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You should read this discussion in conjunction with our audited Consolidated Financial Statements and the related notes included in this annual report. Our financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The discussion below contains forward-looking statements that are based upon our current expectations and are subject to uncertainty and changes of circumstances. Refer to “Item 3. Key Information—Risk Factors” and “Special Note About Forward-Looking Statements.”
Overview
Net income attributable to AerCap Holdings N.V. for the year ended December 31, 2025 was $3.8 billion, compared to net income attributable to AerCap of $2.1 billion for the year ended December 31, 2024. For the year ended December 31, 2025, diluted earnings per share was $21.30 and the weighted average number of diluted shares outstanding was 176,115,641, compared to diluted earnings per share of $10.79 and weighted average number of diluted shares of 194,489,171 for the year ended December 31, 2024. Net cash flows provided by operating activities were $5.4 billion for the years ended December 31, 2025 and 2024.
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Major developments in 2025
In 2025, AerCap:
•Executed a total of 705 transactions, including 371 lease agreements;
•Completed purchases of 145 assets, including 71 fuel-efficient, new technology owned aircraft, for approximately $5.4 billion;
•Completed sales of 189 assets for aggregate proceeds of approximately $3.9 billion, including 108 owned aircraft with an average age of 15 years;
•Received net recoveries of approximately $1.5 billion, which primarily included cash insurance settlement proceeds and proceeds from a judgment by the London Commercial Court in respect of our claim against our insurers over aircraft and engines lost in Russia;
•Entered into a purchase agreement with Airbus for 52 A320neo Family aircraft that had previously been part of the Spirit Airlines order book, with options to purchase up to 45 additional A320neo Family aircraft;
•Repurchased an aggregate of 22.1 million ordinary shares for approximately $2.4 billion under share repurchase programs authorized by our Board of Directors in 2024 and 2025;
•Arranged approximately $13.2 billion of financing, consisting of notes issuances in the capital markets, bank debt and revolving credit facilities;
•Received a credit rating upgrade to BBB+ by Fitch Ratings; now rated BBB+ by all three major rating agencies; and
•Declared quarterly dividends on our ordinary shares aggregating approximately $192 million.
Aviation assets
During the year ended December 31, 2025, we purchased 71 new technology owned aircraft, 53 engines and 21 helicopters for approximately $5.4 billion. As of December 31, 2025, we owned 1,501 aircraft and managed 148 aircraft. We also owned or managed approximately 1,200 engines (including engines owned and managed by SES) and owned over 300 helicopters. As of December 31, 2025, we had 283 new aircraft on order. The average age of our fleet of owned passenger aircraft, weighted by net book value, was 7.3 years as of December 31, 2025.
Significant components of revenues and expenses
Revenues and other income
Our revenues and other income consist primarily of basic lease rents, maintenance rents and other receipts, net gain on sale of assets and other income.
Basic lease rents and maintenance rents and other receipts
Our flight equipment lease agreements generally provide for the periodic payment of a fixed or a floating amount of rent. Floating rents for flight equipment are tied to interest rates during the terms of the respective leases. During the year ended December 31, 2025, 1% of our basic lease rents from flight equipment under operating leases was attributable to leases with lease rates tied to floating interest rates. In addition, our leases require the payment of supplemental maintenance rent based on utilization during the lease term, or EOL compensation calculated with reference to the condition of the aircraft at lease expiration. The amount of basic lease rents and maintenance rents and other receipts (together, “lease revenue”) we recognize is primarily influenced by the following five factors:
•the contracted lease rate, which is highly dependent on the age, condition and type of the leased aircraft;
•for leases with rates tied to floating interest rates, interest rates during the term of the lease;
•the number of aircraft currently subject to lease contracts;
•the lessee’s performance of its lease obligations; and
•the amount of EOL compensation payments we receive, maintenance revenue and other receipts recognized during the lease and accrued maintenance liabilities recognized as revenue at the end of a lease.
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In addition to aircraft-specific factors such as the type, condition and age of the aircraft, the lease rates for our leases with fixed rental payments are initially determined in part by reference to the prevailing interest rate for a debt instrument with a term similar to the lease term and with a similar credit quality as the lessee at the time we enter into the lease. Many of the factors described above are influenced by global and regional economic trends, airline market conditions, the supply and demand balance for the type of aircraft we own and our ability to remarket our aircraft subject to expiring lease contracts under favorable economic terms.
As of December 31, 2025, 1,457 of our 1,501 owned aircraft were on lease, with no lessee representing more than 10% of total lease revenue for the year ended December 31, 2025. As of December 31, 2025, our owned aircraft portfolio included 44 aircraft that were off-lease. As of February 6, 2026, of these 44 aircraft, seven were re-leased or under commitments for re-lease, 27 aircraft were being marketed for re-lease (which represented approximately 2% of the aggregate net book value of our fleet) and ten aircraft were designated for sale or part-out (which represented less than 1% of the aggregate net book value of our fleet).
Net gain on sale of assets
Our net gain on sale of assets is generated from the sale of our flight equipment and is largely dependent on the condition of the asset being sold, prevailing interest rates, airline market conditions and the supply and demand balance for the type of asset we are selling. The timing of asset sale closings is often uncertain, as a sale may be concluded swiftly or negotiations may extend over several weeks or months. As a result, even if net gain on sale of assets is comparable over a long period of time, during any particular reporting period we may close significantly more or fewer sale transactions than in other reporting periods. Accordingly, net gain on sale of assets recorded in one reporting period may not be comparable to net gain on sale of assets in other reporting periods.
Other income
Other income consists of proceeds from interest revenue, management fee revenue, insurance proceeds, claims sales, inventory sales and income related to other miscellaneous activities.
Our interest revenue is derived primarily from interest on unrestricted and restricted cash balances and on financial instruments we hold, such as notes receivable, loans receivable and subordinated debt investments in unconsolidated securitization vehicles or affiliates. The amount of interest revenue we recognize in any period is influenced by our unrestricted or restricted cash balances, the principal balance of financial instruments we hold, contracted or effective interest rates, and movements in provisions for financial instruments which can affect adjustments to valuations or provisions.
