Willis Lease CEO sells 15,000 shares under plan

Austin Chandler Willis, President, CEO and ten percent owner of Willis Lease Finance, reported selling 15,000 shares of common stock on August 3, 2026 in two open-market transactions at weighted-average prices of $72.7705 and $73.6832 per share.

Rhea-AI Filing Summary

Austin Chandler Willis, President, CEO and ten percent owner of Willis Lease Finance, reported selling 15,000 shares of common stock on August 3, 2026 in two open-market transactions at weighted-average prices of $72.7705 and $73.6832 per share. The sales were effected under a Rule 10b5-1 trading plan adopted March 24, 2026. Reported share amounts, including indirect holdings through various family trusts and CFW Partners, are adjusted for a 3-for-1 forward stock split that became effective July 21, 2026, with certain positions having shared voting power with Charles F. Willis IV.

Insider Trade Summary 10b5-1

Net Seller: 15,000 shares

Net Sell 9 txns

Insider Willis Austin Chandler

Role President and CEO

Sold 15,000 shs ($1.10M)

Type	Security	Shares	Price	Value
Sale	Common Stock F2, F3, F1	5,637	$72.7705	$410K
Sale	Common Stock F2, F4	9,363	$73.6832	$690K
holding	Common Stock F1, F5	--	--	--
holding	Common Stock F1, F6	--	--	--
holding	Common Stock F1, F7	--	--	--
holding	Common Stock F1, F8	--	--	--
holding	Common Stock F1, F9	--	--	--
holding	Common Stock F1, F10, F11	--	--	--
holding	Common Stock F1, F12	--	--	--

Holdings After Transaction: Common Stock — 435,888 shares (Direct); Common Stock — 5,466 shares (Indirect, Son); Common Stock — 5,466 shares (Indirect, Daughter); Common Stock — 66,966 shares (Indirect, Brother); Common Stock — 10,347 shares (Indirect, Austin C. Willis 2019 Irrevocable Trust); Common Stock — 26,076 shares (Indirect, CFW V 2016 Trust); Common Stock — 698,144 shares (Indirect, 2019 Willis Family Trust); Common Stock — 1,216,464 shares (Indirect, CFW Partners)

Footnotes (12)

1. F1. These numbers have been adjusted to reflect the 3-for-1 forward stock split, which became effective on July 21, 2026 (the "Stock Split").
2. F2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 24, 2026.
3. F3. This transaction was executed in multiple trades at prices ranging from $72.38 to $73.3697, 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. F4. This transaction was executed in multiple trades at prices ranging from $73.39 to $74.106, 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. F5. Rooster A. Willis 2019 Trust, Austin Willis Trustee.
6. F6. Wilder Grace Willis 2019 Trust, Austin Willis Trustee.
7. F7. Charles F. Willis V 2019 Trust, Austin Willis Trustee.
8. F8. Austin C. Willis 2019 Irrevocable Trust, Mary Willis Trustee.
9. F9. Charles F. Willis V 2016 Trust, Austin Willis Trustee.
10. F10. 2019 Willis Family Trust, Austin Willis Trustee.
11. F11. Includes 640,244 shares, as adjusted for the Stock Split, having shared voting power of CFW Partners with Charles F. Willis IV.
12. F12. Shared voting power of CFW Partners with Charles F. Willis IV.

Key Figures

Shares sold: 15,000 shares Sale price tranche 1: $72.7705 per share Sale price tranche 2: $73.6832 per share +5 more

8 metrics

Shares sold 15,000 shares Total common shares sold on August 3, 2026 by Austin Chandler Willis

Sale price tranche 1 $72.7705 per share Weighted-average price for 5,637 shares sold on August 3, 2026

Sale price tranche 2 $73.6832 per share Weighted-average price for 9,363 shares sold on August 3, 2026

Price range tranche 1 $72.38–$73.3697 Multiple trades within this range for the first sale block

Price range tranche 2 $73.39–$74.106 Multiple trades within this range for the second sale block

Stock split ratio 3-for-1 Forward stock split effective July 21, 2026 used to adjust share counts

2019 Willis Family Trust holdings 698,144 shares Indirect common stock position as adjusted for the stock split

CFW Partners holdings 1,216,464 shares Indirect common stock position with shared voting power with Charles F. Willis IV

Key Terms

Rule 10b5-1 trading plan, weighted average sale price, 3-for-1 forward stock split, shared voting power

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average sale price financial

"The price reported reflects the weighted average sale price for the transaction"

3-for-1 forward stock split financial

"numbers have been adjusted to reflect the 3-for-1 forward stock split"

shared voting power regulatory

"Includes 640,244 shares having shared voting power of CFW Partners"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Willis Lease Finance (WLFC) disclose?

