Amendments to Bylaws (Form 8-K)

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As previously disclosed, the Board of Directors of Willis Lease Finance Corporation (the "Company") approved an amendment to the Company's certificate of incorporation (the "Amendment") to effect a three-for-one forward stock split (the "Stock Split") and increase the number of authorized shares of the Company's common stock, $0.01 par value, from 20,000,000 to 60,000,000, and preferred stock, $0.01 par value, from 5,000,000 to 15,000,000. As previously disclosed, the Amendment was approved by the Company's stockholders at the Company's 2026 annual meeting of stockholders.

On July 17, 2026, the Company filed the Amendment with the Secretary of the State of the State of Delaware. The Amendment became effective at 4:05 p.m. Eastern Time on July 17, 2026 and is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.