Willis Lease (WLFC) CEO exercises PSAs and reports tax withholding
Rhea-AI Filing Summary
Willis Lease Finance Corp Chief Executive Officer Austin Chandler Willis exercised a performance-based restricted stock award for 6,315 PSAs into common stock. The award was granted in 2025 and became earned after performance goals were certified on March 16, 2026. Following the exercise, 785 common shares were returned to the company at $167.18 per share to satisfy withholding tax obligations, leaving 186,876 common shares held directly. He also reports additional indirect common stock holdings through various family members and family trusts.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance-based Restricted Stock Award | 6,315 | $0.00 | -- |
| Exercise | Common Stock | 6,315 | $0.00 | -- |
| Tax Withholding | Common Stock | 785 | $167.18 | $131K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Performance-based restricted stock award ("PSA") granted in 2025 subject to performance-based and time-based vesting over two years. Performance-based vesting criteria, which included a combination of profitability of the Issuer's services businesses, growth of the Issuer's leasing portfolio and the viability of the Issuer's Sustainable Aviation Fuel initiative, were certified on March 16, 2026. Each PSA represents a contingent right to receive one share of the Issuer's common stock upon vesting. Return to Issuer of previously restricted shares to satisfy withholding tax liability. 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. Reported amount has been adjusted to reflect the actual number of PSAs earned, based on the extent to which the performance-based vesting criteria were achieved. The remaining 5,343 PSAs of the 100% target amount reported in the Form 4 filed by the Reporting Person on January 6, 2025 were forfeited.
FAQ
What insider transaction did WLFC CEO Austin Chandler Willis report?
He reported exercising a performance-based restricted stock award for 6,315 PSAs into common stock. The performance criteria were certified on March 16, 2026, triggering vesting and conversion to Willis Lease Finance Corp common shares.
What is a performance-based restricted stock award (PSA) in the WLFC filing?
The PSA is an equity award that vests only if specific performance and time-based conditions are met. In this case, 6,315 PSAs converted into one share of Willis Lease Finance Corp common stock each upon vesting.
Does the WLFC CEO report any indirect ownership in this Form 4?
Yes. In addition to direct holdings, the CEO reports indirect ownership of Willis Lease Finance Corp common stock through family members and multiple family trusts, including the 2019 Willis Family Trust and CFW Partners.
Were any performance-based awards forfeited in the WLFC CEO’s plan?
Yes. The filing notes that 5,343 PSAs from the original 2025 target grant were forfeited. The reported 6,315 earned PSAs reflect the portion that vested based on achieved performance criteria.