Trained by D. Wayne Lukas, the horse is best known for his wins in the 2013 Travers Stakes and Clark Handicap and for being beaten by a nose in the 2013 Breeders' Cup Classic.

After a break of two months, he reappeared in a seven furlong maiden at Keeneland and recorded his first success, coming from well off the pace with a strong run on the wide outside to win by a length from Hard Aces.

[9] The colt was then moved up in class for the Grade II Kentucky Jockey Club Stakes at Churchill Downs in November and finished last of the thirteen runners.

Under Court, Will Take Charge made a strong late run to catch Oxbow in the final strides and win by a head.

He finished eighth behind Orb in the Kentucky Derby, seventh behind Oxbow in the Preakness, and tenth behind Palace Malice in the Belmont Stakes.

[12] After that race, Lukas removed the blinker hood that the horse had previously worn[4] and changed jockeys to the "up and coming" Panamanian Luis Saez.

[15] On November 2, Will Take Charge started at odds of 13-1 for the Breeders' Cup Classic in a strong field which included Game On Dude (the favorite), Paynter, Palace Malice, Mucho Macho Man, Fort Larned and Flat Out as well as the European challenger Declaration of War.

Settled in midfield by Saez, he produced a sustained run in the straight to catch Game On Dude in the final strides and won by a head.

[17] He finished the year as the number two-ranked horse in purse wins in the US behind Mucho Macho Man but ahead of both Game on Dude and Orb.

[18] In late December, Willis Horton announced that he had sold a 50% share in the horse to Three Chimneys Farm, with an agreement that Will Take Charge would remain in training with Lukas for the 2014 season.

On 15 June, Will Take Charge started favourite for the Stephen Foster Handicap at Churchill Downs and finished second to the six-year-old Moonshine Mullin, to whom he was conceding five pounds.

On August 2 the colt started the 4.1/1 second favourite for the Whitney Handicap at Saratoga in which he carried 124 pounds (equal highweight with Palace Malice).