AerSale Corp Redomesticates from Delaware to Texas (effective Sept 25, 2026)

What Happened
AerSale Corporation announced that, following stockholder approval at its June 11, 2026 annual meeting, it completed a redomestication from the State of Delaware to the State of Texas effective September 25, 2026 by filing the required certificates and a Texas certificate of formation. The company adopted a new Texas charter and bylaws; internal affairs are now governed by Texas law. The redomestication did not change the company’s name, headquarters, operations, management, employee count, assets, liabilities or net worth (other than transaction costs and potential Texas franchise taxes). A legal opinion from Snell & Wilmer L.L.P. related to the conversion was filed as Exhibit 5.1 to the Form 8‑K.

Key Details

• Effective date of redomestication: September 25, 2026.
• Each outstanding share of AerSale common stock converted one-for-one into Texas corporation common stock (same par value $0.0001).
• Outstanding restricted stock units, options and rights converted automatically into equivalent Texas-stock awards under the same terms.
• Company’s common stock continues trading on Nasdaq under the ticker ASLE with no interruption; stockholders have no appraisal/dissenters’ rights related to the redomestication.

Why It Matters
For investors, the corporate domicile change is primarily a legal and governance shift (Delaware law → Texas law) rather than an operational or economic change to the business or securities outstanding. Share ownership, option/RSU terms, and Nasdaq trading remain intact, so there is no change in share count or immediate shareholder value from the conversion itself. However, the governing law and corporate charter/bylaws have changed, which can affect procedural rights and corporate governance matters going forward; investors should review the Texas charter and bylaws (filed as Exhibits) if they want details on those differences.