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Willis Lease Finance Corporation 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Willis Lease Finance Corporation’s Form 8-K, filed 2026-06-23 (Item 5.07 on EDGAR). Page generated 04 October 2026.

11Reported items
175Asset managers
965Fund votes
2026-06-23Main meeting date

Proxy season: 2025-2026

Explore Willis Lease Finance Corporation in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Willis Lease Finance Corporation

These tallies are Willis Lease Finance Corporation’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2026-06-23 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX. Willis Lease Finance Corporation reported 2 meetings in this season; each is tabulated separately below, with its own filing.

Willis Lease Finance Corporation — official shareholder meeting results, meeting held 2026-06-23 (Form 8-K, filed 2026-06-23)
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Proposal 2: Approval of Amendment to Company ' s Certificate of Incorporation	6,151,386	1,187,377	6,752	--	0	Majority: yes

Source: Willis Lease Finance Corporation, Form 8-K, filed with the SEC on 2026-06-23 — read the filing on EDGAR.

Willis Lease Finance Corporation — official shareholder meeting results, meeting held 2026-05-26 (Form 8-K, filed 2026-05-27)
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Stephen Jones	4,234,457	--	2,440,648	--	339,012	—
Proposal 3: Advisory Vote on Approval of Executive Compensation	3,989,151	2,671,326	14,628	--	339,012	Majority: yes
Proposal 4: Advisory Vote on the Appointment of Grant Thornton LLP	6,987,595	23,144	3,378	--	0	Majority: yes
Proposal 5: Approval of Adjournment of the Annual Meeting	5,475,476	1,193,635	5,994	--	339,012	Majority: yes

Source: Willis Lease Finance Corporation, Form 8-K, filed with the SEC on 2026-05-27 — read the filing on EDGAR.

How asset managers voted at the Willis Lease Finance Corporation 2025-2026 meetings

Each item below shows how the 175 asset managers that disclosed a Willis Lease Finance Corporation vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of Willis Lease Finance Corporation’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Cast an advisory vote to approve the compensation of the Company's named executive officers as disclosed in the Proxy Statement.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2026-06-23.

Combines 2 wordings of this item as funds reported it.

8% fund support · no official result

8%AGAINST 92%

The 153 asset managers below cast 8% of the shares they voted on this item FOR (119,231 for, 1,303,188 against).

FOR: 119,231 (8.4%)AGAINST: 1,303,188 (91.6%)

Largest asset managers voting on “Cast an advisory vote to approve the compensation of the Company's named executive officers as disclosed in th” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Against	Vote
BlackRock	3,096	156,373	Against
Vanguard	173	156,264	Against
Dimensional	0	143,239	Against
Renaissance	0	121,058	Against
Four Tree Island Advisory LLC	0	87,449	Against
Allspring	0	67,923	Against
GEODE CAPITAL MANAGEMENT, LLC	0	65,512	Against
Fidelity	1,522	55,810	Against
State Street	54,331	778	For
Charles Schwab	0	49,943	Against
Eaton Vance	0	37,245	Against
First Trust	0	36,229	Against
Two Sigma	0	35,545	Against
EA Series Trust	72	27,681	Against
WisdomTree	25,733	0	For
Northern Trust	0	22,341	Against
BRIDGEWAY CAPITAL MANAGEMENT, LLC	0	20,668	Against
BRIDGEWAY FUNDS INC	0	20,668	Against
NEW YORK STATE COMMON RETIREMENT FUND	0	20,205	Against
CORSAIR CAPITAL MANAGEMENT, L.P.	0	18,002	Against
US BANK NATIONAL ASSOCIATION	0	17,430	Against
LSV ASSET MANAGEMENT	0	15,380	Against
Connor, Clark & Lunn Investment Management Ltd.	0	10,979	Against
American Century	0	10,567	Against
MELLON INVESTMENTS Corp	10,122	0	For

Showing the 25 largest of 153 asset managers. See all 153 in the interactive database.

