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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 814-01698

Willow Tree Capital Corporation

(Exact name of registrant as specified in its charter)


Maryland						93-2706372
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

450 Park Avenue, 29th Floor, New York, NY						10022
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (212) 218-1090

Title of each class

Trading
Symbol(s)

Name of each exchange on which registered

N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	x	Smaller reporting company	o
		Emerging growth company	x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 13, 2025, the registrant had 20,675,244 shares of common stock, $0.01 par value per share, outstanding.

Table of Contents

TABLE OF CONTENTS


		Page
Part I - Financial Information		3
Item 1.	Consolidated Statements of Assets and Liabilities as of September 30, 2025 (unaudited) and December 31, 2024	3
	Consolidated Statements of Operations for the three and nine months ended September 30, 2025 (unaudited) and September 30, 2024 (unaudited)	4
	Consolidated Statements of Changes in Net Assets for the three and nine months ended September 30, 2025 (unaudited) and September 30, 2024 (unaudited)	5
	Consolidated Statement of Cash Flows for the nine months ended September 30, 2025 (unaudited) and September 30, 2024 (unaudited)	6
	Consolidated Schedule of Investments as of September 30, 2025 (unaudited) and December 31, 2024	8
	Notes to Consolidated Financial Statements (unaudited)	19
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	38
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	54
Item 4.	Controls and Procedures	55
Part II - Other Information		56
Item 1.	Legal Proceedings	56
Item 1A.	Risk Factors	56
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	56
Item 3.	Defaults Upon Senior Securities	56
Item 4.	Mine Safety Disclosures	56
Item 5.	Other Information	56
Item 6.	Exhibits	57
Signatures		58

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements regarding the plans and objectives of management for future operations. Any such forward-looking statements may involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “target,” “goals,” “plan,” “forecast,” “project,” other variations on these words or comparable terminology, or the negative of these words. These forward-looking statements are based on assumptions that may be incorrect, and we cannot assure you that the projections included in these forward-looking statements will come to pass. Our actual results could differ materially from those expressed or implied by the forward-looking statements as a result of various factors, including the factors discussed in Item 1A entitled “Risk Factors” in Part I in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, Item 1A entitled “Risk Factors” in Part II of this Quarterly Report on Form 10-Q and elsewhere in this Quarterly Report on Form 10-Q.

The following factors are among those that may cause actual results to differ materially from our forward-looking statements:

•Our future operating results;

•Our business prospects and prospects of our portfolio companies;

•The ability of our portfolio companies to achieve their objectives;

•Changes in political, economic, or industry conditions, the interest rate environment, the imposition of tariffs, a prolonged shutdown of government services or conditions affecting the financial and capital markets;

•Our contractual arrangements and relationships with third parties;

•Volatility of leveraged loan markets;

•The adequacy of our financing sources and working capital;

•Risk of borrower default;

•Interest rate volatility could adversely affect our results, particularly because we intend to use leverage as part of our investment strategy;

•Actual and potential conflicts of interest with Willow Tree Capital Corp Advisors LLC (the "Adviser") and its affiliates;

•Our ability to make distributions;

•Changes to the fair value of our investments;

•Geo-political conditions, including revolution, insurgency or war including those arising out of the ongoing war between Russia and Ukraine, the conflict in the Middle East, and general uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union and China;

•The impact of increased competition among other entities and our affiliates for investment opportunities;

•Competition with other entities and our affiliates for investment opportunities;

•The ability of our Adviser to locate suitable investments for us and to monitor and administer our investments;

•The ability of our Adviser to attract and retain highly talented professionals;

•Risks related to the uncertainty of the value of our portfolio investments, particularly those having no liquid trading market;

•Our ability to qualify for and maintain tax treatment as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), and as a business development company ("BDC") under the Investment Company Act of 1940, as amended (the "1940 Act");

•The impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks, and the increasing use of artificial intelligence and machine learning technology; and

•Future changes in laws or regulations and conditions in our operating areas.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. We have based the forward-looking statements included in this Quarterly Report on Form 10-Q on information available to us on the date of this Quarterly Report on Form 10-Q, and we assume no obligation to update any such forward-looking statements, unless we are required to do so by applicable law. However, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file in the future with the Securities and Exchange Commission (the “SEC”), including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

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Part I. Financial Information

Item 1. Financial Statements

WILLOW TREE CAPITAL CORPORATION

Consolidated Statement of Assets and Liabilities

(in thousands, except share and per share amounts)


Assets	As of September 30, 2025		As of December 31, 2024
	(unaudited)
Investments, at fair value:
Non-controlled, non-affiliated investments (cost of $787,228 and $488,544 at September 30, 2025 and December 31, 2024, respectively)	$	794,657	$	490,462



