Aircastle Limited (NYSE:AYR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02(e) disclosure regarding shareholder approval of the
Aircastle Limited Amended and Restated 2014 Omnibus Incentive
Plan (the AR 2014 Plan) and (ii)revise paragraph 5 under Item
5.07 of the Original Form 8-K to disclose the Companys
decision regarding how frequently it will conduct future
shareholder advisory votes to approve the compensation of the
Companys named executive officers.No other changes are hereby
made to the Original Form 8-K.
Section5
Corporate Governance and Management
Item5.02
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Principal Officers; Compensatory
Arrangements of Certain Officers
(e)
Compensatory Arrangements
On May19, 2017,
shareholders of the Company approved the adoption of AR 2014
Plan. The AR 2014 Plan was previously approved by the Companys
Compensation Committee and Board of Directors. The AR 2014 Plan
is an important tool for attracting, retaining and motivating
participants through the grant of equity-based compensation that
promotes long-term shareholder value and the alignment of pay and
performance.
A summary of the
AR 2014 Plan was included in the Companys definitive proxy
statement filed with the U.S. Securities and Exchange Commission
on April5, 2017 (the Definitive Proxy Statement) under the
section entitled Material Features of the Amended and Restated
2014 Plan beginning on page 42. The summary of the AR 2014 Plan
in the Definitive Proxy Statement is qualified in its entirety by
reference to the full text of the AR 2014 Plan, which is attached
hereto as Exhibit 10.1 and is incorporated herein by
reference.
Item5.07
Submission of Matters to a Vote of Security
Holders
5. An advisory
vote on the frequency of the advisory vote on executive
compensation.
|
One Year |
31,945,340 | |||
|
Two Years |
86,678 | |||
|
Three Years |
26,624,196 | |||
|
Abstain |
66,988 | |||
|
Broker Non-Votes |
15,026,293 |
Shareholders of
the Company voted, on an advisory basis, to hold future advisory
votes on executive compensation annually. In line with this
recommendation by our shareholders, the Board of Directors has
decided that, unless otherwise changed by action of the Board of
Directors, the Company will hold an advisory vote on executive
compensation annually until the next advisory vote on the
frequency of the shareholder votes on executive compensation,
which will occur no later than our Annual General Meeting in
2023.
Section 9
Financial Statements and Exhibits
Item 9.01
Financial Statements and Exhibits.
(d) Exhibit 10.1
Aircastle Limited Amended and Restated 2014 Omnibus Incentive
Plan
About Aircastle Limited (NYSE:AYR)
Aircastle Limited is a holding company. The Company, through its subsidiaries, is engaged in investing in aviation assets, including acquiring, leasing, managing and selling utility commercial jet aircraft. The Company operates through leasing, financing, selling and managing commercial flight equipment segment. The Company’s aircraft portfolio consists of approximately 160 aircraft leased to over 50 lessees located in approximately 30 countries. Its aircraft fleet is managed by a team based in the United States, Ireland and Singapore. The Company’s aircraft portfolio includes passenger narrow-body aircrafts, passenger wide-body aircrafts and freighter aircrafts. The Company has operations in Europe, Asia and Pacific, North America, South America, and the Middle East and Africa. The Company also focuses on making investments in other aviation assets, including debt investments secured by commercial jet aircraft. Aircastle Limited (NYSE:AYR) Recent Trading Information
Aircastle Limited (NYSE:AYR) closed its last trading session down -0.07 at 22.51 with 282,634 shares trading hands.