Willis Lease Finance Form 4: Executive Chairman Sells 30,000 WLFC Shares

Rhea-AI Filing Summary

Charles F. Willis IV, Executive Chairman and 10% owner of Willis Lease Finance Corp (WLFC), sold 30,000 shares of WLFC common stock on August 12, 2025, in multiple transactions at prices ranging from approximately $146.96 to $157.18 per share. After these sales the reporting person directly beneficially owns 957,046 shares. The filing also discloses indirect holdings: 13,798 shares held by his spouse, 2,134,148 shares held by CFW Partners, and 584 shares held in a granddaughter trust. The Form 4 includes footnotes stating each sale was executed in multiple trades and that the reported prices are weighted average sale prices; the reporting person offers to provide detailed per-trade information upon request.

Positive

• Clear Section 16 disclosure with transaction dates, codes, amounts and post-transaction ownership reported
• Footnotes provide transparency that grouped prices are weighted averages and offer to supply per-trade details on request
• Direct and indirect holdings are explicitly separated (spouse, CFW Partners, granddaughter trust)

Negative

• Execution of open-market sales totaling 30,000 shares on 08/12/2025 which reduced direct beneficial ownership to 957,046 shares
• Filing does not state a 10b5-1 plan or reason for the sales, leaving intent unspecified in the document

Insights

Securities Analyst

TL;DR: Executive Chairman sold 30,000 WLFC shares in block trades, reducing his direct stake to 957,046 shares; sales executed across a price range.

The Form 4 reports open-market sales of 30,000 common shares on 08/12/2025, executed in multiple trades with weighted-average prices disclosed for nine grouped transactions spanning roughly $146.96 to $157.18. The filing clearly differentiates direct and indirect ownership post-sales, showing substantial indirect holdings through CFW Partners and family trusts. From a disclosure perspective the filing is complete: it lists transaction codes, amounts, weighted-average prices and offers to provide per-trade breakdowns on request. This is routine insider selling disclosure; materiality relative to the company’s total share count and market capitalization is not provided in the filing.

Corporate Governance Expert

TL;DR: Insider complied with Section 16 reporting by disclosing multiple open-market sales and current direct and indirect ownership positions.

The Form 4 documents the requisite information for Section 16 compliance: relationship to issuer (Director, 10% owner, Executive Chairman), transaction dates, codes, amounts, and post-transaction beneficial ownership. Footnotes transparently state that grouped sale prices are weighted averages and commit to supplying trade-level details if requested. The filing also enumerates related-party indirect holdings (spouse and trust). The disclosure appears procedurally sound; the filing does not include reasons for the sales or any 10b5-1 plan indication.

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).

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 CHARLES F IV

(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)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		S		100	D	$147.132(1)	986,946	D
Common Stock	08/12/2025		S		50	D	$150.479(2)	986,896	D
Common Stock	08/12/2025		S		407	D	$151.5153(3)	986,489	D
Common Stock	08/12/2025		S		1,914	D	$152.5431(4)	984,575	D
Common Stock	08/12/2025		S		5,411	D	$153.9092(5)	979,164	D
Common Stock	08/12/2025		S		5,403	D	$154.2282(6)	973,761	D
Common Stock	08/12/2025		S		9,448	D	$155.7159(7)	964,313	D
Common Stock	08/12/2025		S		7,067	D	$156.5114(8)	957,246	D
Common Stock	08/12/2025		S		200	D	$157.1775(9)	957,046	D
Common Stock								13,798	I	Spouse(10)
Common Stock								2,134,148	I	CFW Partners
Common Stock								584	I	Granddaughter(11)

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. This transaction was executed in multiple trades at prices ranging from $146.96 to $147.30, 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 (1) of this Form 4.

2. This transaction was executed in multiple trades at prices ranging from $149.93 to $150.54, 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 $151.03 to $152.01, 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 $152.085 to $153.07, 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 $153.10 to $154.095, 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. This transaction was executed in multiple trades at prices ranging from $154.1 to $154.58, 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 (6) of this Form 4.

7. This transaction was executed in multiple trades at prices ranging from $155.14 to $156.13, 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 (7) of this Form 4.

8. This transaction was executed in multiple trades at prices ranging from $156.14 to $157.115, 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 (8) of this Form 4.

9. This transaction was executed in multiple trades at prices ranging from $157.175 to $157.18, 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 (9) of this Form 4.

10. Charlotte Montressor Willis.

11. Wilder Grace Willis 2016 Trust.

	/s/ Charles F. Willis IV	08/14/2025
	** 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.
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FAQ

How many WLFC shares did Charles F. Willis IV sell on August 12, 2025?

He sold a total of 30,000 shares of WLFC common stock on 08/12/2025 as reported on the Form 4.

What price range were the WLFC shares sold at by Charles F. Willis IV?

The reported weighted-average sale prices for grouped transactions ranged approximately from $146.96 to $157.18 per share, with footnotes noting multiple trade prices within those ranges.

What is Charles F. Willis IV's beneficial ownership in WLFC after the reported sales?

Directly beneficially owned: 957,046 shares; additionally 13,798 shares indirectly via spouse, 2,134,148 shares via CFW Partners, and 584 shares in a granddaughter trust as disclosed.

Did the Form 4 indicate the sales were part of a 10b5-1 trading plan?

No. The filing does not state that the transactions were made pursuant to a 10b5-1 plan or provide a reason for the sales.

Who signed the Form 4 and when was it signed?

Charles F. Willis IV signed the Form 4 on 08/14/2025, as shown in the signature block.