SCHEDULE 13D/A 0001033309 XXXXXXXX LIVE 37 Common Stock, $0.01 par value per share 11/14/2025 false 0001018164 970646105 WILLIS LEASE FINANCE CORP

4700 Lyons Technology Parkway Coconut Creek FL 33073

Charles F. Willis, IV (415) 408-4700 c/o Willis Lease Finance Corporation 4700 Lyons Technology Parkway Coconut Creek FL 33073 Y CFW Partners, L.P. PF OO DE 0 2134148 0 2134148 2134148 N 27.9 PN 0001033309 WILLIS CHARLES F IV PF OO X1 1277146 2148530 1051146 2148530 3425676 N 44.79 IN See Item 5 0001453104 Willis Austin Chandler PF OO X1 238983 646895 108743 27992 885878 N 11.58 IN Common Stock, $0.01 par value per share WILLIS LEASE FINANCE CORP 4700 Lyons Technology Parkway Coconut Creek FL 33073 The Schedule 13D filed with the Securities and Exchange Commission on December 11, 2000 (the "Initial 13D") by CFW Partners, the Trust and Mr. Charles F. Willis, IV with respect to the Common Stock, par value $0.01 per share (the "Shares"), issued by Willis Lease Finance Corporation, a Delaware corporation (the "Issuer"), as amended on August 28, 2013, October 1, 2013, July 7, 2015, December 23, 2015, March 23, 2016, May 20, 2016, June 8, 2016, October 6, 2016, April 4, 2018, September 13, 2018, April 1, 2019, June 27, 2019, September 16, 2019, November 4, 2019, February 10, 2020, March 10, 2020, March 16, 2020, April 6, 2020, August 26, 2020, September 17, 2020, March 16, 2021, March 23, 2021, June 25, 2021, August 11, 2021, September 7, 2021, April 5, 2022, November 17, 2022, January 18, 2023, March 14, 2023, March 16, 2023, March 29, 2023, April 14, 2023, November 17, 2023, April 3, 2024, August 28, 2024, and April 3, 2025 (together with the Initial 13D, the "13D"), is hereby amended as set forth below. Capitalized terms not defined herein have the meanings ascribed to them in the 13D. Item 5(a) of the 13D is hereby amended to add the following: As of November 18, 2025, the Reporting Persons may be deemed to beneficially own the following Shares: CFW Partners: 2,134,148 Charles F. Willis, IV: 3,425,676 Austin C. Willis: 885,878 Item 5(b) of the 13D is hereby amended to add the following: As of November 18, 2025, the Reporting Persons had the power to vote, dispose of, or direct the disposition of the following Shares, or had the right to acquire such power over such Shares (with respect to stock options held by Charles F. Willis, IV): CFW Partners: Sole Voting Power: 0 Shared Voting Power: 2,134,148 Sole Dispositive Power: 0 Shared Dispositive Power: 2,134,148 Total beneficially owned: 2,134,148 Charles F. Willis, IV: Sole Voting Power: 1,277,146* Shared Voting Power: 2,148,530 Sole Dispositive Power: 1,051,146* Shared Dispositive Power: 2,148,530 Total beneficially owned: 3,425,676 *These amounts include 300,000 Shares underlying stock options held by Charles F. Willis, IV. Austin C. Willis: Sole Voting Power: 238,983 Shared Voting Power: 646,895 Sole Dispositive Power: 108,743 Shared Dispositive Power: 27,992 Total beneficially owned: 885,878 Item 5(c) of the 13D is hereby amended to add the following: On November 10, 2025, Mr. Charles F. Willis, IV was granted a non-qualified stock option in the amount of 300,000 Shares (the "November 2025 Option Award"), with an exercise price equal to the greater of (i) Fair Market Value (as defined in the Issuer's 2023 Incentive Stock Plan) of the Shares on November 10, 2025 (the "Grant Date") and (ii) the five-day average volume weighted average Fair Market Value of the Shares for the five trading days occurring from (and including) the Grant Date through (and including) November 14, 2025. On November 14, 2025, the exercise price of the November 2025 Option Award was set at $126.55. The November 2025 Option Award is scheduled to vest in four equal installments on November 10, 2026, November 10, 2027, November 10, 2028, and November 10 2029, and expires on November 10, 2031. Accordingly, the November 2025 Option Award is not exercisable within 60 days, but has been included in Mr. Charles F. Willis, IV's beneficial ownership as reported herein out of abundance of caution. The foregoing description of the November 2025 Option Award does not purport to be complete and is qualified in its entirety by reference to the November 2025 Option Award agreement, a copy of which is filed as Exhibit 2 hereto and is incorporated herein by reference. In addition, Exhibit 3 hereto sets forth descriptions of other transactions with respect to the Shares effected during the past sixty days by the Reporting Persons and is incorporated herein by reference. No person(s) other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares beneficially owned by the Reporting Persons. Not applicable. Item 6 of the 13D is hereby amended to add the following: The disclosure in Item 5(c) of this amendment is incorporated herein by reference. Item 7 is hereby amended and supplemented by adding the following exhibits as the last exhibit of Item 7 of the 13D: 1. Joint Filing Agreement 2. Stock Option Award Agreement, dated as of November 10, 2025, by and between Registrant and Charles F. Willis, IV (incorporated by reference to Exhibit 10.1 to the Issuer's current report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025) 3. Schedule of Transactions for Item 5(c) CFW Partners, L.P. /s/ Charles F. Willis, IV 11/18/2025 WILLIS CHARLES F IV /s/ Charles F. Willis, IV 11/18/2025 Willis Austin Chandler /s/ Austin Chandler Willis 11/18/2025