STOCK TITAN

Willis Lease Finance (WLFC) CEO sells 3,400 shares in planned trade

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Willis Lease Finance Corp. chief executive Austin Chandler Willis, who is also a director and 10% owner, reported selling a total of 3,400 shares of common stock on February 2, 2026 in open-market transactions under a pre-arranged Rule 10b5-1 trading plan adopted on June 3, 2025.

The sales were executed in multiple trades at weighted average prices ranging from $183.00 to $187.4485 per share, leaving him with 184,746 shares held directly. He also reports additional indirect holdings through various family members, trusts, and the CFW Partners entity.

Positive

  • None.

Negative

  • None.
Insider Willis Austin Chandler
Role Chief Executive Officer
Sold 3,400 shs ($632K)
Type Security Shares Price Value
Sale Common Stock 200 $183.00 $37K
Sale Common Stock 600 $184.6358 $111K
Sale Common Stock 1,200 $185.5008 $223K
Sale Common Stock 1,140 $186.6691 $213K
Sale Common Stock 260 $187.4485 $49K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 187,946 shares (Direct); Common Stock — 1,822 shares (Indirect, Son)
Footnotes (1)
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2025. This transaction was executed in multiple trades at prices ranging from $184.00 to $184.91, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) of this Form 4. This transaction was executed in multiple trades at prices ranging from $185.00 to $185.87, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (3) of this Form 4. This transaction was executed in multiple trades at prices ranging from $186.16 to $186.95, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (4) of this Form 4. This transaction was executed in multiple trades at prices ranging from $187.31 to $187.49, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (5) of this Form 4. Rooster A. Willis 2019 Trust, Austin Willis Trustee. Wilder Grace Willis 2019 Trust, Austin Willis Trustee. Charles F. Willis V 2019 Trust, Austin Willis Trustee. Austin C. Willis 2019 Irrevocable Trust, Mary Willis Trustee. Charles F. Willis V 2016 Trust, Austin Willis Trustee. 2019 Willis Family Trust, Austin Willis Trustee. Includes 213,415 shares having shared voting power of CFW Partners with Charles F. Willis IV. Shared voting power of CFW Partners with Charles F. Willis IV.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Willis Austin Chandler

(Last) (First) (Middle)
4700 LYONS TECHNOLOGY PARKWAY

(Street)
COCONUT CREEK FL 33073

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WILLIS LEASE FINANCE CORP [ WLFC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/02/2026 S(1) 200 D $183 187,946 D
Common Stock 02/02/2026 S(1) 600 D $184.6358(2) 187,346 D
Common Stock 02/02/2026 S(1) 1,200 D $185.5008(3) 186,146 D
Common Stock 02/02/2026 S(1) 1,140 D $186.6691(4) 185,006 D
Common Stock 02/02/2026 S(1) 260 D $187.4485(5) 184,746 D
Common Stock 1,822 I Son(6)
Common Stock 1,822 I Daughter(7)
Common Stock 22,322 I Brother(8)
Common Stock 3,449 I Austin C. Willis 2019 Irrevocable Trust(9)
Common Stock 8,692 I CFW V 2016 Trust(10)
Common Stock 232,715 I 2019 Willis Family Trust(11)(12)
Common Stock 405,488 I CFW Partners(13)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2025.
2. This transaction was executed in multiple trades at prices ranging from $184.00 to $184.91, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) of this Form 4.
3. This transaction was executed in multiple trades at prices ranging from $185.00 to $185.87, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (3) of this Form 4.
4. This transaction was executed in multiple trades at prices ranging from $186.16 to $186.95, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (4) of this Form 4.
5. This transaction was executed in multiple trades at prices ranging from $187.31 to $187.49, inclusive. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range set forth in footnote (5) of this Form 4.
6. Rooster A. Willis 2019 Trust, Austin Willis Trustee.
7. Wilder Grace Willis 2019 Trust, Austin Willis Trustee.
8. Charles F. Willis V 2019 Trust, Austin Willis Trustee.
9. Austin C. Willis 2019 Irrevocable Trust, Mary Willis Trustee.
10. Charles F. Willis V 2016 Trust, Austin Willis Trustee.
11. 2019 Willis Family Trust, Austin Willis Trustee.
12. Includes 213,415 shares having shared voting power of CFW Partners with Charles F. Willis IV.
13. Shared voting power of CFW Partners with Charles F. Willis IV.
/s/ Austin C. Willis 02/04/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did WLFC CEO Austin Chandler Willis report on this Form 4?

Austin Chandler Willis reported selling 3,400 shares of Willis Lease Finance Corp. common stock. The sales occurred on February 2, 2026 in a series of market transactions, each reported with a specific share count and weighted average sale price for that trade.

At what prices did the WLFC CEO’s February 2, 2026 stock sales occur?

The reported sales were executed at weighted average prices between $183.00 and $187.4485 per share. Several trades were filled in multiple executions within stated price ranges, with details available upon request as noted in the transaction footnotes.

How many WLFC shares does the CEO hold directly after the reported Form 4 sales?

Following the February 2, 2026 transactions, Austin Chandler Willis directly owns 184,746 shares of Willis Lease Finance Corp. common stock. This figure reflects his remaining direct holdings after the reported open-market sales disclosed in Table I of the Form 4.

Were the WLFC CEO’s stock sales made under a Rule 10b5-1 trading plan?

Yes. The filing states the sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2025. Such plans allow pre-arranged stock transactions according to predetermined instructions, regardless of subsequent possession of material nonpublic information.

What indirect WLFC share holdings associated with the CEO are disclosed in this Form 4?

The Form 4 lists indirect ownership in Willis Lease Finance Corp. common stock through family members and trusts, including holdings attributed to his son, daughter, brother, several 2019 and 2016 trusts, the 2019 Willis Family Trust, and 405,488 shares held through CFW Partners with shared voting power.

What roles does Austin Chandler Willis hold at Willis Lease Finance Corp.?

Austin Chandler Willis is identified as a director, Chief Executive Officer, and a 10% owner of Willis Lease Finance Corp. These roles are indicated in the relationship section of the Form 4, highlighting his leadership position and significant ownership stake in the company.