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Willis Lease Finance (WLFC) DEF 14A Filings

WLFC NASDAQ

Here are the DEF 14A proxy statements from Willis Lease Finance Corp (WLFC) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow WLFC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WLFC filings page.

Rhea-AI Summary

Willis Lease Finance Corporation is asking stockholders to approve reincorporation from Delaware to Nevada by statutory conversion. The proposal would take effect only after stockholder approval and required filings; the Board may adjust its timing or abandon it before the effective time. The virtual special meeting is scheduled for December 15, 2026. As of November 2, 2026, 22,812,964 common shares were outstanding, and approval requires a majority of outstanding shares entitled to vote, assuming a quorum.

The company anticipates state tax savings of almost $254,000 if reincorporation is completed, compared with approximately $255,490 in Delaware franchise taxes and fees paid for 2025; if completed, current Nevada annual fees would total $1,725. The proposed Nevada Articles authorize 250 million total shares, compared with 75 million under the Delaware charter. Proposed Nevada bylaws would allow stockholders holding at least a majority of voting power to act by written consent. Removing an incumbent director would require Cause—a felony conviction by a court of competent jurisdiction no longer subject to direct appeal—and at least two-thirds of voting power.

Rhea-AI Summary

Willis Lease Finance Corporation is asking stockholders to vote at its 2026 virtual annual meeting on May 26, 2026. The agenda includes electing Class I director Stephen Jones, approving a forward stock split with higher authorized common and preferred shares, an advisory say-on-pay vote, ratifying Grant Thornton LLP as auditor, and a potential adjournment to solicit more votes for the charter amendment.

The company highlights over 40 years in aircraft engine leasing, a 22% increase in lease rent revenue in 2025 versus 2024, and $4.1 billion in assets under management. The board emphasizes recent additions of three independent directors and a leadership structure separating the Executive Chairman and CEO roles.