Cash	22,974		8,107
Deferred financing costs	6,055		5,274
Dividends and interest receivable	5,459		3,052
Receivable for investments sold	219		224
Receivable from Adviser	—		460

Prepaid expenses	43		390
Total assets	$	829,407	$	507,969

Liabilities
Borrowings	$	473,150	$	242,746

Interest payable	6,863		2,850

Payable for investments purchased	3,100		13,657
Investment income incentive fees payable	1,365		—
Management fees payable	1,033		435
Accrued capital gains incentive fees	928		—

Loans sold under agreement to repurchase	—		11,641
Accrued expenses and other liabilities	1,916		1,150
Total liabilities	$	488,355	$	272,479

Commitments and contingencies (see Note 7)

Net assets
Common stock, $0.01 par value, 200,000,000 shares authorized, 20,675,244 and 14,940,044 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	$	207	$	149
Additional Paid in Capital	327,190		234,145
Distributable earnings (loss)	13,655		1,196
Total net assets	$	341,052	$	235,490
Total liabilities and net assets	$	829,407	$	507,969
Net asset value per share	$	16.50	$	15.76

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION

Consolidated Statement of Operations (Unaudited)

(in thousands, except share and per share amounts)


	For the three months ended September 30,				For the nine months ended September 30,
	2025		2024		2025		2024
Investment income:
From non-controlled, non-affiliated investments:
Interest income	$	18,407	$	—	$	48,497	$	—
PIK interest income	1,162		—		2,681		—


Other income	74		—		434		—
Total investment income from non-controlled, non-affiliated investments	19,643		—		51,612		—












Total investment income	19,643		—		51,612		—

Expenses:
Interest and borrowing expenses	8,073		—		21,630		—
Investment income incentive fees	1,180		—		2,948		—
Capital gains incentive fees	928		—		928		—
Management fees	942		—		2,581		—
Professional fees	396		—		1,526		—

Administration fees	195		—		448		—


Organizational expenses	—		1,789		—		1,789
Other general and administrative expenses	594		701		1,846		701


Total expenses	12,308		2,490		31,907		2,490





Net investment income (loss)	7,335		(2,490)		19,705		(2,490)

Realized and unrealized gain (loss) on investments and foreign currency:
Net realized gain (loss):




Foreign currency transactions	(1)		—		(1)		—
Net realized gain (loss)	(1)		—		(1)		—
Net change in unrealized appreciation (depreciation):
Non-controlled, non-affiliated investments	2,629		—		5,479		—
Foreign currency translation	31		—		31		—
Net change in unrealized appreciation (depreciation)	2,660		—		5,510		—
Net realized and unrealized gain (loss)	2,659		—		5,509		—
Net increase (decrease) in net assets resulting from operations	$	9,994	$	(2,490)	$	25,214	$	(2,490)

Per share information - basic and diluted
Net investment income (loss) per share (basic and diluted)	$	0.36	$	(36,613.66)	$	1.10	$	(54,124.54)
Net increase (decrease) in net assets resulting from operations per share (basic and diluted)	$	0.49	$	(36,613.66)	$	1.41	$	(54,124.54)
Weighted average shares of common stock outstanding (basic and diluted)	20,485,409		68		17,895,599		46

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION

Consolidated Statement of Changes in Net Assets (Unaudited)

(in thousands, except share and per share amounts)


	For the three months ended September 30,				For the nine months ended September 30,
	2025		2024		2025		2024
Net increase (decrease) in net assets resulting from operations:
Net investment income (loss)	$	7,335	$	(2,490)	$	19,705	$	(2,490)

Net realized and unrealized gain (loss)	2,659		—		5,509		—
Net increase (decrease) in net assets resulting from operations	9,994		(2,490)		25,214		(2,490)





Capital share transactions:
Issuance of common stock	35,000		—		85,000		1
Issuance of common stock from dividend reinvestment plan	4,480		—		8,102		—
Distributions to common shareholders	(7,345)		—		(12,754)		—
Net increase (decrease) from capital share transactions	32,135		—		80,348		1
Total increase (decrease) in net assets	42,129		(2,490)		105,562		(2,489)
Net assets, beginning of period	298,923		1		235,490		—
Net assets (deficit), end of period	$	341,052	$	(2,489)	$	341,052	$	(2,489)

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION

Consolidated Statement of Cash Flows (Unaudited)

(in thousands)


	For the nine months ended September 30,
	2025		2024
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	25,214	$	(2,490)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:

Net realized (gain) loss on foreign currency transactions	1		—
Net change in unrealized (appreciation) depreciation on investments	(5,479)		—
Net change in unrealized (appreciation) depreciation on foreign currency translations	(31)
Purchases of investment securities	(432,124)		—
Proceeds from sales and principal repayments of investment securities	137,621		—
Net amortization of investment discounts and premiums	(1,500)		—
Payment-in-kind interest income	(2,681)		—
Amortization of deferred financing costs	1,324		—

Changes in operating assets and liabilities:
Dividends and interest receivable	(2,408)		—
Receivable for investments sold	5		—
Receivable from Adviser	460		—
Prepaid expenses	345		—
Interest payable	4,013		—
Investment income incentive fees payable	1,365		—
Accrued capital gains incentive fees	928		—

Management fees payable	598		—
Payable for investments purchased	(10,556)		—
Accrued expenses and other liabilities	766		—
Due to affiliate	—		2,910
Deferred offering costs	—		(420)
Net cash provided by (used in) operating activities	$	(282,139)	$	—

Cash flows from financing activities:

Proceeds from issuance of common stock	85,000		1

Proceeds from borrowings	700,464		—
Repayments of borrowings	(470,060)		—

Repayments of repurchase agreements	(11,641)		—
Deferred financing costs paid	(2,104)		—
Distributions paid in cash	(4,652)		—
Cash paid for foreign currency settlement	(1)		—
Net cash provided by (used in) financing activities	$	297,006	$	1
Net increase (decrease) in cash	$	14,867	$	1
Cash, beginning of period	8,107		—
Cash, end of period	$	22,974	$	1

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	For the nine months ended September 30,
Supplemental Disclosure of Cash Flow Information	2025	2024

Cash paid during the period for interest	15,436	—

The accompanying notes are an integral part of these unaudited financial statements.