We generate management fee revenue by providing management services to non-consolidated aircraft and engine securitization vehicles, joint ventures, and other third parties. Our management services include aircraft and engine asset management services, such as leasing, remarketing aircraft and engines for lease or sale, technical advisory services, cash management and treasury services, and accounting and administrative services.
Operating expenses
Our operating expenses consist primarily of depreciation and amortization, net (recoveries) charges related to Ukraine Conflict, interest expense, leasing expenses and selling, general and administrative expenses.
Depreciation and amortization
Our depreciation expense is influenced by the adjusted gross book values, depreciable lives and estimated residual values of our flight equipment. Adjusted gross book value is the original cost of our flight equipment, adjusted for subsequent capitalized improvements, impairments and accounting basis adjustments associated with a business combination or a purchase-and-leaseback transaction. In addition, we have definite-lived intangible assets which are amortized over the period which we expect to derive economic benefits from such assets.
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Net recoveries related to Ukraine Conflict
The Ukraine Conflict, including the sanctions and the actions of our former Russian lessees and the Russian government, represents an unusual and infrequent event the financial effect of which is classified separately on our Consolidated Income Statements. During the year ended December 31, 2025, we recognized net recoveries of $1.5 billion, which primarily included recoveries of $973 million pursuant to the June 11, 2025 judgment from the London Commercial Court in respect of our claim against the insurers under our C&P Policy and the award of $234 million of interest on that judgment, as well as cash insurance settlement proceeds of $280 million pursuant to settlements in respect of the insurance policies of four Russian airlines covering 16 aircraft and one engine lost in Russia. During the year ended December 31, 2024, we recognized recoveries of $195 million, which primarily consisted of insurance settlement proceeds received. Refer to Note 25—Net (recoveries) charges related to Ukraine Conflict to our Consolidated Financial Statements included in this annual report.
Interest expense
Our interest expense arises from a variety of debt funding structures and related derivative financial instruments as described in “Item 11. Quantitative and Qualitative Disclosures About Market Risk,” Note 12—Derivative financial instruments and Note 15—Debt to our Consolidated Financial Statements included in this annual report. Interest expense in any period is primarily affected by contracted interest rates, amortization of debt issuance costs and debt discounts and premiums, principal amounts of indebtedness, amortization of fair value adjustments and unrealized mark-to-market gains or losses on derivative financial instruments for which we do not achieve cash flow hedge accounting treatment.
Leasing expenses
Our leasing expenses consist primarily of maintenance rights asset amortization expense, maintenance expenses on our flight equipment, which we incur during the lease through lessor maintenance contributions or when we perform maintenance on our off-lease aircraft, expenses we incur to monitor the maintenance condition of our flight equipment during a lease, expenses incurred to transition flight equipment from an expired or early-terminated lease to a new lease contract, which may arise due to a lessee default or restructuring, non-capitalizable flight equipment expenses, litigation expenses, insurance expenses and provisions for credit losses on notes receivable, loans and investment in finance leases, net.
Maintenance rights assets are recognized at fair value when we acquire flight equipment subject to existing leases. These assets represent the contractual right to receive the aircraft in a specified maintenance condition at the end of the lease under lease contracts with EOL payment provisions, or our right to receive the aircraft in better maintenance condition due to aircraft maintenance events performed by the lessee either through reimbursement of maintenance deposit rents held under lease contracts with maintenance reserve (“MR”) provisions, or through a lessor contribution to the lessee.
For leases with EOL maintenance provisions, upon lease termination, we recognize receipt of EOL cash compensation as lease revenue to the extent those receipts exceed the EOL maintenance rights asset, and we recognize leasing expenses when the EOL maintenance rights asset exceeds the EOL cash received. For leases with maintenance reserve payment provisions, we recognize maintenance rights expense at the time the lessee submits a reimbursement claim and provides the required documentation related to the cost of a qualifying maintenance event that relates to pre-acquisition usage.
Selling, general and administrative expenses
Our selling, general and administrative expenses consist primarily of personnel expenses, including salaries and benefits, share-based compensation expense, professional and advisory costs, office facility expenses and travel expenses, as summarized in Note 23—Selling, general and administrative expenses to our Consolidated Financial Statements included in this annual report. The level of our selling, general and administrative expenses is influenced primarily by the number of our employees and the extent of transactions or ventures we pursue that require the assistance of outside professionals or advisors.
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Income tax (expense) benefit
Our operations are taxable primarily in Ireland, the significant jurisdiction where we manage our business. Deferred taxes are provided to reflect the impact of temporary differences between our income before income taxes and our taxable income. The primary source of temporary differences is the availability of tax depreciation in our primary operating jurisdiction. Our effective tax rate has varied from year to year. Our effective tax rate is impacted by the source and amount of earnings among our various tax jurisdictions, permanent tax differences relative to pre-tax income or loss, and certain other discrete items.
We have tax losses in certain jurisdictions that can be carried forward, which we recognize as deferred tax assets. We evaluate the recoverability of deferred tax assets in each jurisdiction in each period based upon our estimates of future taxable income in these jurisdictions. If we determine that we are not likely to generate sufficient taxable income in a jurisdiction prior to expiration, if any, of the availability of tax losses, we establish a valuation allowance against the tax loss to reduce the deferred tax asset to its recoverable value. We evaluate the appropriate level of valuation allowances annually and make adjustments as necessary. Increases or decreases to valuation allowances can affect our income tax (expense) benefit in our Consolidated Income Statements and consequently may affect our effective tax rate in a given year.
