Willis Lease shareholders reject executive pay and director re-election

Willis Lease Finance Corporation (NASDAQ: WLFC) stockholders delivered significant opposition to company governance at the 2026 annual meeting, according to voting results disclosed by Four Tree Island Advisory LLC, a top-10 stockholder.

Over 92% of unaffiliated stockholders voted against the company's executive compensation program, while nearly 84% opposed the re-election of director Stephen Jones, based on calculations by Four Tree Island Advisory.

The company failed to secure sufficient support for a proposal to triple authorized share count. Willis Lease adjourned the annual meeting and scheduled a reconvened meeting for June 23, 2026, to seek additional votes on the share authorization proposal.

Four Tree Island Advisory opposes the share increase unless Willis Lease implements three measures: canceling a 300,000-share option grant to Executive Chairman Charles Willis from November 2025, selling the company's superyacht and one corporate aircraft with commitments against future similar purchases, and agreeing that no Willis family member receives equity compensation for ten years.

The advisory firm noted that peer companies FTAI, AerCap and Air Lease, which have market capitalizations 19 times, 16 times and 5 times larger than Willis Lease respectively, maintain no more than one corporate aircraft and no luxury yachts.

Four Tree Island Advisory calculated unaffiliated stockholder percentages based on 7,604,821 shares outstanding minus 3,768,660 shares owned by directors and executive officers, assuming management voted in favor of the proposals.

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