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AerCap Holdings N.V. Director's Dealing 2015

May 13, 2015

30262_dirs_2015-05-13_7e3e2cc1-bb5b-4cb9-942f-136b78d1b1fa.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AerCap Holdings N.V. (AER)
CIK: 0001378789
Period of Report: 2015-05-13

Reporting Person: Kelly Aengus (Director, Chief Executive Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-05-13 Ordinary Shares A 318000 Acquired 672012 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-05-13 Restricted Stock Units $ C 500000 Acquired 2015-05-13 Ordinary Shares (500000) 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: Vesting of Restricted Stock Units ("RSU's") in accordance with the Restricted Stock Unit Award Agreement dated July 16, 2010. Each RSU listed in Table II vested and converted into Ordinary Shares on a 1-to-1 basis. Some of the Ordinary Shares that were issued are being withheld by AerCap Holdings N.V. to pay wage taxes payable by A. Kelly in connection with the vesting of the RSUs.