2. Approve an amendment to the Company's Certificate of Incorporation to effect a forward stock split and increase the number of authorized shares of Common Stock and Preferred Stock.

CAPITAL STRUCTUREMajority of the votes cast: yes

Meeting held 2026-06-23.

84% Majority: yes · of votes cast

FOR 84%AGAINST 16%

FOR: 6,151,386AGAINST: 1,187,377

Willis Lease Finance Corporation’s own tally for this item (“Proposal 2: Approval of Amendment to Company ' s Certificate of Incorporation”): 6,151,386 for, 1,187,377 against, per its Form 8-K filed 2026-06-23 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 7,043,713 outstanding shares: 87% for, 17% against (100% of the company cast a for/against vote).

The 48 asset managers below cast 99.9% of the shares they voted on this item FOR (623,627 for, 1 against).

FOR 99.9%

FOR: 623,627 (100.0%)AGAINST: 1 (0.0%)

Largest asset managers voting on “Approve an amendment to the Company's Certificate of Incorporation to effect a forward stock split and increas” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Against	Vote
Vanguard	132,826	1	For
Dimensional	110,483	0	For
BlackRock	99,964	0	For
Fidelity	55,810	0	For
First Trust	36,229	0	For
Allspring	31,127	0	For
EA Series Trust	27,753	0	For
WisdomTree	25,733	0	For
Charles Schwab	24,971	0	For
BRIDGEWAY FUNDS INC	20,668	0	For
Northern Trust	6,412	0	For
Equitable	5,857	0	For
Prudential/PGIM	5,856	0	For
American Century	5,283	0	For
QUANTITATIVE MASTER SERIES LLC	4,781	0	For
Lincoln Financial	4,327	0	For
AMERICAN BEACON FUNDS	4,200	0	For
TIAA	3,404	0	For
Goldman Sachs	1,524	0	For
John Hancock	1,472	0	For
Jackson National	1,466	0	For
T. Rowe Price	1,449	0	For
AIG/SunAmerica	1,403	0	For
Global X	1,312	0	For
Bridge Builder Trust	1,263	0	For

Showing the 25 largest of 48 asset managers. See all 48 in the interactive database.

3. Approve the adjournment of the Annual Meeting if necessary or appropriate in the view of the Board of Directors to permit further solicitation and voting of proxies if there are insufficient votes at the time of the Annual Meeting to approve Proposal 2 (regarding the approval of an amendment of the Company's Certificate of Incorporation).

CORPORATE GOVERNANCE

Meeting held 2026-06-23.

99.3% fund support · no official result

FOR 99.3%

The 48 asset managers below cast 99.3% of the shares they voted on this item FOR (619,409 for, 4,219 against).

FOR: 619,409 (99.3%)AGAINST: 4,219 (0.7%)

Largest asset managers voting on “Approve the adjournment of the Annual Meeting if necessary or appropriate in the view of the Board of Director” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Against	Vote
Vanguard	132,826	1	For
Dimensional	110,483	0	For
BlackRock	99,964	0	For
Fidelity	55,810	0	For
First Trust	36,229	0	For
Allspring	31,127	0	For
EA Series Trust	27,753	0	For
WisdomTree	25,733	0	For
Charles Schwab	24,971	0	For
BRIDGEWAY FUNDS INC	20,668	0	For
Northern Trust	6,412	0	For
Equitable	5,857	0	For
Prudential/PGIM	5,856	0	For
American Century	5,283	0	For
QUANTITATIVE MASTER SERIES LLC	4,781	0	For
Lincoln Financial	2,527	1,800	For
AMERICAN BEACON FUNDS	4,200	0	For
TIAA	3,404	0	For
Goldman Sachs	1,524	0	For
John Hancock	1,472	0	For
Jackson National	1,466	0	For
T. Rowe Price	0	1,449	Against
AIG/SunAmerica	1,403	0	For
Global X	1,312	0	For
Bridge Builder Trust	1,263	0	For

Showing the 25 largest of 48 asset managers. See all 48 in the interactive database.