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Factors affecting our results
Our results of operations have also been affected by a variety of other factors, primarily:
•the number, type, age and condition of the flight equipment we own;
•aviation industry market conditions, including general economic and political conditions;
•the demand for our flight equipment and the resulting lease rates we are able to obtain for our flight equipment;
•the availability and cost of debt capital to finance purchases of flight equipment;
•the purchase price we pay for our flight equipment;
•the number, type and sale price of flight equipment, or parts in the event of a part-out of flight equipment, we sell in a period;
•the ability of our lessees to meet their lease obligations, and the timing thereof, and maintain our flight equipment in airworthy and marketable condition;
•the continued impacts of the Ukraine Conflict, including the resulting sanctions by the United States, the European Union, the United Kingdom and other countries, on our business and results of operations, financial condition and cash flows;
•increased global inflation leading to rising interest rates, which affect our lease revenues, our interest expense, the market value of our interest rate derivatives, and the market value of our flight equipment;
•the utilization rates of our flight equipment;
•the recognition of non-cash share-based compensation expense related to the issuance of restricted stock units or restricted stock;
•our expectations of future maintenance reimbursements and lessee maintenance contributions;
•our ability to fund our business; and
•our ability to recover claims related to insurance policies, airline bankruptcies or other restructurings.
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Factors affecting the comparability of our results
Net recoveries related to Ukraine Conflict
During 2025, we recognized pre-tax recoveries related to the Ukraine Conflict of $1.5 billion in our earnings, which primarily included recoveries of $973 million pursuant to the June 11, 2025 judgment from the London Commercial Court in respect of our claim against the insurers under our C&P Policy and the award of $234 million of interest on that judgment, as well as cash insurance settlement proceeds of $280 million pursuant to settlements in respect of the insurance policies of four Russian airlines covering 16 aircraft and one engine lost in Russia.
During 2024, we recognized pre-tax recoveries related to the Ukraine Conflict of $195 million in our earnings, which primarily consisted of insurance settlement proceeds received.
Refer to Note 25—Net (recoveries) charges related to Ukraine Conflict to our Consolidated Financial Statements included in this annual report for further details.
Sales transactions
During 2025, we completed sales of flight equipment for aggregate proceeds of $3.9 billion and recognized a net gain on sale of assets of $819 million.
During 2024, we completed sales of flight equipment for aggregate proceeds of $3.1 billion and recognized a net gain on sale of assets of $651 million.
Share repurchases
During 2025, our Board of Directors authorized total repurchases of up to $3.3 billion of AerCap ordinary shares and we repurchased an aggregate of 22.1 million of our ordinary shares under share repurchase programs at an average price of $109.92 per ordinary share, for approximately $2.4 billion.
During 2024, our Board of Directors authorized total repurchases of up to $1.5 billion of AerCap ordinary shares and we repurchased an aggregate of 16.8 million of our ordinary shares under share repurchase programs at an average price of $87.80 per ordinary share, for approximately $1.5 billion.
Trends in our business
Overall global air passenger traffic, measured in revenue passenger kilometers (“RPK”), grew by 5.3% in 2025 compared to 2024, according to the International Air Transport Association (“IATA”). Growth was driven mainly by international travel, particularly in the Asia Pacific region where RPK grew by 7.8% compared to 2024. Globally, supply constraints continue to keep load factors at record highs, supporting yields and airline profits. IATA expects global air passenger traffic to continue growing in 2026, with RPK forecast to increase by 4.9% compared to 2025. The Asia Pacific region is once again forecasted to be the largest contributor to this growth. The lower level of forecasted growth in 2026 compared to 2025 is mainly due to the expected continuation of supply constraints, including limited aircraft availability and labor shortages.
Critical accounting estimates
Our Consolidated Financial Statements are prepared in accordance with U.S. GAAP, and require us to make estimates and assumptions that affect the amounts reported in our Consolidated Financial Statements and accompanying notes. The use of estimates is or could be a significant factor affecting the reported amounts of assets, liabilities, revenues, expenses, and related disclosures of contingent assets and liabilities. Our estimates and assumptions are based on historical experiences and currently available information that management believes to be reasonable under the circumstances. Actual results may differ from our estimates under different conditions, sometimes materially. Critical accounting estimates are defined as those that are both most important to the portrayal of our financial condition and results of operations and that require our judgments, estimates and assumptions. Our critical accounting estimates are described below.
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Flight equipment held for operating leases, net
Flight equipment held for operating leases is stated at cost less accumulated depreciation and impairment. Flight equipment is depreciated to its estimated residual value on a straight-line basis over the useful life of the asset. The costs of improvements to flight equipment are generally recorded as leasing expenses unless the improvement increases the long-term value of the flight equipment. In that case, the improvement cost is capitalized and depreciated over the estimated remaining useful life of the aircraft.
Useful Life (a) Residual Value (b)
Passenger aircraft 25 years 15 %
Freighter aircraft 35 years 15 %
Helicopters 30 years 20 %
Engines 20 years 60 %
(a) Useful life may be determined to be a different period depending on the disposition strategy.
(b) Estimated industry price, except where more relevant information indicates that a different residual value is more appropriate.
We periodically review the estimated useful lives and residual values of our flight equipment based on our industry knowledge, external factors, such as current market conditions, and changes in our disposition strategies, to determine if they are appropriate, and record adjustments to depreciation rates prospectively on an individual asset basis, as necessary.
We test flight equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The quarterly impairment assessments are primarily triggered by potential sale transactions, leasing transactions, early-terminated leases, credit events impacting lessees or forecasted significant and permanent declines in the demand for asset types. The quantitative impairment test is performed at the lowest level for which identifiable cash flows are largely independent of other groups of assets, which is the individual asset, including the lease-related assets and liabilities of that asset, such as the maintenance rights assets, lease incentives, and maintenance liabilities (the “Asset Group”). If the sum of the expected undiscounted future cash flows is less than the carrying value of the Asset Group, an impairment loss is recognized. The loss is measured as the excess of the carrying value of the Asset Group over its estimated fair value.
