SEC Form 4 · accession 0001140361-15-044507
AerCap Holdings N.V. · AER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Aengus Kelly
Officer — Chief Executive Officer · Director
Period of report
Dec 14, 2015
Accepted (ET)
Dec 14, 2015 · 9:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001378789
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | Dec 14, 2015 | J | 1,307,766 | $0.00 | A | 1,879,778 | D | |
| Ordinary SharesF3 | Dec 14, 2015 | J | 20,347 | $0.00 | A | 1,900,125 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2 | — | Dec 14, 2015 | J | 1,983,143 | D | — | — | Ordinary Shares | 1,983,143 | 792,227 | D |
Explanation of responses
- F1This form is filed voluntarily. As a foreign private issuer, AerCap Holdings N.V. is exempted from Section 16 of the Exchange Act by Rule 3a12-3.
- F2Conversion of Restricted Stock Units ("RSUs") into Restricted Stock on a 1-to-1 basis. The converted shares of Restricted Stock are subject to performance criteria and vesting conditions with a risk of forfeiture identical to the RSUs. Part of the Restricted Stock was withheld by AerCap Holdings N.V. to pay taxes incurred by Mr. Kelly in connection with the conversion.
- F3Grant of Restricted Stock pursuant to AerCap Holdings N.V. 2014 Equity Incentive Plan. Part of the Restricted Stock was withheld by AerCap Holdings N.V. to pay taxes incurred by Mr. Kelly in connection with the grant.