4. Cast an advisory vote to ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

AUDIT-RELATED

Meeting held 2026-06-23.

100% fund support · no official result

FOR 100%

The 48 asset managers below cast 100% of the shares they voted on this item FOR (623,628 for, 0 against).

FOR: 623,628 (100.0%)

Largest asset managers voting on “Cast an advisory vote to ratify the appointment of Grant Thornton LLP as the Company's independent registered ” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Vote
Vanguard	132,827	For
Dimensional	110,483	For
BlackRock	99,964	For
Fidelity	55,810	For
First Trust	36,229	For
Allspring	31,127	For
EA Series Trust	27,753	For
WisdomTree	25,733	For
Charles Schwab	24,971	For
BRIDGEWAY FUNDS INC	20,668	For
Northern Trust	6,412	For
Equitable	5,857	For
Prudential/PGIM	5,856	For
American Century	5,283	For
QUANTITATIVE MASTER SERIES LLC	4,781	For
Lincoln Financial	4,327	For
AMERICAN BEACON FUNDS	4,200	For
TIAA	3,404	For
Goldman Sachs	1,524	For
John Hancock	1,472	For
Jackson National	1,466	For
T. Rowe Price	1,449	For
AIG/SunAmerica	1,403	For
Global X	1,312	For
Bridge Builder Trust	1,263	For

Showing the 25 largest of 48 asset managers. See all 48 in the interactive database.

5. Elect one Class I Director to serve until the 2029 Annual Meeting of Stockholders, specifically and as nominated by the Board of Directors: Stephen Jones

DIRECTOR ELECTIONS

Meeting held 2026-06-23.

Combines 3 wordings of this item as funds reported it.

100% fund support · no official result

FOR 35%ABSTAIN 65%

The 48 asset managers below cast 100% of the shares they voted on this item FOR (219,905 for, 0 against).

FOR: 219,905 (35.3%)ABSTAIN: 403,723 (64.7%)

Largest asset managers voting on “Elect one Class I Director to serve until the 2029 Annual Meeting of Stockholders, specifically and as nominat” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	132,715	112	For
Dimensional	0	110,483	Abstain
BlackRock	0	99,964	Abstain
Fidelity	54,923	887	For
First Trust	0	36,229	Abstain
Allspring	0	31,127	Abstain
EA Series Trust	72	27,681	Abstain
WisdomTree	0	25,733	Abstain
Charles Schwab	24,971	0	For
BRIDGEWAY FUNDS INC	0	20,668	Abstain
Northern Trust	0	6,412	Abstain
Equitable	0	5,857	Abstain
Prudential/PGIM	4,896	960	For
American Century	0	5,283	Abstain
QUANTITATIVE MASTER SERIES LLC	0	4,781	Abstain
Lincoln Financial	0	4,327	Abstain
AMERICAN BEACON FUNDS	0	4,200	Abstain
TIAA	0	3,404	Abstain
Goldman Sachs	1,524	0	For
John Hancock	0	1,472	Abstain
Jackson National	0	1,466	Abstain
T. Rowe Price	0	1,449	Abstain
AIG/SunAmerica	0	1,403	Abstain
Global X	0	1,312	Abstain
Bridge Builder Trust	0	1,263	Abstain

Showing the 25 largest of 48 asset managers. See all 48 in the interactive database.

6. Cast an advisory vote to approve the compensation of the Company's named executive officers as disclosed in the Proxy Statement.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-05-26.

Combines 2 wordings of this item as funds reported it.

60% Majority: yes · of votes cast

FOR 60%AGAINST 40%

FOR: 3,989,151AGAINST: 2,671,326

Willis Lease Finance Corporation’s own tally for this item (“Proposal 3: Advisory Vote on Approval of Executive Compensation”): 3,989,151 for, 2,671,326 against, per its Form 8-K filed 2026-05-27 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 7,043,713 outstanding shares: 57% for, 38% against (95% of the company cast a for/against vote).

