AerSale (ASLE) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 11, 2026, to be held virtually, with shareholders able to vote online or by proxy.

• Four main proposals: election of seven directors, advisory vote on executive compensation, redomestication from Delaware to Texas, and ratification of Grant Thornton LLP as auditor.

• Board recommends voting FOR all proposals.

• Proxy materials and annual report are available online; shareholders encouraged to vote promptly.

Voting matters and shareholder proposals

• Proposal 1: Elect seven directors to serve until the 2027 Annual Meeting.

• Proposal 2: Advisory (non-binding) vote to approve named executive officer compensation.

• Proposal 3: Approve redomestication from Delaware to Texas by conversion.

• Proposal 4: Ratify Grant Thornton LLP as independent auditor for fiscal year ending December 31, 2026.

• Board unanimously recommends FOR all proposals.

Board of directors and corporate governance

• Board consists of seven directors, five of whom are independent.

• Annual election of directors; no classified board structure.

• Board committees: Audit, Compensation, Governance, and Investment, all with written charters.

• Governance practices include majority voting, annual say-on-pay, stock ownership guidelines, and an ethics hotline.

• Board diversity includes three female or racially diverse nominees.