Brendan Curran
About Brendan J. Curran
Independent Class III Director at Willis Lease Finance Corporation (WLFC) since January 1, 2024; age 62 as of April 7, 2025. Serves as Audit Committee Chair and member of the Compensation Committee; designated by the Board as the Audit Committee financial expert and financially sophisticated under Nasdaq standards. Education includes an MBA from Columbia Business School and a BS in Mechanical Engineering from the University of Vermont; nearly four decades in aerospace across engine and airframe segments. The Board has affirmatively determined Curran is independent under Nasdaq listing standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Boeing Asia-Pacific Aviation Services | Chairman of the Board | 2020–2022 | Oversight of Boeing’s regional services JV; governance leadership in aviation services |
| Boeing Global Services | Senior executive roles | Not specified | Commercial services leadership; industry relationships and operations experience |
| Crane Co. | Senior executive roles (public company) | Not specified | Exposure to public-company governance and industrial operations |
| United Technologies Corp. (UTC) | Senior executive roles | Not specified | Pratt & Whitney Commercial Engines; Hamilton Sundstrand (engine/airframe supplier operations) |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| ATL Partners (PE) | Operating resource and advisor | Current | M&A-focused private equity; potential network access in aerospace transactions |
| Aero Accessories (Component MRO) | Chairman of the Board | Current | Independent component maintenance facility in Miramar, FL |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation Committee member; both committees composed solely of independent directors. The Audit Committee held four meetings in 2024; the Compensation Committee held ten.
- Independence: Board affirmatively determined Curran (and other named directors) is independent under Nasdaq.
- Attendance: Board met nine times in 2024; each incumbent director attended at least 75% of board and committee meetings.
- Executive sessions: Six Board meetings in 2024 included independent directors’ executive sessions.
- Nominating function: No formal nominating committee; independent directors fulfill director nominations; nominees approved by a majority of independent directors.
Fixed Compensation
| Component (2024) | Amount ($) | Detail |
|---|---|---|
| Quarterly cash retainer | 23,398 per quarter | Paid for Q1–Q4; $93,590 total (1) |
| Audit Committee Chair cash fee | 4,375 per quarter | $17,500 total for year (1) |
| Total cash fees | 111,090 | Sum of retainer and chair fee |
| Meeting fees | Not disclosed | No per-meeting fees disclosed for directors |
Performance Compensation
| Equity Component (2024–2025) | Grant Date | Shares | Grant/Report Price ($) | Accounting Value |
|---|---|---|---|---|
| Annual director restricted stock grant | 2024-01-08 | 5,000 | 47.54 | Included in 2024 Director Stock Awards; annual grants vest after one year (3) |
| Annual director restricted stock grant | 2024-05-23 | 3,000 | 63.40 | Included in 2024 Director Stock Awards; vests after one year (3) |
| Director equity award (reported) | 2025-06-05 | 872 | 143.40 | 2025 Form 4 award (post year-end) |
| Director Stock Awards (grant-date fair value) | FY 2024 | — | — | $427,900 total reported for Curran |
- Vesting terms: Beginning in 2019, non-employee directors who continue service receive annual restricted stock grants (3,000 shares) that vest in one installment upon completion of one year of Board service from grant date. (3)
- Performance metrics: No director compensation tied to operational/financial performance metrics disclosed (director equity is time-based).
Other Directorships & Interlocks
| Company/Institution | Public Company? | Role | Potential Interlock with WLFC |
|---|---|---|---|
| None disclosed beyond WLFC | — | — | No current public-company boards disclosed; no related-party transactions involving Curran or his affiliates reported >$120k |
Expertise & Qualifications
- Audit Committee financial expert designation; financial sophistication under Nasdaq standards.
- Deep aerospace domain expertise spanning engines and airframes; significant leadership roles at Boeing/UTC/Pratt & Whitney/Hamilton Sundstrand.
- Advanced education (MBA Columbia; BS Mechanical Engineering University of Vermont).
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (common shares) as of April 7, 2025 | 8,000 | Less than 1% of shares outstanding (7,669,763 total) |
| Unvested restricted stock as of Dec 31, 2024 | 8,000 | Unvested director grants (3) |
| Shares owned after 2025 Form 4 award (872 sh) | 8,872 | Post-award holdings reported on 2025-06-06 |
| Pledged shares | None disclosed | No pledge disclosures for Curran in proxy |
| Hedging policy | No formal hedging policy adopted | Company permits 10b5-1 plans; states no policies or practices regarding hedging by employees/directors (potential governance weakness) |
Insider Trades (Form 4 summary)
| Transaction Date | Filing Date | Type | Shares Transacted | Price ($) | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|---|
| 2024-01-08 | 2024-01-08 | Award (A) | 5,000 | 47.54 | 5,000 | |
| 2024-05-23 | 2024-05-28 | Award (A) | 3,000 | 63.40 | 8,000 | |
| 2025-06-05 | 2025-06-06 | Award (A) | 872 | 143.40 | 8,872 |
Governance Assessment
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Strengths:
- Independence and oversight: Curran serves as Audit Committee Chair and is designated the committee’s financial expert; audit oversight evidenced by the Audit Committee report to include financial statements, controls, and auditor independence.
- Engagement: Audit Committee (4 meetings) and Compensation Committee (10 meetings) in 2024; Board attendance thresholds met; independent director executive sessions held six times in 2024.
- Ownership alignment: Ongoing equity grants; unvested stock enhances alignment; recent awards increase exposure to WLFC equity. (3)
-
Potential Weaknesses / RED FLAGS:
- Hedging policy gap: Company has not adopted policies or practices prohibiting hedging by employees/directors; while insider trading policy applies, absence of a formal anti-hedging policy is a governance risk for alignment.
- Board structure: No formal nominating committee and no lead independent director; nomination function handled by independent directors collectively, which may limit formalized independence in candidate sourcing and board leadership counterbalance.
- Related-party sensitivity: While none disclosed for Curran, WLFC has family ties in top leadership (Executive Chairman is founder; CEO is his son), warranting heightened audit/compensation oversight—Curran’s roles are relevant mitigants. No related-party transactions >$120k reported beyond executive compensation disclosures.
Overall, Curran’s audit leadership, financial expertise, and aerospace domain knowledge support board effectiveness at WLFC, with equity-based director pay and regular committee activity underpinning alignment and engagement. Investors should note the company’s lack of formal anti-hedging and nominating structures, which increases reliance on the independence and rigor of committee chairs like Curran to sustain governance quality.