Completion of Acquisition or Disposition of Assets. On August 24, 2026, Willis Dallas Ltd. (the “Purchaser”), a Cayman Islands exempted company and wholly owned subsidiary of Willis Lease Finance Corporation, a Delaware corporation (the “Company”), completed the previously announced acquisition of the entire issued share capital of WNG II Aircraft Leasing (Cayman) Ltd. (the “Cayman Company”) from WNG International Master Fund II, L.P., a Cayman Islands exempted limited partnership (the “Cayma…

by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated…

Entry into Material Definitive Agreement On August 3, 2026, Willis Lease Finance Corporation (the “Company”) executed a Purchase and Sale Agreement to purchase three commercial buildings, totaling 375,000 square feet, located in Coconut Creek, Florida for $118.0 million. The Company intends to use the acquired properties to support its expanding operations, including its corporate headquarters, facilities for its spare parts business, maintenance repair, and overhaul services, as well as spac…

Results of Operations and Financial Condition. On August 4, 2026 , Willis Lease Finance Corporation (the “Company”) issued a news release setting forth the Company’s results from operations for the three and six months ended June 30, 2026 and financial condition as of June 30, 2026. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information and exhibit furnished under this

Other Events. On July 29, 2026, the Company’s Board of Directors declared the Company’s quarterly dividend of $0.133 per share of common stock outstanding, adjusted due to the Company’s 3-for-1 stock split earlier in the month. The dividend is expected to be paid on August 21, 2026, to stockholders of record at the close of business on August 11, 2026. A copy of the news release announcing the quarterly dividend is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Entry into a Material Definitive Agreement Purchase and Sale Agreement On July 10, 2026, Willis Dallas Ltd. (the “Purchaser”), a Cayman Islands exempted company and wholly owned subsidiary of Willis Lease Finance Corporation, a Delaware corporation (the “Company”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) by and among the Purchaser, WNG International Master Fund II, L.P., a Cayman Islands exempted limited partnership (the “Cayman Seller”), WNG II Aircraft Manageme…

by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated…

Other Events. As previously disclosed, the Board of Directors of Willis Lease Finance Corporation (the “Company”) and the Company’s stockholders approved an amendment to the Company’s certificate of incorporation (the “Amendment”) that upon effectiveness would, among other things, effect a three-for-one forward stock split (the “Stock Split”) of the Company’s common stock, $0.01 par value (the “Common Stock”). As previously disclosed, the Board determined July 6, 2026 to be the record date wi…

Creation of a Direct Financial Obligation or an Off-Balance Sheet Arrangement. The disclosure set forth in

Entry Into or Amendment of a Material Definitive Agreement. Convertible Notes Underwriting Agreement On May 13, 2026, Willis Lease Finance Corporation (the “ Company ”) entered into an underwriting agreement (the “ Convertible Notes Underwriting Agreement ”) with Morgan Stanley & Co. LLC, BofA Securities, Inc. and Deutsche Bank Securities Inc., in connection with the issuance and sale of $200,000,000 aggregate principal amount of the Company’s 2.50% Convertible Senior Notes due 2031 (the “ No…

Other Events. On April 29, 2026, the Company’s Board of Directors declared the Company’s quarterly dividend of $0.40 per share of common stock outstanding. The dividend is expected to be paid on May 22, 2026, to stockholders of record at the close of business on May 11, 2026. A copy of the news release announcing the quarterly dividend is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Results of Operations and Financial Condition. On May 5, 2026, Willis Lease Finance Corporation (the “Company”) issued a news release setting forth the Company’s results from operations for the three months ended March 31, 2026 and financial condition as of March 31, 2026. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information and exhibit furnished under this

