AIR LEASE CORPORATION (NYSE:AL) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Adoption of Air Lease Corporation Executive Severance
Plan
On February21, 2017, the Board of Directors (Board) of Air Lease
Corporation, a Delaware corporation (Air Lease or Company), upon
the recommendation of the Compensation Committee (Committee),
approved and adopted the Air Lease Corporation Executive
Severance Plan (Severance Plan), effective as of February22,
2017. The Severance Plan replaces the Companys non-binding
severance guidelines concerning severance and other benefits for
executives who are vice-presidents and above in the event of an
involuntary termination of employment or a termination without
cause for good reason following a change in control of the
Company. Under the Severance Plan, Company employees who are vice
presidents and above, are designated by the Committee (or persons
appointed by the Committee) and who are not party to an
individual severance agreement (Covered Employees) would
generally be entitled to receive severance benefits under the
Severance Plan. The Committee initially designated 11 officers of
the Company excluding the Executive Chairman of the Board of
Directors and the Chief Executive Officer and President of the
Company who each are a party to individual severance agreements.
The severance benefits are generally conditioned upon execution
of a release of claims and continued compliance with
non-competition, confidentiality and non-solicitation provisions
as set forth in the Severance Plan.
The following brief description of the key terms and conditions
of the Severance Plan is qualified in its entirety by reference
to the Severance Plan filed as an Exhibit 10.1 hereto and
incorporated herein by reference.
Termination without Cause by the Company Other Than within
Twenty-Four Months of a Change in Control. If a Covered
Employees employment is terminated by the Company without Cause,
as defined under the Companys 2014 Equity Incentive Plan, other
than within twenty-four months of a Change in Control, as defined
under the Companys 2014 Equity Incentive Plan, the Covered
Employee will be entitled to receive the following:
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accrued but unpaid salary and benefits, expense reimbursement, and any earned but unpaid annual bonus with respect to the last calendar year completed during his or her employment (Accrued Benefits); |
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a prorated annual bonus with respect to the calendar year in which such termination occurs based on actual performance; |
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immediate prorata vesting of any outstanding deferred bonus awards granted under the Companys Amended and Restated Deferred Bonus Plan (Deferred Bonus Plan); |
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an amount equal to the sum of the Covered Employees (x)annual salary in effect as of the date of termination and (y)the average of the annual bonus payments received during the thirty-six month period immediately prior to the Covered Employees date of termination, multiplied by a multiplier of 1x for executive vice presidents and by a multiplier of .5x for senior vice presidents, payable in substantially equal installments over one year from the date of termination for executive officers and six months from the date of termination for senior vice presidents; |
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continued health coverage until one year from the date of termination for executive vice presidents and six months from the date of termination for senior vice presidents; |
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pro rata vesting based on actual Company performance for any then current performance periods for outstanding performance-based equity awards; and |
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pro rata vesting through date of termination for outstanding time-vesting equity awards. |
Termination without Cause or by the Covered Employee for Good
Reason within 24 months of a Change in Control. If a Covered
Employees employment is terminated by the Company without Cause
or is terminated by a Covered Employee for Good Reason, as
defined in the Severance Plan, within 24 months of a Change in
Control, the Covered Employee will be entitled to receive the
following:
| Accrued Benefits; |
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pro rata payout of the target annual bonus for the year in which the termination occurs; |
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full vesting of any outstanding deferred bonus awards granted under the Companys Deferred Bonus Plan; |
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a lump sum cash payment in an amount equal to the sum of the Covered Employees (x)annual salary in effect as of the date of termination and (y)target annual bonus for the calendar year in which the termination occurs, multiplied by a multiplier of 2x for executive vice presidents and by a multiplier of 1x for senior vice presidents; |
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a lump sum cash payment in an amount equal to the COBRA costs of providing benefits under the group health plans in which the Covered Employee was participating at the time of termination of employment for two years for executive vice presidents and one year for senior vice presidents; |
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full vesting at target level of performance for outstanding performance-based equity awards for any open performance periods; and |
| full vesting for outstanding time-vesting equity awards. |
Termination due to Disability or death. If a Covered
Employees employment is terminated due to Disability, as defined
under the Companys 2014 Equity Incentive Plan, or death, the
Covered Employee or his or her estate or beneficiaries will be
entitled to receive
| Accrued Benefits; |
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a prorated annual bonus with respect to the calendar year in which such termination occurs; |
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continued vesting based on actual Company performance for outstanding performance-based equity awards; and |
| full vesting for outstanding time-vesting equity awards. |
If any of the Covered Employees benefits are parachute payments,
the Covered Employee will be entitled to (a)his or her benefits
reduced so that no portion of such benefits is subject to excise
tax or (b)his or her benefits without any such reduction,
whichever is greater on an after-tax-basis.
The Board may amend, modify or terminate the Severance Plan at
any time in its sole and exclusive discretion subject to certain
limitations.
Item9.01Financial Statements and Exhibits.
(d)Exhibits
Exhibit10.1Air Lease Corporation Executive Severance Plan
About AIR LEASE CORPORATION (NYSE:AL)
Air Lease Corporation is an aircraft leasing company. The Company is principally engaged in purchasing new commercial jet transport aircraft directly from aircraft manufacturers, such as The Boeing Company (Boeing) and Airbus S.A.S. (Airbus), and leasing those aircraft to airlines across the world. Along with its leasing activities, the Company sells aircraft from its operating lease portfolio to third parties, including other leasing companies, financial services companies and airlines. The Company also provides fleet management services to investors and owners of aircraft portfolios for a management fee. The Company provides aircraft to airline customers in various markets, such as Asia, the Pacific Rim, Latin America, the Middle East, Europe, Africa and North America. The Company owns approximately 240 aircraft, including over 180 single-aisle narrowbody jet aircraft, approximately 40 twin-aisle widebody jet aircraft and over 20 turboprop aircraft. AIR LEASE CORPORATION (NYSE:AL) Recent Trading Information
AIR LEASE CORPORATION (NYSE:AL) closed its last trading session down -1.16 at 38.11 with 1,022,803 shares trading hands.