Fair value reflects the present value of future cash flows expected to be generated from the assets, including its expected residual value, discounted at a rate commensurate with the associated risk. Future cash flows are assumed to occur under current market conditions and assume adequate time for a sale between a willing buyer and a willing seller. Expected future lease rates are based on all relevant information available, including current contracted rates for similar assets and industry trends.
On an annual basis, we also perform an assessment of all assets older than five years, and other assets where necessary, which are held for operating leases to identify potential impairment by reference to estimated future cash flows at the Asset Group level, and perform a quantitative impairment test. We apply significant judgment in assessing whether an impairment is necessary and in estimating significant input assumptions including the future lease rates, maintenance cash flow forecasts, the residual value and the discount rate when performing quantitative impairment tests.
Due to the significant uncertainties associated with potential sales transactions, we use our judgment to evaluate whether a sale or other disposal is more likely than not. The factors we consider in our assessment include (i) the progress of the potential sales transactions through a review and evaluation of the sales-related documents and other communications, including, but not limited to, letters of intent or sales agreements that have been negotiated or executed; (ii) our general or specific fleet strategies and other business needs and how those requirements bear on the likelihood of sale or other disposal; and (iii) the evaluation of potential execution risks, including the source of potential purchaser funding and other execution risks.
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The future cash flows supporting the carrying value of aircraft that are 15 years of age or older are more dependent upon current lease contracts, and these leases are generally more sensitive to weaknesses in the global economic environment. Deterioration of the global economic environment and a decrease in aircraft values might have a negative effect on the undiscounted cash flows of older aircraft and might cause an impairment loss. As of December 31, 2025, 339 owned passenger aircraft under operating lease with an aggregate asset group value of approximately $3.0 billion were 15 years of age or older, which represented approximately 6% of our total flight equipment measured by net book value and lease-related assets and liabilities. The estimated undiscounted future cash flows of these 339 passenger aircraft were $7.3 billion, which measured on a weighted-average basis was 141% in excess of the aggregate carrying value. As of December 31, 2025, all of these aircraft passed the recoverability test. The following assumptions drive the undiscounted cash flows: contracted lease rents through current lease expiry; subsequent re-lease rates based on current marketing information; maintenance cash flow forecasts; and residual values. We review and stress-test our key assumptions to reflect any observed weakness in the global economic environment.
Aircraft that are between five and 15 years of age where future cash flows do not exceed the aircraft carrying value by at least 10% are more susceptible to impairment risk. As of December 31, 2025, seven aircraft with an asset group carrying value of $302 million did not exceed our 10% threshold, which represented less than 0.7% of our total flight equipment and lease-related assets and liabilities. The seven aircraft that were below the 10% threshold did, however, pass the impairment test as of December 31, 2025, and as such no impairment was recognized.
Recent accounting standards adopted during the year ended December 31, 2025
Please refer to Note 3—Summary of significant accounting policies to our Consolidated Financial Statements included in this annual report.
Future application of accounting standards
Please refer to Note 3—Summary of significant accounting policies to our Consolidated Financial Statements included in this annual report.
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Comparative results of operations
Results of operations for the year ended December 31, 2025 as compared to the year ended December 31, 2024
Year Ended December 31, Increase/ (Decrease)
2025 2024
(U.S. Dollars in thousands)
Revenues and other income
Lease revenue:
Basic lease rents $ 6,679,477 $ 6,377,181 $ 302,296
Maintenance rents and other receipts 689,993 626,816 63,177
Lease revenue 7,369,470 7,003,997 365,473
Net gain on sale of assets 819,482 651,142 168,340
Other income 327,716 341,505 (13,789)
Total Revenues and other income 8,516,668 7,996,644 520,024
Expenses
Depreciation and amortization 2,647,168 2,580,037 67,131
Net recoveries related to Ukraine Conflict (1,490,431) (194,750) (1,295,681)
Asset impairment 100,838 49,766 51,072
Interest expense 1,981,928 1,990,732 (8,804)
Loss on debt extinguishment 4,932 13,450 (8,518)
Leasing expenses 647,571 810,358 (162,787)
Selling, general and administrative expenses 545,933 488,916 57,017
Total Expenses 4,437,939 5,738,509 (1,300,570)
Gain on investments at fair value 13,283 5,238 8,045
Income before income taxes and income ofinvestments accounted for under the equity method 4,092,012 2,263,373 1,828,639
Income tax expense (555,246) (323,704) (231,542)
Equity in net earnings of investments accounted for under the equity method 213,848 158,956 54,892
Net income $ 3,750,614 $ 2,098,625 $ 1,651,989
Net (income) loss attributable to non-controlling interest (2) 7 (9)
Net income attributable to AerCap Holdings N.V. $ 3,750,612 $ 2,098,632 $ 1,651,980
Basic lease rents. The increase in basic lease rents of $302 million, or 5%, was attributable to:
•the acquisition of assets between January 1, 2024 and December 31, 2025, with an aggregate net book value of $12.0 billion on their respective acquisition dates, as well as the entry into service of our converted Boeing 777-300ER freighters, which commenced in September 2025, collectively resulting in an increase in basic lease rents of $568 million;
partially offset by
•the sale of assets between January 1, 2024 and December 31, 2025, with an aggregate net book value of $3.5 billion on their respective sale dates, resulting in a decrease in basic lease rents of $172 million; and
•a decrease in basic lease rents of $94 million primarily due to lease extensions at lower rates, lower PBH rent, as well as redeliveries and lease terminations. The accounting for extensions requires the remaining rental payments to be recorded on a straight-line basis over the remaining term of the original lease plus any extension period.
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Maintenance rents and other receipts. The increase in maintenance rents and other receipts of $63 million, or 10%, was attributable to:
•an increase of $128 million in maintenance rents and other receipts from lease terminations and restructurings;
partially offset by
•a decrease of $65 million in regular maintenance rents, primarily due to lower EOL compensation and other receipts.