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Willow Tree Capital Corporation Consolidated Schedule of Investments as of September 30, 2025 (Unaudited) (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)		Fair Value		% of Net Assets
Private Debt - United States
Private Debt - non-controlled, non-affiliated
Aerospace & Defense
Neptune Platform Buyer, LLC	(4)	Term Loan	SOFR + 4.75%	8.75%	11/8/2024	1/19/2031	$	8,434	$	8,338	$	8,434	2.47%
Neptune Platform Buyer, LLC	(4)	Term Loan	SOFR + 4.75%	8.75%	1/22/2025	1/19/2031	$	2,243	2,243		2,243		0.66%
Neptune Platform Buyer, LLC	(5)	Delayed Draw Term Loan	—	1.00%	1/24/2025	1/19/2031	$	1,403	—		—		—%
Neptune Platform Buyer, LLC	(5)	Delayed Draw Term Loan	—	1.00%	1/24/2025	1/19/2031	$	641	—		—		—%
Neptune Platform Buyer, LLC	(5)	Delayed Draw Term Loan	—	1.00%	11/8/2024	1/19/2031	$	2,350	(26)		—		—%
Stellant Midco, LLC	(4)	Term Loan	SOFR + 4.50%	8.66%	9/15/2025	9/16/2030	$	12,523	12,518		12,523		3.67%
SV-AERO Holdings, LLC	(4)	Term Loan	SOFR + 5.00%	9.00%	12/10/2024	11/1/2030	$	5,672	5,648		5,672		1.66%
SV-AERO Holdings, LLC	(5)	Delayed Draw Term Loan	—	1.00%	12/10/2024	10/30/2026	$	1,261	—		—		—%
Systems Planning And Analysis, Inc.	(4)	Term Loan	SOFR + 4.75%	8.92%	11/8/2024	8/16/2027	$	590	588		590		0.17%
Systems Planning And Analysis, Inc.	(5),(9)	Revolver	SOFR + 4.75%	8.90%	11/8/2024	8/16/2027	$	3,128	279		290		0.09%
Systems Planning And Analysis, Inc.	(4)	Delayed Draw Term Loan	SOFR + 4.75%	8.80%	11/8/2024	10/29/2027	$	17,200	17,139		17,200		5.04%
Systems Planning And Analysis, Inc.	(4),(5),(9)	Delayed Draw Term Loan	SOFR + 4.75%	8.70%	11/8/2024	8/16/2027	$	8,671	7,028		7,100		2.08%
									53,755		54,052		15.84%
Commercial Services & Suppliers
Ambient Enterprises Holdco, LLC	(4),(9)	Term Loan	SOFR + 5.25%	9.25%	11/8/2024	6/28/2030	$	11,692	11,584		11,788		3.46%
Ambient Enterprises Holdco, LLC	(4)	Term Loan	SOFR + 5.25%	9.25%	7/3/2025	6/28/2030	$	2,023	1,989		2,039		0.60%
Ambient Enterprises Holdco, LLC	(5)	Revolver	—	0.50%	11/8/2024	12/7/2029	$	685	(9)		—		—%
Ambient Enterprises Holdco, LLC	(5)	Delayed Draw Term Loan	SOFR + 5.25%	9.25%	11/8/2024	6/28/2030	$	5,800	2,083		2,178		0.64%
American Combustion Industries, LLC	(4)	Term Loan	SOFR + 5.25%	9.51%	11/8/2024	8/31/2028	$	9,237	9,119		9,043		2.65%
American Combustion Industries, LLC	(5),(9)	Revolver	SOFR + 5.25%	9.51%	11/8/2024	8/31/2028	$	1,415	1,161		1,149		0.34%
American Combustion Industries, LLC	(5)	Delayed Draw Term Loan	SOFR + 5.25%	9.51%	11/8/2024	8/31/2028	$	3,770	333		315		0.09%
American Combustion Industries, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.25%	9.51%	11/8/2024	8/31/2028	$	3,175	3,135		3,109		0.91%
ESCP DTFS Inc.	(4)	Term Loan	SOFR + 5.50%	9.50%	11/8/2024	9/28/2029	$	32,670	32,200		32,793		9.62%
KAMC Holdings, Inc.	(4),(5)	Term Loan	SOFR + 5.25%	9.55%	8/1/2025	8/1/2031	$	17,140	16,890		16,883		4.95%
KAMC Holdings, Inc.	(9),(5)	Revolver	SOFR + 5.25%	9.44%	8/1/2025	7/31/2031	$	36	9		9		—%
NWP Acquisition Holdings, LLC	(4)	Term Loan	SOFR + 6.00%	10.00%	11/21/2024	11/21/2030	$	26,798	26,393		26,835		7.87%
NWP Acquisition Holdings, LLC	(5)	Revolver	—	0.50%	11/21/2024	11/21/2030	$	5,000	(75)		—		—%
NWP Acquisition Holdings, LLC	(5)	Delayed Draw Term Loan	SOFR + 6.00%	10.00%	11/21/2024	11/21/2030	$	14,970	5,857		5,991		1.76%
TCF III Owl Buyer, LLC	(4)	Term Loan	SOFR + 5.50%	9.78%	11/8/2024	4/19/2026	$	2,821	2,821		2,821		0.83%
TCF III Owl Buyer, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.50%	9.78%	11/8/2024	4/19/2026	$	2,084	2,084		2,084		0.61%
WRM Wastewater Merger Sub, Inc.	(4)	Term Loan	SOFR + 5.75%	9.91%	5/19/2025	12/28/2029	$	1,396	1,376		1,396		0.41%
WRM Wastewater Merger Sub, Inc.	(5)	Delayed Draw Term Loan	—	1.00%	5/19/2025	12/28/2029	$	4,652	(21)		—		—%
									116,929		118,433		34.74%
Construction & Engineering
Elessent Clean Technologies Inc.	(4)	Term Loan	SOFR + 6.00%	10.14%	11/20/2024	11/15/2029	$	12,249	12,045		12,225		3.58%
Elessent Clean Technologies Inc.	(5)	Revolver	—	0.50%	11/20/2024	11/15/2029	$	1,711	(28)		(3)		—%
									12,017		12,222		3.58%
Diversified Consumer Services

The accompanying notes are an integral part of these unaudited financial statements.

