Form 4 - Statement of changes in beneficial ownership of securities
12 June 2024 - 7:43AM
Edgar (US Regulatory)
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
|
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
| 255 ALHAMBRA CIRCLE, SUITE 435 |
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(Street)
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2. Issuer Name and Ticker or Trading Symbol
AerSale Corp
[ ASLE ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
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See Remarks |
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3. Date of Earliest Transaction
(Month/Day/Year)
06/07/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
06/07/2024 |
|
A |
|
8,371
|
A |
$0.00
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18,853 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option (right to buy) |
$7.02
|
06/07/2024 |
|
A |
|
15,759 |
|
|
06/07/2034 |
Common Stock |
15,759 |
$0
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15,759 |
D |
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| Explanation of Responses: |
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| Remarks: |
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/s/ James Fry, Attorney-in-fact for Benjamin T. Tschirhart |
06/11/2024 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24
LIMITED POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Nicolas Finazzo, Martin Garmendia and James Fry, signing individually, as the undersigned's true
and lawful attorneys-in-fact to:
| |
(1) |
Prepare, execute in the undersigned's
name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”)
a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling
the undersigned to make electronic filings with the SEC of reports required by Section l 6(a) of the Securities Exchange
Act of 1934 (the “Exchange Act”) or any rule or regulation of the SEC; |
| (2) | Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or
stockholder of AerSale Corporation (the “Company”), Forms 3, 4, and 5 and amendments thereto in accordance with Section 16(a) of
the Exchange Act and the rules thereunder; |
| (2) | Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable
to complete and execute any such Form 3, 4, or 5 or amendment thereto and timely file such form with the SEC and any stock
exchange or similar authority; and |
| (3) | Take any other action of any type whatsoever which, in the opinion of any such attorney-in-fact, may
be necessary or desirable in connection with the foregoing authority, it being understood that the documents executed by and such attorney-in-fact
on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney- in-fact's discretion. |
The undersigned hereby grants
to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary, or
proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited
Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorney-in-facts,
in serving in such capacity at the request of the undersigned, is not assuming, nor is any Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act.
This Limited Power of
Attorney shall remain in full force and effect until the earlier to occur of (a) undersigned is no longer required to file
Forms 3, 4, and 5 with respect to any securities issued by the Company, (b) revocation by the undersigned in a signed writing
delivered to the foregoing attorney-in-fact and (c) as to any attorney-in-fact individually, until such attorney-in-fact is no
longer employed by the Company. This Limited Power of Attorney may be filed with the SEC as a confirming statement of the authority
granted herein.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of August 30, 2023.
| |
/s/ Ben Tschirhart |
| |
Ben Tschirhart |
The foregoing instrument was acknowledged before
me this 30 day of August 2023, by Ben Tschirhart, personally known to me.
 |
|
/s/ Amy Blanchfield |
| Amy Blanchfield |
Amy Blanchfield, Notary Public |
| Comm.: HH 256587 |
Miami-Dade County, Florida |
| Expires:
April 24, 2026 |
|
| Notary Public - State of
Florida |
|
Exhibit 24
LIMITED POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Nicolas Finazzo, Martin Garmendia and James Fry, signing individually, as the undersigned's true
and lawful attorneys-in-fact to:
| |
(1) |
Prepare, execute in the undersigned's
name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”)
a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling
the undersigned to make electronic filings with the SEC of reports required by Section l 6(a) of the Securities Exchange
Act of 1934 (the “Exchange Act”) or any rule or regulation of the SEC; |
| (2) | Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or
stockholder of AerSale Corporation (the “Company”), Forms 3, 4, and 5 and amendments thereto in accordance with Section 16(a) of
the Exchange Act and the rules thereunder; |
| (2) | Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable
to complete and execute any such Form 3, 4, or 5 or amendment thereto and timely file such form with the SEC and any stock
exchange or similar authority; and |
| (3) | Take any other action of any type whatsoever which, in the opinion of any such attorney-in-fact, may
be necessary or desirable in connection with the foregoing authority, it being understood that the documents executed by and such attorney-in-fact
on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney- in-fact's discretion. |
The undersigned hereby grants
to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary, or
proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited
Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorney-in-facts,
in serving in such capacity at the request of the undersigned, is not assuming, nor is any Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act.
This Limited Power of
Attorney shall remain in full force and effect until the earlier to occur of (a) undersigned is no longer required to file
Forms 3, 4, and 5 with respect to any securities issued by the Company, (b) revocation by the undersigned in a signed writing
delivered to the foregoing attorney-in-fact and (c) as to any attorney-in-fact individually, until such attorney-in-fact is no
longer employed by the Company. This Limited Power of Attorney may be filed with the SEC as a confirming statement of the authority
granted herein.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of August 30, 2023.
| |
/s/ Ben Tschirhart |
| |
Ben Tschirhart |
The foregoing instrument was acknowledged before
me this 30 day of August 2023, by Ben Tschirhart, personally known to me.
| |
|
/s/ Amy Blanchfield |
| Amy Blanchfield |
Amy Blanchfield, Notary Public |
| Comm.: HH 256587 |
Miami-Dade County, Florida |
| Expires:
April 24, 2026 |
|
| Notary Public - State of
Florida |
|
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