Net gain on sale of assets. The increase in net gain on sale of assets of $168 million, or 26%, was primarily due to the volume and composition of asset sales in the current strong sales market. During the year ended December 31, 2025, we sold 140 assets for proceeds of $3.9 billion. During the year ended December 31, 2024, we sold 136 assets for proceeds of $3.1 billion.
Other income. The decrease in other income of $14 million, or 4%, was primarily driven by lower interest income recognized during the year ended December 31, 2025.
Depreciation and amortization. The increase in depreciation and amortization of $67 million, or 3%, was primarily due to a higher average lease assets balance during the year ended December 31, 2025, compared to the year ended December 31, 2024.
Net recoveries related to Ukraine Conflict. During the year ended December 31, 2025, we recognized net recoveries of $1.5 billion, which primarily included recoveries of $973 million pursuant to the June 11, 2025 judgment from the London Commercial Court in respect of our claim against the insurers under our C&P Policy and the award of $234 million of interest on that judgment, as well as cash insurance settlement proceeds of $280 million pursuant to settlements in respect of the insurance policies of four Russian airlines covering 16 aircraft and one engine lost in Russia. During the year ended December 31, 2024, we recognized recoveries of $195 million, which primarily consisted of cash insurance settlement proceeds of $172 million. Refer to Note 25—Net (recoveries) charges related to Ukraine Conflict to our Consolidated Financial Statements included in this annual report for further details.
Asset impairment. During the year ended December 31, 2025, we recognized impairment charges of $101 million related to sales transactions, lease amendments or lease terminations which were partially offset by maintenance revenue recognized where we retained maintenance-related balances or received EOL compensation. During the year ended December 31, 2024, we recognized impairment charges of $50 million related to sales transactions, lease amendments or lease terminations which were partially offset by maintenance revenue recognized where we retained maintenance-related balances or received EOL compensation. Please refer to “Item 5. Operating and Financial Review and Prospects—Critical accounting estimates” for further information on our event-driven impairment assessments.
Interest expense. The decrease in interest expense of $9 million was primarily attributable to:
•a decrease in the average outstanding debt balance from $46.4 billion during the year ended December 31, 2024, to $45.4 billion during the year ended December 31, 2025, resulting in a $41 million decrease in interest expense; and
•a $9 million decrease in interest expense attributable to movement in mark-to-market on interest rate derivatives. For the year ended December 31, 2025, we recognized a loss of $25 million related to mark-to-market movements on interest rate derivatives, compared to a loss of $34 million for the year ended December 31, 2024;
partially offset by
•a $41 million increase in interest expense due to an increase in the average cost of debt for the year ended December 31, 2025, compared to the year ended December 31, 2024. The average cost of debt, excluding the effect of mark-to-market movements on interest rate derivatives, debt issuance costs, upfront fees and other impacts, was 4.1% for the year ended December 31, 2025, compared to 4.0% for the year ended December 31, 2024. Please refer to “Item 5. Operating and Financial Review and Prospects—Non-GAAP measures and metrics” for further information on the average cost of debt.
Leasing expenses. The decrease in leasing expenses of $163 million, or 20%, was primarily due to a $250 million decrease in our allowance for credit losses, $85 million of lower transition costs and other leasing expenses and $76 million of lower maintenance rights amortization, partially offset by $248 million higher airline restructuring and default costs and lessor maintenance contributions.
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Selling, general and administrative expenses. The increase in selling, general and administrative expenses of $57 million, or 12%, was primarily due to higher compensation-related expenses.
Income tax expense. The effective tax rate was 13.6% for the year ended December 31, 2025, compared to the effective tax rate of 14.3% for the year ended December 31, 2024.
The effective tax rate is impacted by the source and amount of earnings among our various tax jurisdictions, permanent tax differences relative to pre-tax income or loss, and certain other discrete items. Refer to Note 16—Income taxes to our Consolidated Financial Statements included in this annual report for a detailed description of income taxes.
Equity in net earnings of investments accounted for under the equity method. The increase in equity in net earnings of investments accounted for under the equity method of $55 million was primarily driven by higher earnings from our SES joint venture.
For Results of Operations for the year ended December 31, 2024, as compared to the year ended December 31, 2023, refer to “Item 5. Operating and Financial Review and Prospects—Comparative results of operations” in our annual report on Form 20-F for the year ended December 31, 2024, filed with the SEC on February 26, 2025.
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Liquidity and capital resources
Capital expenditures and cash commitments
We have significant capital requirements, including making pre-delivery payments and paying the balance of the purchase price for flight equipment on delivery. As of December 31, 2025, we had commitments to purchase 283 new aircraft scheduled for delivery through 2031. We also had commitments to purchase 35 engines and 12 helicopters through 2027. As a result, we will need to raise additional funds to satisfy these capital requirements, which we expect to do through a combination of accessing committed debt facilities and securing additional financing, if needed, from capital markets transactions or other sources of capital. If other sources of capital are not available to us, we may need to raise additional funds through selling aircraft or other aircraft investments, including participations in our joint ventures. Refer to Note 15—Debt to our Consolidated Financial Statements included in this annual report for a detailed description of our outstanding indebtedness. Also refer to Note 12—Derivative financial instruments to our Consolidated Financial Statements included in this annual report for a detailed description of our use of financial instruments for hedging purposes.
Overview of sources and uses of cash
As of December 31, 2025, our cash balance was $1.5 billion, including unrestricted cash of $1.4 billion, and we had $11.0 billion of undrawn lines of credit available under our revolving credit and term loan facilities. As of December 31, 2025, our total available liquidity, including undrawn lines of credit, unrestricted cash, cash flows from estimated asset sales and other sources of funding, was $15 billion, and including estimated operating cash flows for the next 12 months, our total sources of liquidity were $21 billion. As of December 31, 2025, our existing sources of liquidity were sufficient to operate our business and cover approximately 1.8x of our debt maturities and contracted capital requirements for the next 12 months.