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Willow Tree Capital Corporation Consolidated Schedule of Investments as of September 30, 2025 (Unaudited) (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)		Fair Value		% of Net Assets
Private Debt - United States
Private Debt - non-controlled, non-affiliated
Apex Service Partners, LLC	(4)	Term Loan	SOFR + 5.00%	9.20%	11/8/2024	10/24/2030	$	27,576	$	27,341	$	27,852	8.17%
Apex Service Partners, LLC		Term Loan	SOFR + 5.00%	9.31%	4/29/2025	10/24/2030	$	25	25		26		0.01%
Apex Service Partners, LLC	(5)	Revolver	—	0.50%	11/8/2024	10/24/2029	$	2,555	(21)		—		—%
Apex Service Partners, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.00%	9.20%	9/24/2024	10/24/2030	$	6,563	6,507		6,629		1.94%
Apex Service Partners, LLC	(9)	Delayed Draw Term Loan	SOFR + 5.00%	9.17%	11/8/2024	10/24/2030	$	10,356	10,312		10,460		3.07%
Apex Service Partners, LLC	(5),(9)	Delayed Draw Term Loan	SOFR + 5.00%	9.21%	4/29/2025	10/24/2030	$	74	42		43		0.01%
Del-Air Heating, Air Conditioning & Refrigeration, LLC	(4)	Term Loan	SOFR + 5.50%	9.79%	2/4/2025	2/4/2031	$	12,010	11,795		11,769		3.45%
Del-Air Heating, Air Conditioning & Refrigeration, LLC	(5)	Revolver	—	0.50%	2/12/2025	2/4/2031	$	4,260	(76)		(85)		(0.02)%
Del-Air Heating, Air Conditioning & Refrigeration, LLC	(4),(5)	Delayed Draw Term Loan	SOFR + 5.50%	9.70%	2/4/2025	2/4/2031	$	11,324	7,072		7,049		2.07%
IFH Franchisee Holdings, LLC	(4)	Term Loan	SOFR + 5.50%	9.71%	1/10/2025	12/20/2029	$	13,784	13,607		13,803		4.05%
IFH Franchisee Holdings, LLC	(5)	Delayed Draw Term Loan	—	1.00%	1/10/2025	12/20/2029	$	3,136	(20)		4		—%
Sandlot Baseball BorrowerCo, LLC	(5)	Revolver	—	0.50%	6/2/2025	12/27/2028	$	2,253	—		—		—%
Sandlot Baseball BorrowerCo, LLC	(5)	Delayed Draw Term Loan	—	1.00%	6/2/2025	12/27/2028	$	12,017	11		120		0.04%
									76,595		77,670		22.79%
Energy & Equipment Services
Offen, Inc.	(4)	Term Loan	SOFR + 5.00%	9.16%	7/18/2025	7/22/2030	$	41,739	41,335		41,322		12.12%
Offen, Inc.	(5)	Revolver	—	0.50%	7/18/2025	7/23/2029	$	3,178	(30)		(32)		-0.01%
									41,305		41,290		12.11%
Entertainment
Amerspirit FL, LLC		Term Loan	SOFR + 4.75%	8.75%	9/26/2025	8/15/2030	$	2,135	2,104		2,103		0.62%
Amerspirit FL, LLC		Delayed Draw Term Loan	SOFR + 4.75%	8.75%	9/26/2025	8/15/2030	$	6,365	6,270		6,270		1.84%
Amerspirit FL, LLC	(5),(9)	Delayed Draw Term Loan	SOFR + 4.75%	8.75%	9/26/2025	8/15/2030	$	1,237	150		150		0.04%
									8,524		8,523		2.50%
Financial Services
Electronic Merchant Systems, LLC	(4)	Term Loan	SOFR + 4.75%	9.07%	11/18/2024	8/1/2030	$	9,869	9,785		9,968		2.92%
GC Waves Holdings, Inc.	(4)	Term Loan	SOFR + 4.75%	9.01%	12/31/2024	10/4/2030	$	3,618	3,648		3,618		1.06%
GC Waves Holdings, Inc.	(4),(5),(9)	Delayed Draw Term Loan	SOFR + 4.75%	8.91%	11/8/2024	10/4/2030	$	11,472	8,922		9,022		2.65%
Pathstone Family Office, LLC	(4)	Term Loan	SOFR + 5.00%	9.26%	11/26/2024	5/15/2029	$	556	553		561		0.16%
Pathstone Family Office, LLC	(4)	Term Loan	SOFR + 5.00%	9.26%	11/8/2024	5/15/2029	$	15,435	15,360		15,589		4.57%
Pathstone Family Office, LLC	(5)	Revolver	—	0.50%	11/8/2024	5/15/2028	$	1,048	(5)		—		0.00%
Pathstone Family Office, LLC	(4),(5)	Delayed Draw Term Loan	SOFR + 5.00%	9.26%	11/8/2024	5/15/2029	$	5,439	72		153		0.04%
RPX Corporation	(4)	Term Loan	SOFR + 5.25%	9.43%	11/8/2024	8/2/2030	$	20,285	20,110		20,488		6.01%
RPX Corporation	(5)	Revolver	—	0.50%	9/30/2025	8/2/2030	$	2,601	(2)		—		0.00%
Wealth Enhancement Group, LLC	(4),(9)	Delayed Draw Term Loan	SOFR + 4.50%	8.79%	11/8/2024	10/2/2028	$	3,716	3,716		3,716		1.09%
Wealth Enhancement Group, LLC	(4),(9)	Delayed Draw Term Loan	SOFR + 4.50%	8.79%	11/8/2024	10/2/2028	$	6,910	6,910		6,910		2.03%
Wealth Enhancement Group, LLC	(4),(9)	Delayed Draw Term Loan	SOFR + 4.50%	8.79%	11/8/2024	10/2/2028	$	2,774	2,774		2,774		0.81%
Wealth Enhancement Group, LLC	(5)	Delayed Draw Term Loan	—	0.50%	8/26/2025	11/26/2025	$	9,790	(23)		25		0.01%
									71,820		72,824		21.35%
Health Care Equipment & Supplies