Termination of a Material Definitive Agreement. On March 26, 2026, Willis Warehouse Facility LLC (the “Borrower”), a wholly owned subsidiary of Willis Lease Finance Corporation (“WLFC” or the “Company”), entered into an agreement (the “Credit Agreement Termination Agreement”) to terminate that certain credit agreement dated as of May 3, 2024, among the Borrower, Bank of America, as facility agent, the lenders party thereto, Bank of Utah, as administrative agent and Bank of Utah, as the securi…

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to…

Creation of a Direct Financial Obligation or an Obligation Under an Off‐Balance Sheet Arrangement of a Registrant. The information set forth under

Entry Into a Material Definitive Agreement. On March 27, 2026, Willis Lease Finance Corporation, a Delaware corporation (“Willis” or the “Company”), entered into an amendment (the “Amendment No. 3”), to the Company’s existing Credit Agreement, dated as of October 31, 2024 (the “Existing Credit Agreement,” as amended by that certain Amendment No. 1 to Credit Agreement, dated as of May 7, 2025 and Amendment No. 2 to Credit Agreement, dated as of February 19, 2026, the “Amended Credit Agreement)…

Entry Into a Material Definitive Agreement. On February 19, 2026, Willis Lease Finance Corporation (the “Company”), together with the guarantors party thereto entered into that certain Amendment No. 2 to the Credit Agreement (the “Amendment”) with Bank of America, N.A., as administrative agent (the “Administrative Agent”). The Amendment amends that certain Credit Agreement dated as of October 31, 2024 (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of May 7, 2025), b…

Creation of a Direct Financial Obligation or an Obligation Under an Off‐Balance Sheet Arrangement of a Registrant. The information set forth under

Other Events. On February 9, 2026, Willis Lease Finance Corporation (the “Company”) issued a news release announcing a collaboration with CFM International, (“CFM”) with the goal of extending the operational life of CFM56-5B and CFM56-7B engines. A copy of the news release is attached hereto as Exhibit 99.1.

Other Events. On January 16, 2026, the Board of Directors of Willis Lease Finance Corporation (the “Company”) declared a quarterly dividend of $0.40 per share on the Company’s outstanding common stock. The dividend is expected to be paid on February 20, 2026 to stockholders of record at the close of business on February 11, 2026. A copy of the news release announcing the quarterly dividend is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Other Events. On January 6, 2026, Willis Lease Finance Corporation (the “Company”), made the determination to pursue strategic alternatives for Willis Sustainable Fuels (UK) Limited, including, a potential sale, which followed a decision to cease its investment in this initiative. Forward-Looking Statements Except for historical information, the matters discussed in this press release contain forward-looking statements that involve risks and uncertainties. Do not unduly rely on forward-lookin…

Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information contained under

Entry into a Material Definitive Agreement. On December 23, 2025, Willis Lease Finance Corporation (the “Company”) and its direct, wholly-owned subsidiary Willis Engine Structured Trust IX (“WEST”), closed its offering of $392,900,000 in aggregate principal amount of fixed rate notes (the “Notes”). The Notes were issued in two series, with the Series A Notes issued in an aggregate principal amount of $337,400,000 and the Series B Notes issued in an aggregate principal amount of $55,500,000. T…

Regulation FD Disclosure. On December 18, 2025, Willis Lease Finance Corporation issued a news release announcing the closing of an investment partnership that will invest up to $600 million to fund WLFC’s growing credit strategy. This inaugural partnership with Liberty Mutual Investments (“LMI”), the investment firm for Liberty Mutual Group, is supported by a warehouse debt facility provided by Bank of America N.A. and will invest in loan and loan-like engine financings, a business WLFC pion…

Entry into a Material Definitive Agreement. On December 11, 2025, Willis Lease Finance Corporation (the “Company”) and its direct, wholly-owned subsidiary, Willis Engine Structured Trust IX (“WEST”), entered into a note purchase agreement dated December 11, 2025 (the “Note Purchase Agreement”) with BofA Securities, Inc., BNP Paribas Securities Corp., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc. and MUFG Securities Americas Inc., and as representatives to the several in…