--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-26-161509" form_type: "8-K" ticker: "MAIR" cik: "0002098430" company_name: "Madison Air Solutions Corp" filed_at: "2026-04-17T23:59:59+00:00" generated_at: "2026-05-15T05:38:35.760942+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Madison Air completes IPO of 82.7M Class A shares at $27; concurrent $100M private placement ## Summary - Priced 82.7M Class A shares at $27; underwriters exercised full option for 12.4M extra shares. - Concurrent $100M private placement of Class B to founder's entity at same price. - Shares trade on NYSE under MAIR; closed April 17. - Appointed Hudson La Force, George Nolen, Jill Wyant to board. - Adopted 2026 Omnibus Incentive Plan and other equity compensation plans. ## SEC filing metadata - accession: 0001193125-26-161509 - form_type: 8-K - ticker: MAIR - cik: 0002098430 - company_name: Madison Air Solutions Corp - filed_at: 2026-04-17T23:59:59+00:00 - event_type: other_material - sentiment: positive - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 3.02, 5.03, 3.03, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/ck0002098430-20260415.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-26-161509 - JSON: https://secwatch.observer/filing/0001193125-26-161509.json - Plain text: https://secwatch.observer/filing/0001193125-26-161509.txt ## Source-grounded claims - claim_id: 350d6e8d6ad9fb11a5ec763bca4948f09b617816 claim: Madison Air Solutions Corp entered into Tax Matters Agreement with Madison Industries International Holdings LLC valued at Tax matters agreement between the Company and International Holdings (effective 2026-04-15). evidence_excerpt: the Tax Matters Agreement, dated as of April 15, 2026, by and between the Company and International Holdings, a copy of which is filed as Exhibit 10.3 to this Current Report on Form 8-K and is incorporated by reference herein evidence_url: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm - claim_id: 5a63c90f2a40b68b8bfbdf0c61ea0739b0136f0b claim: Madison Air Solutions Corp entered into Transition Services Agreement with Madison Industries International Holdings LLC valued at Transition services agreement between the Company and International Holdings (effective 2026-04-15). evidence_excerpt: the Transition Services Agreement, dated as of April 15, 2026, by and between the Company and International Holdings, a copy of which is filed as Exhibit 10.4 to this Current Report on Form 8-K and is incorporated by reference herein evidence_url: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm - claim_id: 620885873841895c4e041e1558022619d810fe8d claim: Madison Air Solutions Corp entered into Separation Agreement with Madison Industries Holdings LLC, Madison Industries International Holdings LLC and Madison Industries US Holdings Corp. valued at Separation agreement among the Company, Holdings, International Holdings and US Holdings Corp. (effective 2026-04-15). evidence_excerpt: the Separation Agreement, dated as of April 15, 2026, by and among the Company, Holdings, Madison Industries International Holdings LLC (“International Holdings”) and Madison Industries US Holdings Corp., a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated by reference herein evidence_url: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm - claim_id: 627626646a2fe1dceabe657d5624fe688c694768 claim: Madison Air Solutions Corp entered into Registration Rights Agreement with Madison Industries Holdings LLC, K.C. Armada, LP and Kedge Capital Principal Opportunities V, LP valued at Registration rights agreement among the Company, Holdings and Kedge (effective 2026-04-15). evidence_excerpt: the Registration Rights Agreement, dated as of April 15, 2026, by and among the Company, Madison Industries Holdings LLC (“Holdings”), K.C. Armada, LP and Kedge Capital Principal Opportunities V, LP (together, “Kedge”), a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein evidence_url: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm - claim_id: b69f79a204397f4009fb8724145c7b3fcdf46af1 claim: Madison Air Solutions Corp entered into Director Nomination Agreement with Madison Industries Holdings LLC valued at Director nomination agreement between the Company and Holdings (effective 2026-04-15). evidence_excerpt: the Director Nomination Agreement, dated as of April 15, 2026, by and between the Company and Holdings, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein evidence_url: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm - claim_id: f506a91a00f0b6c7ffe3f353c3d26ef32d6b97c8 claim: Madison Air Solutions Corp entered into Underwriting Agreement with Goldman Sachs & Co. LLC, Barclays Capital Inc., Jefferies LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters valued at Company agreed to offer and sell 82,692,308 shares of its Class A Common Stock at IPO Price of $27.0 (effective 2026-04-15). evidence_excerpt: On April 15, 2026, in connection with the pricing of the IPO, the Company and Madison Industries IAQ Solutions Corporation (“MIAQ Solutions”), a wholly owned subsidiary of the Company, entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC, Barclays Capital Inc., Jefferies LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters listed on Schedule I thereto (collectively, the “Underwriters”), pursuant to which the Company agreed to offer and sell 82,692,308 shares of its Class A Common Stock at the IPO Price. evidence_url: https://www.sec.gov/Archives/edgar/data/2098430/000119312526161509/0001193125-26-161509-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.