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents


Willow Tree Capital Corporation Consolidated Schedule of Investments as of September 30, 2025 (Unaudited) (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)		Fair Value		% of Net Assets
Private Debt - United States
Private Debt - non-controlled, non-affiliated
HLSG Intermediate, LLC	(4)	Term Loan	SOFR + 5.25%	9.53%	11/8/2024	3/31/2029	$	1,971	$	1,971	$	1,971	0.58%
HLSG Intermediate, LLC	(4)	Term Loan	SOFR + 5.25%	9.53%	11/8/2024	3/31/2029	$	4,836	4,792		4,836		1.42%
HLSG Intermediate, LLC	(4)	Term Loan	SOFR + 5.25%	9.53%	3/14/2025	3/31/2029	$	1,639	1,618		1,639		0.48%
HLSG Intermediate, LLC	(5)	Revolver	SOFR + 5.25%	9.53%	11/8/2024	3/31/2029	$	1,226	375		389		0.11%
HLSG Intermediate, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.25%	9.53%	11/8/2024	3/31/2029	$	2,949	2,913		2,949		0.86%
HLSG Intermediate, LLC	(5),(9)	Delayed Draw Term Loan	SOFR + 5.25%	9.53%	3/14/2025	3/31/2029	$	2,778	400		437		0.13%
HLSG Intermediate, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.25%	9.53%	11/8/2024	3/31/2029	$	34	34		34		0.01%
									12,103		12,255		3.59%
Health Care Providers & Services
Beacon Oral Specialists	(5)	Delayed Draw Term Loan	—	0.50%	9/12/2025	12/14/2026	$	1,171	(4)		(4)		—%
Beacon Oral Specialists	(4),(5)	Delayed Draw Term Loan	SOFR + 5.50%	9.50%	11/8/2024	12/14/2026	$	4,984	2,722		2,724		0.80%
Bristol Hospice, LLC	(4)	Term Loan	SOFR + 5.00%	9.16%	8/26/2025	8/26/2032	$	28,970	28,684		28,680		8.41%
Bristol Hospice, LLC	(5)	Revolver	—	0.50%	8/26/2025	8/26/2032	$	3,779	(37)		(38)		-0.01%
Cvausa Management, LLC	(4)	Term Loan	SOFR + 5.25%	9.41%	1/14/2025	5/22/2029	$	14,905	14,843		15,054		4.41%
Cvausa Management, LLC	(5)	Revolver	—	0.50%	1/14/2025	5/22/2028	$	1,111	(4)		—		—%
Cvausa Management, LLC	(5)	Delayed Draw Term Loan	—	1.00%	8/1/2025	5/22/2029	$	22,391	(307)		560		0.16%
Dentive Capital, LLC	(4)	Term Loan	SOFR + 8.75%	12.75%	11/8/2024	5/27/2027	$	1,909	1,898		1,856		0.54%
Dentive Capital, LLC	(4)	Term Loan	SOFR + 8.75%	12.75%	11/8/2024	12/22/2028	$	2,185	2,171		2,126		0.62%
Dentive Capital, LLC	(5)	Revolver	SOFR + 8.75%	12.75%	11/8/2024	5/27/2027	$	100	87		85		0.02%
Dentive Capital, LLC	(4)	Delayed Draw Term Loan	SOFR + 8.75%	12.75%	11/8/2024	12/22/2028	$	223	221		217		0.06%
Dentive Capital, LLC	(4),(5)	Delayed Draw Term Loan	SOFR + 8.75%	12.75%	11/8/2024	12/22/2028	$	2,119	1,142		1,098		0.32%
Dermcare Holdings, LLC	(6)	Term Loan	17.0% PIK	17.00%	11/8/2024	10/16/2029	$	663	656		674		0.20%
Dermcare Management, LLC	(4)	Delayed Draw Term Loan	SOFR + 6.00%	10.26%	11/8/2024	4/21/2028	$	14,598	14,598		14,598		4.28%
Dermcare Management, LLC	(5)	Delayed Draw Term Loan	SOFR + 6.00%	10.26%	3/31/2025	4/21/2028	$	24,784	5,892		6,308		1.85%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	15.85%	11/8/2024	2/15/2029	$	661	655		694		0.20%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	17.51%	11/8/2024	2/15/2029	$	1,525	1,513		1,601		0.47%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	17.51%	11/8/2024	2/15/2029	$	9,567	9,490		10,046		2.95%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	17.51%	11/8/2024	2/15/2029	$	4,242	4,207		4,454		1.31%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 10.00%	14.26%	5/30/2025	2/15/2029	$	2,648	2,578		2,577		0.76%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 10.00%	14.26%	6/27/2025	2/15/2029	$	8,029	7,811		7,815		2.29%
LCM SDC Holdings, LLC	(6)	Delayed Draw Term Loan	SOFR + 10.00%	14.26%	4/30/2025	2/15/2029	$	4,803	4,762		4,675		1.37%
OPCO Borrower, LLC	(4)	Term Loan	SOFR + 6.00%	10.53%	11/8/2024	8/19/2027	$	17,662	17,556		17,734		5.20%
OPCO Borrower, LLC	(4)	Term Loan	SOFR + 6.25%	10.53%	6/2/2025	4/26/2029	$	12,571	12,456		12,622		3.70%
Regent Surgical Health, LLC	(5)	Revolver	—	0.50%	9/12/2025	9/12/2030	$	7,824	(116)		(117)		-0.03%
Regent Surgical Health, LLC	(5)	Delayed Draw Term Loan	—	1.00%	9/12/2025	9/12/2030	$	17,252	(128)		(259)		-0.08%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	6,338	6,351		6,338		1.86%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	3,666	3,673		3,666		1.07%
Salt Dental Collective, LLC	(4),(9)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	1,544	1,548		1,544		0.45%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	1,679	1,682		1,679		0.49%

