
Air Lease Corporation - Class A Common Stock
[F10]
Footnotes (10)
- [F1]Shares issued upon the vesting of performance-based restricted stock units granted to the reporting person in 2023 under the Air Lease Corporation 2014 Equity Incentive Plan.
- [F10]These shares are held by the Udvar-Hazy Separate Property Trust, of which the reporting person is the trustee.
- [F2]These shares are owned by the reporting person's wife. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purpose.
- [F3]These shares are owned by one of the reporting person's daughters. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purpose.
- [F4]These shares are owned by one of the reporting person's sons. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purpose.
- [F5]These shares are held by the reporting person as custodian for one of the reporting person's grandchildren under the California Uniform Transfers to Minors Act. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purpose.
- [F6]These shares are held by Emerald Financial LLC. A separate trust for each of the reporting person's four children owns 25% of the membership interests of Emerald LLC. Inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purpose.
- [F7]These shares are held by Air Intercontinental, Inc., of which the reporting person is the sole stockholder.
- [F8]These shares are held by Ocean Equities, Inc. which is 100% owned by the Hazy Family Community Property Trust 5/28/85 of which the reporting person is the trustee and beneficial owner.
- [F9]These shares are held by the Hazy Family Community Property Trust 5/28/85, of which the reporting person is the trustee and beneficial owner.
Signature
/s/ Lauren Jaeger, Attorney-in-Fact|2026-02-17