The 17 asset managers below cast 4% of the shares they voted on this item FOR (25,139 for, 685,284 against).

AGAINST 96%

FOR: 25,139 (3.5%)AGAINST: 685,284 (96.5%)

Largest asset managers voting on “Cast an advisory vote to approve the compensation of the Company's named executive officers as disclosed in th” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Against	Vote
M3F, Inc.	0	669,670	Against
Latash Investments, LLC	13,500	0	For
Advisors' Inner Circle Fund III	0	12,756	Against
MALTESE CAPITAL MANAGEMENT LLC	10,083	0	For
Vericimetry Funds	1,504	0	For
Knights of Columbus Asset Advisors LLC	0	1,358	Against
Westfuller Advisors, LLC	0	895	Against
RBB Fund Trust	0	407	Against
XPONANCE LLC	52	163	Against
Ethic Inc.	0	14	Against
L2 Asset Management, LLC	0	13	Against
LCM Capital Management Inc	0	4	Against
Sound View Wealth Advisors Group, LLC	0	3	Against
Aletheian Wealth Advisors LLC	0	1	Against
BOFA SECURITIES, INC.	0	0	--
GatePass Capital, LLC	0	0	--
MERRILL LYNCH INTERNATIONAL	0	0	--

7. APPROVE THE ADJOURNMENT OF THE ANNUAL MEETING IF NECESSARY OR APPROPRIATE IN THE VIEW OF THE BOARD OF DIRECTORS TO PERMIT FURTHER SOLICITATION AND VOTING OF PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE ANNUAL MEETING TO APPROVE PROPOSAL 2 (REGARDING THE APPROVAL OF AN AMENDMENT OF THE COMPANY'S CERTIFICATE OF INCORPORATION).

CORPORATE GOVERNANCEMajority of the votes cast: yes

Meeting held 2026-05-26.

Combines 3 wordings of this item as funds reported it.

82% Majority: yes · of votes cast

FOR 82%AGAINST 18%

FOR: 5,475,476AGAINST: 1,193,635

Willis Lease Finance Corporation’s own tally for this item (“Proposal 5: Approval of Adjournment of the Annual Meeting”): 5,475,476 for, 1,193,635 against, per its Form 8-K filed 2026-05-27 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 7,043,713 outstanding shares: 78% for, 17% against (95% of the company cast a for/against vote).

The 4 asset managers below cast 100% of the shares they voted on this item FOR (15,217 for, 0 against).

FOR 100%

FOR: 15,217 (100.0%)

Largest asset managers voting on “APPROVE THE ADJOURNMENT OF THE ANNUAL MEETING IF NECESSARY OR APPROPRIATE IN THE VIEW OF THE BOARD OF DIRECTOR” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Vote
Advisors' Inner Circle Fund III	12,756	For
Vericimetry Funds	1,504	For
Cornerstone Capital, Inc.	550	For
RBB Fund Trust	407	For

8. ELECTION OF CLASS I DIRECTOR TO SERVE UNTIL THE 2029 ANNUAL MEETING OF STOCKHOLDERS, SPECIFICALLY AND AS NOMINATED BY THE BOARD OF DIRECTORS: STEPHEN JONES

DIRECTOR ELECTIONS

Meeting held 2026-05-26.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (14,667 for, 0 against).

FOR: 14,667 (100.0%)

Largest asset managers voting on “ELECTION OF CLASS I DIRECTOR TO SERVE UNTIL THE 2029 ANNUAL MEETING OF STOCKHOLDERS, SPECIFICALLY AND AS NOMIN” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Vote
Advisors' Inner Circle Fund III	12,756	For
Vericimetry Funds	1,504	For
RBB Fund Trust	407	For

9. APPROVE AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO EFFECT A FORWARD STOCK SPLIT AND INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK AND PREFERRED STOCK.

CAPITAL STRUCTURE

Meeting held 2026-05-26.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (14,667 for, 0 against).

FOR: 14,667 (100.0%)

Largest asset managers voting on “APPROVE AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO EFFECT A FORWARD STOCK SPLIT AND INCREAS” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Vote
Advisors' Inner Circle Fund III	12,756	For
Vericimetry Funds	1,504	For
RBB Fund Trust	407	For

10. CAST AN ADVISORY VOTE TO RATIFY THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2026.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2026-05-26.

Combines 2 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 6,987,595AGAINST: 23,144

Willis Lease Finance Corporation’s own tally for this item (“Proposal 4: Advisory Vote on the Appointment of Grant Thornton LLP”): 6,987,595 for, 23,144 against, per its Form 8-K filed 2026-05-27 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 7,043,713 outstanding shares: 99.2% for, 0.4% against (99.5% of the company cast a for/against vote).

The 3 asset managers below cast 100% of the shares they voted on this item FOR (14,667 for, 0 against).

FOR 100%

FOR: 14,667 (100.0%)

Largest asset managers voting on “CAST AN ADVISORY VOTE TO RATIFY THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY'S INDEPENDENT REGISTERED ” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Vote
Advisors' Inner Circle Fund III	12,756	For
Vericimetry Funds	1,504	For
RBB Fund Trust	407	For

11. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2026-06-23.

2% fund support · no official result

AGAINST 98%

The 3 asset managers below cast 2% of the shares they voted on this item FOR (11 for, 647 against).

FOR: 11 (1.7%)AGAINST: 647 (98.3%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at Willis Lease Finance Corporation, 2025-2026
Asset manager	For	Against	Vote
ALGERT GLOBAL LLC	0	630	Against
Cornerstone Investment Partners, LLC	0	17	Against
Coyle Financial Counsel LLC	11	0	For

Largest Willis Lease Finance Corporation shareholders voting in 2025-2026

Ranked by the number of Willis Lease Finance Corporation shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 7,043,713 shares outstanding at the time of that meeting.

Top Willis Lease Finance Corporation shareholders by shares voted, 2025-2026
#	Asset manager	% of shares outstanding
1	BlackRock	2.26%
2	Vanguard	2.22%
3	Dimensional	2.03%
4	Renaissance	1.72%
5	Four Tree Island Advisory LLC	1.24%
6	Allspring	0.96%
7	GEODE CAPITAL MANAGEMENT, LLC	0.93%
8	Fidelity	0.81%
9	State Street	0.78%
10	Charles Schwab	0.71%

Reported Willis Lease Finance Corporation ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

Willis Lease Finance Corporation beneficial owners on record for the 2025-2026 proxy season
Holder	% outstanding	Disclosure
WILLIS CHARLES F IV	47.70%	13D
M3 Funds, LLC	9.61%	13G
Dimensional Fund Advisors	7.54%	13F
BlackRock	3.04%	13F
Renaissance Technologies	2.81%	13F
Two Sigma	2.36%	13F
Vanguard Group	2.19%	13F
Geode Capital	1.08%	13F
State Street	0.95%	13F
Morgan Stanley	0.66%	13F

Percentages above are of 7,043,713 shares outstanding, as reported by Willis Lease Finance Corporation on its Form 10-Q dated 2026-05-01 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Willis Lease Finance Corporation’s 10-Q dated 2026-05-01. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At Willis Lease Finance Corporation's 2 shareholder meetings in the 2025-2026 proxy season (held 2026-05-26 and 2026-06-23), 175 asset managers reported how they voted in their SEC Form N-PX filings, covering 965 separate fund positions. Their filings are grouped here into 11 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. Willis Lease Finance Corporation's own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Cast an advisory vote to approve the compensation of the Company's named executive officers as… — the reporting funds cast 8% of the shares they voted in favour (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

Willis Lease Finance Corporation proxy season coverage: 2025-2026 (this page).