Debt
As of December 31, 2025, the principal amount of our outstanding indebtedness, which excludes debt issuance costs, debt discounts and debt premium of $241 million, totaled $43.8 billion and consisted of senior unsecured, subordinated and senior secured notes, export credit facilities, commercial bank debt, revolving credit debt, securitization debt and capital lease structures.
In order to satisfy our contractual purchase obligations, we expect to source new debt financing through access to the capital markets, including the unsecured and secured bond markets, the commercial bank market, export credit and the asset-backed securities market.
In the longer term, we expect to fund the growth of our business, including acquiring aircraft, through internally generated cash flows, the incurrence of new bank debt, the refinancing of existing bank debt and other capital-raising initiatives.
During the year ended December 31, 2025, our average cost of debt, excluding the effect of mark-to-market movements on our interest rate derivatives, debt issuance fees, upfront fees and other impacts, was 4.1%. As of December 31, 2025, our adjusted debt-to-equity ratio was 2.11 to 1. Please refer to “Item 5. Operating and Financial Review and Prospects—Non-GAAP measures and metrics” for further information on our average cost of debt and reconciliations of adjusted debt and adjusted equity to the most closely related U.S. GAAP measures as of December 31, 2025 and 2024.
Refer to Note 15—Debt to our Consolidated Financial Statements included in this annual report for a detailed description of our outstanding indebtedness.
Taxation
AerCap Holdings N.V. is incorporated in the Netherlands and headquartered in Ireland, and is not directly engaged in business within, nor has a permanent establishment in, the United States. Only our U.S. subsidiaries are subject to U.S. net income tax or would potentially have to withhold U.S. taxes upon a distribution of our earnings.
Effective February 1, 2016, we became tax resident in Ireland and we would typically expect that the repatriation of earnings from our foreign subsidiaries should not, except where recognized in our financial statements, give rise to material additional Irish taxation due to the availability of foreign tax credits. As of December 31, 2025, $133 million out of $1.4 billion of cash and short-term investments was held by our foreign subsidiaries outside of Ireland. In some instances, the earnings of our foreign subsidiaries will be re-invested in the foreign jurisdiction for the purposes of their business. Additionally, legal restrictions in relation to dividend payments from our subsidiaries may apply.
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Under the OECD’s BEPS 2.0 initiative, the OECD has formulated rules known as “Pillar Two” designed to implement a global minimum effective tax rate (“ETR”) of 15% on a jurisdictional basis in respect of multinational groups with annual turnover exceeding €750 million in two of the last four years. Ireland has enacted Pillar Two into domestic legislation, which took effect on January 1, 2024. Under these rules, the ETR for a jurisdiction is determined by reference to the financial accounting profits and tax expense (with some adjustments) derived from the relevant financial statements. We are required to calculate our ETR for each jurisdiction in which we operate and, for jurisdictions where the ETR is below the 15% minimum rate, we are liable to pay a top-up tax, known as the global minimum top-up tax, for the difference. The top-up tax is an additional tax designed to bring the minimum effective tax rate for the group to 15% as determined under Pillar Two calculation principles. This top-up tax is payable on a current rather than deferred basis.
Based on commentary provided by the Financial Accounting Standards Board (“FASB”) that this top-up tax should be considered an alternative minimum tax, we are not currently required to record deferred tax related to this minimum top-up tax or remeasure existing deferred taxes. Instead, the incremental effect is recognized as it is incurred.
Share Repurchases and Dividends
In 2025, we repurchased 22.1 million ordinary shares at an average price of $109.92 per ordinary share, for approximately $2.4 billion. In 2024, we repurchased 16.8 million ordinary shares at an average price of $87.80 per ordinary share, for approximately $1.5 billion.
In 2025, we declared $192 million of dividends to our shareholders. In 2024, we declared $146 million of dividends to our shareholders.
Contractual obligations
Our estimated future obligations as of December 31, 2025 include both current and long-term obligations. Our contractual obligations consist of principal and interest payments on debt, executed purchase agreements to purchase flight equipment and rent payments pursuant to our office and facility leases. We intend to fund our contractual obligations through unrestricted cash, lines-of-credit and other borrowings, operating cash flows and cash flows from asset sales. We believe that our sources of liquidity will be sufficient to meet our contractual obligations.
The following table provides details regarding our contractual obligations and their payment dates as of December 31, 2025:
2026 2027 2028 2029 2030 Thereafter Total
(U.S. Dollars in millions)
Unsecured debt facilities $ 5,261.3 $ 5,717.3 $ 7,462.4 $ 4,113.1 $ 1,463.7 $ 10,227.7 $ 34,245.5
Secured debt facilities 958.5 1,632.4 1,850.3 723.8 644.4 1,501.4 7,310.8
Subordinated debt facilities — — — — — 2,250.0 2,250.0
Estimated interest payments (a) 1,893.7 1,640.7 1,259.9 873.6 735.0 5,903.2 12,306.1
Purchase obligations (b) 5,249.1 4,252.5 2,116.1 1,713.3 978.5 1,154.8 15,464.3
Operating leases (c) 12.3 13.2 13.4 11.3 8.8 9.8 68.8
Total (d) $ 13,374.9 $ 13,256.1 $ 12,702.1 $ 7,435.1 $ 3,830.4 $ 21,046.9 $ 71,645.5
(a)Estimated interest payments for floating-rate debt are based on rates as of December 31, 2025 and include the estimated impact of our interest rate swap agreements.
(b)As of December 31, 2025, we had commitments to purchase 283 aircraft (including six purchase-and-leaseback transactions), 35 engines and 12 helicopters through 2031. The timing of our purchase obligations is based on current estimates and incorporates expected delivery delays into the table above. In addition, we have the right to reschedule the delivery dates of certain of our aircraft to future dates. In addition to the contractual commitments presented above, we have options to purchase up to 45 A320neo Family aircraft from Airbus. As these are options and not contractual commitments, they are not included in the table above.
