UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
May 4, 2016
Date of Report
(Date of earliest event reported)
AIR LEASE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
|
001-35121 |
|
27-1840403 |
(State or other jurisdiction of |
|
(Commission File Number) |
|
(I.R.S. Employer |
2000 Avenue of the Stars, Suite 1000N |
|
90067 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrants telephone number, including area code: (310) 553-0555
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
The following proposals were submitted to Air Lease Corporations (the Companys) stockholders at the 2016 Annual Meeting of Stockholders held on May 4, 2016:
1) The election of eight directors to hold office until the next annual meeting of stockholders or until their respective successors have been duly elected and qualified.
2) The ratification of KPMG LLP as the Companys independent registered public accounting firm for the fiscal year ended December 31, 2016.
3) The advisory approval of 2015 compensation awarded to named executive officers.
Holders of our Class A Common Stock are entitled to one vote per share on all matters submitted to a vote of stockholders. The number of votes cast for and against, and the number of abstentions and broker non-votes with respect to, each matter are set forth below:
Election of Directors
Director Nominee |
Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
|||||
Matthew J. Hart |
|
82,873,796 |
|
171,478 |
|
31,032 |
|
11,989,283 |
|
Cheryl Gordon Krongard |
78,841,814 |
|
4,168,063 |
|
66,429 |
|
11,989,283 |
||
Marshall O. Larsen |
82,858,767 |
|
184,860 |
|
32,679 |
|
11,989,283 |
||
Robert A. Milton |
78,892,926 |
|
4,120,189 |
|
63,191 |
|
11,989,283 |
||
John L. Plueger |
82,833,598 |
|
209,639 |
|
33,069 |
|
11,989,283 |
||
Ian M. Saines |
82,835,127 |
|
207,891 |
|
33,288 |
|
11,989,283 |
| |
Dr. Ronald D. Sugar |
77,712,630 |
|
5,304,982 |
|
58,694 |
|
11,989,283 |
||
Steven F. Udvar-Házy |
81,582,518 |
|
1,392,050 |
|
101,738 |
|
11,989,283 |
The eight nominees were elected to the Board of Directors and will serve as directors until our next annual meeting or until their respective successors are elected and qualified.
Ratification of KPMG LLP as Air Lease Corporations Independent Registered Public Accounting Firm for 2016
The results of the voting were 94,922,097 for, 110,246 against and 33,246 abstentions. There were no broker non-votes on this matter. The appointment of KPMG LLP was ratified for 2016.
Advisory Approval of 2015 Compensation Awarded to Named Executive Officers
The results of the voting were 60,251,995 for, 19,767,790 against, 3,056,521 abstentions and 11,989,283 broker non-votes. The 2015 compensation awarded to Air Lease Corporations named executive officers was approved on an advisory basis.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
AIR LEASE CORPORATION |
Date: May 5, 2016 |
/s/ Carol H. Forsyte |
|
Carol H. Forsyte |
|
Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer |