Colm Barrington
About Colm Barrington
Colm Barrington (age 79) is an independent Class II director of Willis Lease Finance Corporation (WLFC), appointed effective April 3, 2024; he brings over five decades of global aviation leasing experience, including senior roles at GPA Group, GECAS, BBAM, and as CEO/Director of New York–listed Fly Leasing Limited until its sale in 2021 . He holds a master’s in economics from University College Dublin and a diploma in public administration from The Institute for Public Administration in Dublin, and has chaired or served on multiple public company boards in aviation and finance, including Aer Lingus and Finnair .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aer Lingus | Non-Executive Chairman | 2008–2015 | Led oversight during transformation period; public company governance experience |
| GPA Group plc | Senior management positions | 1980–1993 | Helped establish global market for sale of leased aircraft as financial assets |
| GE Capital Aviation Services (GECAS) | President, GECAS Ireland | 1993 (after GPA acquisition) | Oversight of Irish operations; integration leadership |
| BBAM (Babcock & Brown Aircraft Management) | Global aircraft operating lease and management leadership | Post-merger (1990s–2000s) | Managed and developed global aircraft operating lease activities |
| Fly Leasing Limited (NYSE: FLY) | Chief Executive Officer and Director | 2007–2021 | Led public aircraft lessor until sale to Carlyle Aviation |
| BBAM | Senior Ambassador | Post-2021 sale | External relationships and industry engagement |
External Roles
| Company | Role | Market/Listing | Tenure | Notes |
|---|---|---|---|---|
| Aer Lingus | Non-Executive Chairman | Public company (Ireland) | 2008–2015 | Board leadership during industry and strategic shifts |
| Finnair | Vice Chair | Public company (Helsinki) | 2016–2021 | Senior governance role at flag carrier |
| Fly Leasing Limited | CEO & Director | NYSE (U.S.) | 2007–2021 | U.S.-listed aircraft leasing company leadership |
Board Governance
- Independence: The WLFC Board affirmatively determined Barrington qualifies as an independent director under Nasdaq standards .
- Committee assignments: Member, Audit Committee (Chair: Brendan J. Curran); Member, Compensation Committee (Chair: Stephen Jones). Both committees comprise solely independent directors .
- Attendance/engagement: The Board held nine meetings in FY2024; each incumbent director attended at least 75% of Board and applicable committee meetings .
- Executive sessions: Six Board meetings in 2024 included independent directors’ executive sessions (no management present) .
- Nominating process: No formal nominating committee; independent directors collectively fulfill nominating functions .
- Board leadership: No lead independent director; oversight provided through independent committee chairs and executive sessions .
Fixed Compensation
| Year | Cash Retainer ($) | Committee Chair Fees ($) | Meeting Fees ($) | Total Cash ($) | Notes |
|---|---|---|---|---|---|
| 2024 | 46,795 | — | — | 46,795 | Quarterly payments for Q3–Q4 2024 following April 3 appointment |
Performance Compensation
| Grant Year | Grant Type | Grant Date | Shares | Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|---|---|
| 2024 | Restricted stock (director annual grant policy) | 2024 (date per program) | 8,000 (unvested as of 12/31/2024) | 582,240 | Vests in one installment after one year of Board service | Board policy: annual grant of 3,000 shares to independent directors; vesting after one year |
- No director performance-vested equity or option awards are disclosed; director equity is time-based restricted stock with one-year vesting. No performance metrics (e.g., TSR, EBITDA) tie to director pay are disclosed .
Other Directorships & Interlocks
| Company | Relationship to WLFC | Potential Interlock/Conflict Considerations |
|---|---|---|
| Aer Lingus | Airline customer/end-user ecosystem | No WLFC-related transactions disclosed; role ended 2015 |
| Finnair | Airline customer/end-user ecosystem | No WLFC-related transactions disclosed; role ended 2021 |
| Fly Leasing Limited | Aircraft leasing (adjacent/competitor space) | Prior leadership ended 2021; no WLFC related-party transactions disclosed involving Barrington |
- Related-party transactions: WLFC discloses certain transactions involving the Executive Chairman’s affiliates; no related-party transactions involving Barrington from Jan 1, 2023 to present are disclosed .
Expertise & Qualifications
- Aircraft leasing pioneer with senior executive roles across GPA, GECAS, BBAM, and Fly Leasing; deep market development experience .
- Public company board leadership and governance experience across multiple geographies (New York, Dublin, London, Helsinki) .
- Academic credentials in economics and public administration, supporting financial and governance oversight roles .
Equity Ownership
| Holder | Total Beneficial Ownership (shares) | Ownership % of Outstanding | Unvested Shares | Notes |
|---|---|---|---|---|
| Colm Barrington | 8,000 | Less than 1% | 3,750 | As of April 7, 2025; unvested count per proxy footnote |
Governance Assessment
- Strengths: Independence, dual committee service (Audit and Compensation), and meaningful industry expertise bolster board effectiveness; executive sessions held frequently enhance independent oversight . Attendance threshold met (≥75%) indicates engagement .
- Alignment: Director compensation mix skewed to equity via restricted stock supports alignment with shareholder value; annual grant policy with one-year vesting provides at-risk component for directors .
- Potential concerns/RED FLAGS:
- No lead independent director and no separate nominating committee; however, independent directors collectively fulfill nominating functions, and independent committee chairs provide counterbalance .
- Hedging policy: WLFC has not adopted formal hedging policies (employees and directors must comply with Insider Trading Policy); pledging restrictions are not explicitly disclosed, which may be viewed as a governance gap by some investors .
- Conflicts/related-party exposure: No related-party transactions involving Barrington disclosed; Audit Committee retains approval authority for material discretionary insider transactions per policy .