(c)Represents contractual payments our office and facility leases. Refer to Note 17—Leases to our Consolidated Financial Statements included in this annual report for further details on our operating lease obligations.
(d)The above table does not reflect any dividends we may pay on our ordinary shares.
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Historical Information
The following table presents our consolidated cash flows for the years ended December 31, 2025 and 2024:
Year Ended December 31,
2025 2024
(U.S. Dollars in millions)
Net cash provided by operating activities $ 5,393 $ 5,437
Net cash used in investing activities (1,665) (3,724)
Net cash used in financing activities (3,653) (2,133)
Cash flows provided by operating activities. During the year ended December 31, 2025, our net cash provided by operating activities of $5.4 billion was the result of net income of $3.8 billion, adjustments of non-cash items to net income of $3.3 billion consisting primarily of depreciation, amortization, asset impairment, share-based compensation and deferred tax expense, collections of finance leases of $322 million and the net change in operating assets and liabilities of $344 million, partially offset by the classification of net gain on sale of assets and net recoveries related to Ukraine Conflict, which totaled $2.3 billion to investing activities. During the year ended December 31, 2024, our net cash provided by operating activities of $5.4 billion was the result of net income of $2.1 billion, adjustments of non-cash items to net income of $3.6 billion consisting primarily of depreciation, amortization, asset impairment, share-based compensation and deferred tax expense, collections of finance leases of $367 million and the net change in operating assets and liabilities of $249 million, partially offset by the classification of net gain on sale of assets and net recoveries related to Ukraine Conflict, which totaled $0.8 billion to investing activities.
Cash flows used in investing activities. During the year ended December 31, 2025, our net cash used in investing activities of $1.7 billion primarily consisted of the purchase of and prepayments on flight equipment and other assets of $6.1 billion, partially offset by cash provided by asset sale proceeds of $2.9 billion, cash proceeds from insurance claim settlements of $1.5 billion and net proceeds from loans receivable of $105 million. During the year ended December 31, 2024, our net cash used in investing activities of $3.7 billion primarily consisted of the purchase of and prepayments on flight equipment of $6.5 billion and net issuances of loans receivable of $72 million, partially offset by cash provided by asset sale proceeds of $2.6 billion and cash proceeds from insurance claim settlements of $172 million.
Cash flows used in financing activities. During the year ended December 31, 2025, our net cash used in financing activities of $3.7 billion primarily consisted of cash used for debt repayments, net of new financing proceeds and debt issuance costs of $1.8 billion, the repurchase of shares and payments of tax withholdings on share-based compensation of $2.5 billion and dividends paid on ordinary shares of $192 million, partially offset by net receipts of maintenance and security deposits of $864 million. During the year ended December 31, 2024, our net cash used in financing activities of $2.1 billion primarily consisted of cash used for debt repayments, net of new financing proceeds and debt issuance costs, of $1.3 billion, the repurchase of shares and payments of tax withholdings on share-based compensation of $1.5 billion and dividends paid on ordinary shares of $140 million, partially offset by net receipts of maintenance and security deposits of $793 million.
Off-balance sheet arrangements
We have interests in variable interest entities, some of which are not consolidated into our Consolidated Financial Statements. Refer to Note 29—Variable interest entities to our Consolidated Financial Statements included in this annual report for a detailed description of these interests and our other off-balance sheet arrangements.
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Book value per share
The following table presents our book value per share as of December 31, 2025 and 2024:
As of December 31,
2025 2024
(U.S. Dollars in millions, except share and per share data)
Total AerCap Holdings N.V. shareholders’ equity $ 18,323 $ 17,185
Ordinary shares issued 179,043,739 204,543,739
Treasury shares (12,167,192) (17,760,514)
Ordinary shares outstanding 166,876,547 186,783,225
Shares of unvested restricted stock (4,135,620) (5,072,382)
Ordinary shares outstanding, excluding shares of unvested restricted stock 162,740,927 181,710,843
Book value per ordinary share outstanding, excluding shares of unvested restricted stock $ 112.59 $ 94.57
Non-GAAP measures and metrics
The following are definitions of non-GAAP measures and metrics used in this report on Form 20-F and a reconciliation of such measures to the most closely related U.S. GAAP measures. We believe these measures and metrics may further assist investors in their understanding of our performance and the changes and trends related to our earnings. These measures and metrics should not be viewed in isolation and should only be used in conjunction with and as a supplement to our U.S. GAAP financial measures. Non-GAAP measures and metrics are not uniformly defined by all companies, including those in our industry, and so this additional information may not be comparable with similarly-titled measures, metrics and disclosures by other companies.
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Adjusted debt-to-equity ratio
This measure is the ratio obtained by dividing adjusted debt by adjusted equity. Adjusted debt represents consolidated total debt less cash and cash equivalents, and less a 50% equity credit with respect to certain long-term subordinated debt. Adjusted equity represents total equity, plus the 50% equity credit with respect to the long-term subordinated debt. Adjusted debt and adjusted equity are adjusted by the 50% equity credit to reflect the equity nature of those financing arrangements and to provide information that is consistent with definitions under certain of our debt covenants. We believe this measure may further assist investors in their understanding of our capital structure and leverage.
The following is a reconciliation of debt to adjusted debt and equity to adjusted equity as of December 31, 2025 and 2024:
As of December 31,
2025 2024
(U.S. Dollars in millions except debt/equity ratio)
Debt $ 43,565 $ 45,295
Adjusted for:
Cash and cash equivalents (1,379) (1,209)
50% equity credit for long-term subordinated debt (1,125) (1,125)
Adjusted debt $ 41,061 $ 42,960
Equity $ 18,323 $ 17,185
Adjusted for:
50% equity credit for long-term subordinated debt 1,125 1,125
Adjusted equity $ 19,448 $ 18,310
Adjusted debt/equity ratio 2.11 to 1 2.35 to 1
Average cost of debt
Average cost of debt is calculated as interest expense, excluding mark-to-market on interest rate derivatives, debt issuance costs, upfront fees and other impacts, divided by the average debt balance. This measure reflects the impact from changes in the amount of debt and interest rates.
