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☑ ☐ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K Annual report pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 For the Fiscal Year Ended February 28 , 2021 or Transition report pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 Bermuda ( State or other Jurisdiction of Incorporation or organization ) For the transition period from to Commission file number 001-32959 AIRCASTLE LIMITED ( Exact name of Registrant as Specified in its Charter ) 98-0444035 ( I.R.S. Employer Identification No. ) Title of Each Class Common Shares , par value $ 0.01 per share c / o Aircastle Advisor LLC 201 Tresser Boulevard , Suite 400 Stamford Connecticut 06901 ( Address of Principal Executive Offices ) Registrant's telephone number , including area code : ( 203 ) 504-1020 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol N / A Name of Each Exchange on Which Registered NONE Yes þ No " Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes " No þ Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes þ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit and post such files ) . Yes þ No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , or a smaller reporting company . See the definitions of “ large accelerated filer , " " accelerated filer ” and “ smaller reporting company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer р Accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . " Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes □ No þ The aggregate market value of the Registrant's Common Shares based upon the closing price on the New York Stock Exchange on August 31 , 2020 ( the last business day of registrant's most recently completed second fiscal quarter ) , beneficially owned by non - affiliates of the Registrant was $ 0 because the Registrant's Common Shares were not publicly traded as of that date . For purposes of the foregoing calculation , which is required by Form 10 - K , the Registrant has included in the shares owned by affiliates those shares owned by directors and executive officers and shareholders owning 10 % or more of the outstanding common shares of the Registrant , and such inclusion shall not be construed as an admission that any such person is an affiliate for any purpose . As of April 15 , 2021 , there were 14,048 outstanding shares of the registrant's common shares , par value $ 0.01 per share . None . DOCUMENTS INCORPORATED BY REFERENCE