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents


Willow Tree Capital Corporation Consolidated Schedule of Investments as of September 30, 2025 (Unaudited) (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)		Fair Value		% of Net Assets
Private Debt - United States
Private Debt - non-controlled, non-affiliated
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	7,442	$	7,457	$	7,442	2.18%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	3,720	3,727		3,720		1.09%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	3,569	3,576		3,569		1.05%
Salt Dental Collective, LLC	(5)	Revolver	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	933	857		856		0.25%
Salt Dental Collective, LLC	(4)	Delayed Draw Term Loan	SOFR + 6.75%	11.01%	11/8/2024	2/15/2028	$	7,574	7,589		7,574		2.22%
Together Womens Health, LLC	(4)	Term Loan	SOFR + 4.75%	8.75%	8/25/2025	8/26/2031	$	8,614	8,508		8,507		2.49%
Together Womens Health, LLC	(5)	Revolver	—	0.50%	8/26/2025	8/26/2031	$	2,305	(28)		(29)		-0.01%
Together Womens Health, LLC	(5)	Delayed Draw Term Loan	SOFR + 4.75%	8.75%	8/26/2025	8/26/2031	$	12,618	1,627		1,624		0.48%
UEW Acquisition, LLC	(4)	Term Loan	SOFR + 5.50%	9.73%	8/13/2025	8/13/2030	$	12,710	12,524		12,519		3.67%
UEW Acquisition, LLC	(5)	Revolver	—	0.50%	8/13/2025	8/13/2030	$	1,726	(25)		(26)		-0.01%
									192,412		194,763		57.08%
Hotels, Restaurants & Leisure
AG Bells, LLC	(4)	Term Loan	SOFR + 5.00%	9.16%	8/19/2025	8/19/2031	$	3,620	3,584		3,584		1.05%
AG Bells, LLC	(5)	Revolver	—	0.50%	8/19/2025	8/19/2030	$	1,696	(17)		(17)		—%
Ampler QSR Holdings, LLC	(4)	Term Loan	SOFR + 5.00%	9.00%	8/19/2025	8/19/2031	$	4,228	4,186		4,186		1.23%
Ampler QSR Holdings, LLC	(5)	Revolver	—	0.50%	8/19/2025	8/19/2030	$	2,451	(24)		(25)		-0.01%
Stonebridge Companies, LLC	(4)	Term Loan	SOFR + 5.00%	9.16%	5/16/2025	5/16/2031	$	4,646	4,580		4,595		1.35%
Stonebridge Companies, LLC	(5)	Revolver	—	0.50%	5/16/2025	5/16/2030	$	885	(12)		(10)		—%
Stonebridge Companies, LLC	(5)	Delayed Draw Term Loan	—	1.00%	5/16/2025	5/16/2031	$	1,327	(9)		(15)		—%
									12,288		12,298		3.62%
Insurance
High Street Buyer, Inc.	(4)	Delayed Draw Term Loan	SOFR + 4.50%	8.73%	7/18/2025	4/14/2028	$	28,612	2,764		2,827		0.83%
Higginbotham Insurance Agency, Inc.	(4)	Term Loan	SOFR + 4.50%	8.67%	11/8/2024	11/24/2028	$	17,805	17,700		17,805		5.22%
World Insurance Associates, LLC	(4)	Term Loan	SOFR + 5.00%	9.00%	2/14/2025	4/3/2030	$	44,517	44,517		44,517		13.05%
World Insurance Associates, LLC	(5)	Revolver	—	0.50%	2/14/2025	4/3/2030	$	1,027	—		—		—%
World Insurance Associates, LLC	(5)	Revolver	—	0.50%	11/8/2024	4/3/2028	$	100	—		—		—%
									64,981		65,149		19.10%
Multi-Utilities
Dukes Root Control Inc.	(4)	Term Loan	SOFR + 5.50%	9.85%	11/8/2024	12/8/2028	$	8,554	8,534		8,554		2.51%
Dukes Root Control Inc.	(4)	Term Loan	SOFR + 5.50%	9.94%	7/2/2025	12/10/2029	$	2,087	2,072		2,087		0.61%
Dukes Root Control Inc.	(5)	Revolver	SOFR + 6.50%	9.82%	11/8/2024	12/8/2028	$	908	74		80		0.02%
Dukes Root Control Inc.	(4),(9)	Delayed Draw Term Loan	SOFR + 5.50%	9.89%	11/8/2024	10/8/2030	$	349	347		349		0.10%
									11,027		11,070		3.24%
Professional Services
RKD Group, LLC		Term Loan	SOFR + 5.50%	9.69%	5/16/2025	5/19/2031	$	3,503	3,470		3,473		1.02%
RKD Group, LLC	(5),(9)	Revolver	SOFR + 5.50%	9.65%	5/19/2025	5/19/2031	$	1,805	750		752		0.22%
RKD Group, LLC	(5)	Delayed Draw Term Loan	—	1.00%	5/19/2025	5/19/2031	$	3,233	(30)		(28)		-0.01%
Royal Holdco Corporation	(4)	Term Loan	SOFR + 4.50%	8.62%	3/12/2025	12/30/2030	$	2,706	2,679		2,694		0.79%
Royal Holdco Corporation	(5),(9)	Revolver	SOFR + 4.50%	8.50%	3/13/2025	12/30/2026	$	1,345	529		532		0.16%

