Warden Robert G 4

What Happened

• Robert G. Warden, a director of AerCap Holdings N.V. (AER), had restricted stock units (RSUs) vest and convert into 3,345 ordinary shares on 2026-04-15.
• To satisfy tax withholding obligations, 1,238 of those shares were surrendered/sold at $148.97 per share for proceeds of $184,425. The remaining vested RSUs converted to ordinary shares and were issued to him.
• The filing shows conversion/derivative entries for 807, 1,069 and 1,469 shares (zero-dollar entries) tied to RSU grants from Jan 1, 2024–2026.

Key Details

• Transaction date: 2026-04-15; Form 4 filed 2026-04-17 (timely filing).
• Conversions/vests: 3,345 shares acquired via RSU conversion (code M) at $0.00 per share.
• Tax withholding: 1,238 shares disposed to cover taxes (code F) at $148.97 per share = $184,425.
• Footnotes: F2–F4 note the vesting/conversion of RSUs granted on Jan 1, 2026; Jan 1, 2025; and Jan 1, 2024 (each RSU converts one-for-one to an Ordinary Share). F1 explains the tax-withholding sale.
• Shares owned after the transaction: not specified in the Form 4.

Context

• This was an award/vesting event (RSUs converting to shares), not an open-market purchase or a voluntary sale for investment purposes. The withholding/sale of shares to cover taxes is a common, routine administrative action following vesting and does not necessarily indicate a change in the insider’s view of the company.