Year Ended December 31, Percentage Difference
2025 2024
(U.S. Dollars in millions)
Interest expense $ 1,982 $ 1,991 —
Adjusted for:
Mark-to-market on interest rate derivatives (25) (34) (26%)
Debt issuance costs, upfront fees and other impacts (106) (119) (11%)
Interest expense excluding mark-to-market on interest rate derivatives, debt issuance costs, upfront fees and other impacts 1,851 1,838 1%
Average debt balance $ 45,430 $ 46,405 (2%)
Average cost of debt 4.1% 4.0% 2%
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Summarized financial information of issuers and guarantors
AerCap Trust and AerCap Ireland Capital Designated Activity Company Notes
From time to time, AerCap Trust and AerCap Ireland Capital Designated Activity Company (“AICDC”) co-issue senior unsecured notes. In July 2024, AerCap Trust and AICDC co-issued $750 million aggregate principal amount of fixed-rate-reset junior subordinated notes due 2055 and, in April 2025, they co-issued $500 million aggregate principal amount of fixed-rate-reset junior subordinated notes due 2056 (together, the “Junior Subordinated Notes” and, collectively with the senior unsecured notes issued by AerCap Trust and AICDC, the “AGAT/AICDC Notes”). Please refer to Note 15—Debt to our Consolidated Financial Statements included in this annual report for further details on the AGAT/AICDC Notes. The AGAT/AICDC Notes are jointly and severally and fully and unconditionally guaranteed by AerCap Holdings N.V. (the “Parent Guarantor”) and by AerCap Ireland, AerCap Aviation Solutions B.V., ILFC and AerCap U.S. Global Aviation LLC (the “Subsidiary Guarantors” and, together with the Parent Guarantor, the “AGAT/AICDC Guarantors”).
Subject to the provisions of the indenture governing the AGAT/AICDC Notes (the “AGAT/AICDC Indenture”), a Subsidiary Guarantor will be automatically and unconditionally released from its guarantee with respect to a series of AGAT/AICDC Notes under the following circumstances: (1) the sale, disposition or other transfer of (i) the capital stock of a Subsidiary Guarantor after which such Subsidiary Guarantor is no longer a Restricted Subsidiary (as defined in the AGAT/AICDC Indenture) or, in the case of the Junior Subordinated Notes, a Subsidiary (as defined in the AGAT/AICDC Indenture) or (ii) all or substantially all of the assets of a Subsidiary Guarantor; (2) in the case of the senior unsecured notes, the permitted designation of the Subsidiary Guarantor as an Unrestricted Subsidiary as defined in and pursuant to the AGAT/AICDC Indenture; (3) the consolidation, amalgamation or merger of a Subsidiary Guarantor with and into AerCap Trust, AICDC or another AGAT/AICDC Guarantor with such person being the surviving entity, or upon the liquidation of a Subsidiary Guarantor following the transfer of all of its assets to AerCap Trust, AICDC or another AGAT/AICDC Guarantor; or (4) legal defeasance or covenant defeasance with respect to such series, each as described in the AGAT/AICDC Indenture, or if the obligations of AerCap Trust and AICDC with respect to such series under the AGAT/AICDC Indenture are discharged.
The guarantee obligations of each Subsidiary Guarantor are limited (i) to an amount not to exceed the maximum amount that can be guaranteed by a Subsidiary Guarantor (after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of all other AGAT/AICDC Guarantors in respect of the obligations under their respective guarantees) without rendering the guarantee, as it relates to such Subsidiary Guarantor, voidable under applicable fraudulent conveyance or transfer laws, and (ii) as necessary to recognize certain defenses generally available to guarantors, including voidable preference, financial assistance, corporate purpose, capital maintenance or similar laws, regulations or defenses affecting the rights of creditors generally or other considerations under applicable law. In addition, given that some of the AGAT/AICDC Guarantors are Irish and Dutch companies, it may be more difficult for holders of the AGAT/AICDC Notes to obtain or enforce judgments against such guarantors.
AICDC and certain AGAT/AICDC Guarantors are holding companies and therefore hold equity interests in directly held subsidiaries, amongst having other trading activities. As a result, AICDC and certain AGAT/AICDC Guarantors could be dependent on dividends and other payments from their subsidiaries to generate the funds necessary to meet their outstanding debt service and other obligations, and such dividends or other payments will in turn depend on factors, such as their subsidiaries’ earnings, covenants in instruments governing their subsidiaries’ indebtedness, other contractual restrictions and applicable laws (including local law restricting payments of dividends).
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Summarized Combined Financial Information
Summarized financial information (the “SFI”), as defined under Rule 1-02(bb) of Regulation S-X, is provided below for the issuers and the guarantor entities and includes AerCap Holdings N.V., AerCap Trust, AICDC, AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland and ILFC (collectively, the “Obligor Group”) as of December 31, 2025, and for the year ended December 31, 2025. The SFI is presented on a combined basis with intercompany transactions and balances among the entities included in the Obligor Group eliminated. The Obligor Group SFI excludes investments in non-obligor entities.
Summarized combined financial information of issuers and guarantors
December 31, 2025
(U.S. Dollars in millions)
Flight equipment held for operating leases, net $ 11,089
Intercompany receivables 32,192
Total assets 45,823
Debt 34,705
Intercompany payables 3,291
Total liabilities 40,809
Year Ended
December 31, 2025
(U.S. Dollars in millions)
Total revenues and other income (a) $ 3,767
Total expenses (b) 2,034
Income before income taxes and income of investments accounted for under the equity method 1,733
Net income 1,653
Net income attributable to AerCap Holdings N.V. 1,653
(a)Total revenues include interest income from non-obligor entities of $1.9 billion.
(b)Total expenses include interest expense to non-obligor entities of $128 million.
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