Willis Lease Finance reported that President and CEO Austin Chandler Willis sold 15,000 shares of common stock on August 3, 2026 in two open-market transactions. The filing states these sales were executed under a Rule 10b5-1 trading plan adopted on March 24, 2026.

At what prices did WLFC CEO Austin Chandler Willis sell his shares?

The CEO sold 5,637 shares at a weighted-average price of $72.7705 and 9,363 shares at a weighted-average price of $73.6832. Footnotes explain each block was executed in multiple trades within price ranges of $72.38–$73.3697 and $73.39–$74.106, respectively.

Was the WLFC insider sale made under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected under a Rule 10b5-1 trading plan adopted by Austin Chandler Willis on March 24, 2026. The filing’s Rule 10b5-1 checkbox is also marked true, indicating the transactions were executed pursuant to a pre-arranged trading plan.

How did the 3-for-1 stock split affect WLFC share figures in this filing?

A footnote explains all reported share numbers have been adjusted for a 3-for-1 forward stock split that became effective on July 21, 2026. This means the common stock and indirect holdings disclosed reflect post-split quantities, not pre-split share counts.

What indirect WLFC holdings are reported for Austin Chandler Willis and related entities?

Indirect positions reported include 1,216,464 shares held through CFW Partners and 698,144 shares in the 2019 Willis Family Trust, among other family trusts. Footnotes indicate Austin Chandler Willis serves as trustee for several trusts and shares voting power in CFW Partners with Charles F. Willis IV.

What is Charles F. Willis IV’s role in the WLFC holdings reported?

Footnotes state that CFW Partners holdings, including 640,244 shares as adjusted for the stock split, have shared voting power between Austin Chandler Willis and Charles F. Willis IV. Another note confirms shared voting power of CFW Partners with Charles F. Willis IV more generally.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/05/2026 - 04:16 PM Accepted by SEC EDGAR 08/05/2026 - 04:15 PM Learn about SEC filing dates

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 FLORIDA 33073

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	08/03/2026		S(2)		5,637	D	$72.7705(3)	445,251(1)	D
Common Stock	08/03/2026		S(2)		9,363	D	$73.6832(4)	435,888	D
Common Stock								5,466(1)	I	Son(5)
Common Stock								5,466(1)	I	Daughter(6)
Common Stock								66,966(1)	I	Brother(7)
Common Stock								10,347(1)	I	Austin C. Willis 2019 Irrevocable Trust(8)
Common Stock								26,076(1)	I	CFW V 2016 Trust(9)
Common Stock								698,144(1)	I	2019 Willis Family Trust(10)(11)
Common Stock								1,216,464(1)	I	CFW Partners(12)

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. These numbers have been adjusted to reflect the 3-for-1 forward stock split, which became effective on July 21, 2026 (the "Stock Split").

2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 24, 2026.

3. This transaction was executed in multiple trades at prices ranging from $72.38 to $73.3697, 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 $73.39 to $74.106, 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. Rooster A. Willis 2019 Trust, Austin Willis Trustee.

6. Wilder Grace Willis 2019 Trust, Austin Willis Trustee.

7. Charles F. Willis V 2019 Trust, Austin Willis Trustee.

8. Austin C. Willis 2019 Irrevocable Trust, Mary Willis Trustee.

9. Charles F. Willis V 2016 Trust, Austin Willis Trustee.

10. 2019 Willis Family Trust, Austin Willis Trustee.

11. Includes 640,244 shares, as adjusted for the Stock Split, having shared voting power of CFW Partners with Charles F. Willis IV.

12. Shared voting power of CFW Partners with Charles F. Willis IV.

	/s/ Austin C. Willis	08/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)