AerCap Holdings N.V. — Director's Dealing 2015

Dec 11, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AerCap Holdings N.V. (AER)
CIK: 0001378789
Period of Report: 2015-12-09

Reporting Person: CHAPMAN JAMES N (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-09	Ordinary Shares	S	1400	$41.287	Disposed	6615	Direct
2015-12-09	Ordinary Shares	S	400	$41.284	Disposed	6215	Direct
2015-12-09	Ordinary Shares	S	100	$41.284	Disposed	6115	Direct
2015-12-09	Ordinary Shares	S	100	$41.281	Disposed	6015	Direct
2015-12-09	Ordinary Shares	C	1443	—	Acquired	7458	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-09	Ordinary Share Options (Right to Buy)	$11.29	C	2151	Disposed	2021-12-31	Ordinary Shares (1574)	Direct
2015-12-09	Ordinary Share Options (Right to Buy)	$14.12	C	1774	Disposed	2020-12-31	Ordinary Shares (1179)	Direct

Footnotes

F1: This form is filed voluntarily. As a foreign private issuer, AerCap Holdings N.V. is exempted from Section 16 of the Exchange Act by Rule 3a12-3.

F2: The exercise of Ordinary Share Options resulted in Ordinary Shares at an amount equal to the product of (A) 2,151 and (B) the excess of the current AerCap Holdings N.V. share price ($42.12) over the exercise price ($11.29), divided by the current AerCap Holdings N.V. share price. Some of the Ordinary Shares resulting from the exercise of the Ordinary Share Options are being withheld by AerCap Holdings N.V. to pay taxes payable by J. Chapman in connection with the conversion of Ordinary Share Options.

F3: The exercise of Ordinary Share Options resulted in Ordinary Shares at an amount equal to the product of (A) 1,774 and (B) the excess of the current AerCap Holdings N.V. share price ($42.12) over the exercise price ($14.12), divided by the current AerCap Holdings N.V. share price. Some of the Ordinary Shares resulting from the exercise of the Ordinary Share Options are being withheld by AerCap Holdings N.V. to pay taxes payable by J. Chapman in connection with the conversion of Ordinary Share Options.