Willis Lease Finance Corp. Files 8-K

TL;DR

WLFC filed an 8-K on 12/23/25, looks like a new deal or debt.

AI Summary

On December 23, 2025, Willis Lease Finance Corp. entered into a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement. The company is incorporated in Delaware and its fiscal year ends on December 31.

Why It Matters

This 8-K filing signals significant financial activity or obligations for Willis Lease Finance Corp., potentially impacting its financial standing and investor outlook.

Risk Assessment

Risk Level: medium — 8-K filings often contain material information that can affect a company's stock price, but the specific nature of the agreement is not detailed here, requiring further investigation.

Key Numbers

• 001-15369 — SEC File Number (Identifies the company's filing with the SEC.)
• 68-0070656 — EIN (Employer Identification Number for tax purposes.)

Key Players & Entities

• Willis Lease Finance Corp. (company) — Registrant
• December 23, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value per share WLFC Nasdaq Global
• $392,900,000 — ust IX ("WEST"), closed its offering of $392,900,000 in aggregate principal amount of fixed
• $337,400,000 — ued in an aggregate principal amount of $337,400,000 and the Series B Notes issued in an agg
• $55,500,000 — ued in an aggregate principal amount of $55,500,000. The Notes are secured by, among other

Filing Documents

• wlfc-20251223.htm (8-K) — 38KB
• newsreleasedateddecember23.htm (EX-99.1) — 12KB
• image_0a.jpg (GRAPHIC) — 13KB
• 0001018164-25-000156.txt ( ) — 187KB
• wlfc-20251223.xsd (EX-101.SCH) — 2KB
• wlfc-20251223_lab.xml (EX-101.LAB) — 21KB
• wlfc-20251223_pre.xml (EX-101.PRE) — 12KB
• wlfc-20251223_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. 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. The Notes are secured by, among other things, WEST's direct and indirect ownership interests in a portfolio of 47 aircraft engines and two airframes, which WEST will acquire from Willis pursuant to an asset purchase agreement. The Series A Notes and Series B Notes have a fixed coupon of 5.159% and 5.696%, respectively, an expected maturity of approximately six years, an expected weighted average life (based on certain modeling assumption) of 4.1 years and a final maturity of 25 years. The Series A Notes and Series B Notes were issued at a price of 99.99937% and 99.99686% of par, respectively. The net proceeds of the Notes will be primarily applied to (i) pay fees and expenses related to the issuance of the Notes, (ii) deposit initial amounts in reserve accounts for security deposits, maintenance expenses and other expenses and (iii) pay Willis periodically over a 270-day delivery period as consideration for the aircraft engines and the airframes acquired by WEST from Willis in connection with the financing. Willis will apply any net proceeds it receives for general corporate purposes. In connection with this transaction, Willis and WEST entered into a number of agreements, in addition to the Note Purchase Agreement previously reported on the Willis current report on Form 8-K filed on December 12, 2025 including those listed below: 1. Asset Purchase Agreement dated as of December 23, 2025 by and between Willis, as seller, and WEST, as purchaser, providing for,

01. Other Events

Item 8.01. Other Events. On December 23, 2025, the Company issued a news release announcing the closing of the Notes. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of, the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Notes will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes are being offered only to qualified institutional buyers under Rule 144A under the Securities Act and outside the United States in compliance with Regulation S under the Securities Act.

01. Exhibits

Item 9.01. Exhibits. Exhibit No. Description 99.1 News Release dated December 23, 2025, announcing the closing of the offering by WEST of $392,900,000 of fixed rate notes. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized. Dated: December 23, 2025 WILLIS LEASE FINANCE CORPORATION By: /s/ Scott B. Flaherty Scott B. Flaherty Executive Vice President and Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR