AAR Corp. Files 8-K Report

TL;DR

AAR Corp. filed a routine 8-K on 9/30/25. No major news, just filings.

AI Summary

On September 30, 2025, AAR Corp. filed an 8-K report, indicating "Other Events" and "Financial Statements and Exhibits." The filing does not disclose specific new events or financial figures but serves as a routine update and filing of exhibits.

Why It Matters

This 8-K filing by AAR Corp. is a standard regulatory disclosure, important for investors to monitor for any material changes or updates to the company's financial status or significant events.

Risk Assessment

Risk Level: low — The filing is a standard 8-K report and does not contain any new material information that would inherently increase risk.

Key Players & Entities

• AAR CORP. (company) — Registrant
• September 30, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 1-6263 (commission_file_number) — SEC File Number
• 36-2334820 (ein) — IRS Employer Identification No.
• 1100 N. Wood Dale Road (address) — Business address
• Wood Dale (city) — Business address city
• Illinois (state) — Business address state
• 60191 (zip_code) — Business address zip

FAQ

Key Financial Figures

• $1.00 — Common Stock, $1.00 par value AIR NYSE Texas [Member]
• $274.0 m — eeds from the Offering of approximately $274.0 million, after deducting underwriting dis

Filing Documents

• tm2527067d3_8k.htm (8-K) — 35KB
• tm2527067d3_ex1-1.htm (EX-1.1) — 194KB
• tm2527067d3_ex5-1.htm (EX-5.1) — 13KB
• tm2527067d3_ex99-1.htm (EX-99.1) — 9KB
• tm2527067d3_ex99-2.htm (EX-99.2) — 10KB
• tm2527067d3_ex5-1img001.jpg (GRAPHIC) — 13KB
• tm2527067d3_ex5-1img002.jpg (GRAPHIC) — 5KB
• 0001104659-25-096066.txt ( ) — 558KB
• air-20250930.xsd (EX-101.SCH) — 3KB
• air-20250930_def.xml (EX-101.DEF) — 28KB
• air-20250930_lab.xml (EX-101.LAB) — 37KB
• air-20250930_pre.xml (EX-101.PRE) — 26KB
• tm2527067d3_8k_htm.xml (XML) — 6KB

01. Other Events

Item 8.01. Other Events. On October 2, 2025, AAR CORP. (the "Company") issued and sold 3,450,000 shares (the "Shares") of the Company's common stock, par value $1.00 per share ("Common Stock"), which includes the full exercise of the option granted to the Underwriters, as defined below, to purchase up to 450,000 additional Shares, in a registered public offering (the "Offering") pursuant to an effective Registration Statement on Form S-3 (File No. 333-273312) (the "Registration Statement") and an underwriting agreement, dated September 30, 2025 (the "Underwriting Agreement"), between the Company and Goldman Sachs & Co. LLC, as representative of the several underwriters named therein (the "Underwriters"). The Company received net proceeds from the Offering of approximately $274.0 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The Company intends to use the net proceeds of the Offering to repay outstanding borrowings under its unsecured revolving credit facility and for general corporate purposes, which may include funding future acquisitions. The Underwriting Agreement contains customary representations, warranties, covenants, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, and other obligations of the parties. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of the date thereof, were solely for the benefit of the parties to such Underwriting Agreement, and may be subject to limitations agreed upon by the contracting parties. The Underwriting Agreement is attached as Exhibit 1.1 hereto. The Underwriting Agreement is also filed with reference to, and is hereby incorporated by reference in, the Registration Statement. In connection with the Offering, a legal opinion letter of Latham & Watkins LLP regarding the legali

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, dated as of September 30, 2025, by and between the Company and Goldman Sachs & Co. LLC, as representative of the several underwriters named therein 5.1 Opinion of Latham & Watkins LLP, dated October 2, 2025 23.1 Consent of Latham & Watkins LLP (included in Exhibit 5.1) 99.1 Press Release, dated September 30, 2025 (Launch) 99.2 Press Release, dated September 30, 2025 (Pricing) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AAR CORP. Date: October 2, 2025 /s/ Jessica A. Garascia Jessica A. Garascia Senior Vice President, General Counsel, Chief Administrative Officer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR