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

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
March 30, 2026
Date of Report
(Date of earliest event reported)

AIR LEASE CORPORATION 
(Exact name of registrant as specified in its charter)

 
					
Delaware	 	001-35121	 	27-1840403	
(State or other jurisdiction of
incorporation)	 	(Commission
File Number)	 	(I.R.S. Employer
Identification No.)	

2000 Avenue of the Stars, Suite 1000N	 		
Los Angeles, California	 	90067	
(Address of principal executive offices)	 	(Zip Code)	
Registrant’s telephone number, including area code: (310) 553-0555
Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
 
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
 
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
 
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	
Securities registered pursuant to Section 12(b) of the Act:

Title of each class	 	Trading
Symbol(s)	 	Name of each exchange
on which registered	
Class A Common Stock	 	AL	 	New York Stock Exchange	
3.700% Medium-Term Notes, Series A, due April 15, 2030	 	AL30	 	New York Stock Exchange	
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 7.01	Regulation FD Disclosure. 	
As previously reported, on September 1, 2025, Air Lease Corporation, a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (“Parent”), and Takeoff Merger Sub Inc., a Delaware corporation and indirect wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to the conditions contained in the Merger Agreement, Merger Sub will merge with and into the Company, with the Company surviving as an indirect subsidiary of Parent (the “Merger”). Parent is a holding company that will be owned directly or indirectly by Sumitomo Corporation, a Japanese corporation, SMBC Aviation Capital Limited, a company incorporated with limited liability in Ireland, and investment vehicles affiliated with Apollo managed funds and Brookfield Asset Management Ltd. 
On March 30, 2026, the Company issued a press release announcing the receipt of the final regulatory approval that is a condition to closing the Merger. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. 
The Company expects to complete the Merger on April 8, 2026. Completion of the Merger remains subject to the satisfaction of the remaining closing conditions set forth in the Merger Agreement. Following the Merger, the Class A Common Stock of the Company, par value $0.01 per share (the “Class A Common Stock”) will be delisted from the New York Stock Exchange and the shares of Class A Common Stock will cease to be publicly traded. 
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act. 
 
Item 9.01	Financial Statements and Exhibits. 	
 
(d)	Exhibits. 	

Exhibit
No.	  	Description	
		
99.1	  	Air Lease Corporation Press Release dated March 30, 2026.	
		
104	  	The cover page from this Current Report on Form 8-K formatted in Inline XBRL.	
 
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SIGNATURE 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. 

	 		 	AIR LEASE CORPORATION	
				
Date: March 30, 2026	 		 		 	/s/ Gregory B. Willis	
	 		 	  	 	Gregory B. Willis	
	 		 		 	Executive Vice President and Chief Financial Officer	
 
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