Sec Form 4 Filing - Pollard Charles W. @ Aircastle LTD - 2019-01-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Pollard Charles W.
2. Issuer Name and Ticker or Trading Symbol
Aircastle LTD [ AYR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O AIRCASTLE ADVISOR LLC, 201 TRESSER BLVD, 4TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
01/01/2019
(Street)
STAMFORD, CT06901
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Shares 01/01/2019 F( 1 ) 1,564 D $ 17.24 ( 2 ) 8,540 D
Common Shares 01/01/2019 A 7,831 A $ 0 ( 3 ) 16,371 D
Common Shares 34,916 I By Trust ( 4 )
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)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pollard Charles W.
C/O AIRCASTLE ADVISOR LLC
201 TRESSER BLVD, 4TH FLOOR
STAMFORD, CT06901
X
Signatures
/s/Charles W. Pollard 01/03/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Common shares repurchased by the Company pursuant to an irrevocable election made by the reporting person under the Amended and Restated Aircastle Limited 2014 Omnibus Incentive Plan (the "Plan"), with proceeds of such repurchase being paid to the reporting person for the application by the reporting person to the reporting person's federal tax withholding obligations arising in connection with vesting, on January 1, 2019 of 5,772 common shares granted under the Plan.
( 2 )The repurchase price of $17.24 paid by the Company was the closing price on December 31, 2018 the last trading day preceding the date the sale was reported, as provided in the Plan.
( 3 )Grant of restricted shares under the Plan. Shares vest on January 1, 2020, subject to the terms of the Plan and related grant agreements.
( 4 )All shares held by the Charles W. Pollard Family Trust U/A TD 06/20/1997. (Charles W. Pollard, TTEE and Lynna M Pollard, TEE)

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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