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents


Willow Tree Capital Corporation Consolidated Schedule of Investments as of September 30, 2025 (Unaudited) (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)		Fair Value		% of Net Assets
Private Debt - United States
Private Debt - non-controlled, non-affiliated
Royal Holdco Corporation	(5),(9)	Delayed Draw Term Loan	SOFR + 4.50%	8.67%	3/12/2025	12/30/2030	$	6,005	$	1,233	$	1,262	0.37%
Secretariat Advisors, LLC	(4)	Term Loan	SOFR + 4.00%	8.00%	2/24/2025	2/28/2032	$	4,772	4,750		4,739		1.39%
Secretariat Advisors, LLC	(5)	Delayed Draw Term Loan	—	4.00%	6/28/2025	2/28/2032	$	1,081	—		(7)		—%
VRC Companies, LLC	(4)	Term Loan	SOFR + 5.50%	9.70%	11/8/2024	6/29/2027	$	2,924	2,919		2,924		0.86%
VRC Companies, LLC	(4)	Term Loan	SOFR + 5.25%	9.56%	11/8/2024	6/29/2027	$	1,883	1,873		1,883		0.55%
VRC Companies, LLC	(5)	Revolver	—	0.50%	11/8/2024	6/29/2027	$	100	(1)		—		—%
VRC Companies, LLC	(4),(9)	Delayed Draw Term Loan	SOFR + 5.25%	9.55%	11/19/2024	6/29/2027	$	20,388	20,183		20,388		5.98%
VRC Companies, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.50%	9.70%	11/8/2024	6/29/2027	$	495	494		495		0.15%
									38,849		39,107		11.48%
Software
ACP Avenu Buyer, LLC	(4)	Term Loan	SOFR + 5.00%	9.29%	4/21/2025	10/2/2029	$	6,944	6,881		6,927		2.03%
ACP Avenu Buyer, LLC	(4)	Term Loan	SOFR + 5.00%	9.32%	8/1/2025	10/2/2029	$	10,201	10,101		10,176		2.98%
ACP Avenu Buyer, LLC	(5)	Revolver	—	0.50%	4/21/2025	10/2/2029	$	2,061	(19)		(5)		—%
ACP Avenu Buyer, LLC	(5)	Delayed Draw Term Loan	—	1.00%	4/21/2025	10/2/2029	$	5,889	(27)		(14)		—%
Durare Bidco LLC	(5)	Delayed Draw Term Loan	—	0.50%	8/7/2025	8/9/2032	$	50	—		—		—%
Durare Bidco LLC	(4)	Term Loan	SOFR + 4.75%	8.99%	8/7/2025	8/9/2032	$	9,042	8,953		8,983		2.63%
Durare Bidco LLC	(5)	Revolver	—	0.50%	8/7/2025	8/9/2032	$	50	—		—		—%
Flexera Software LLC	(4)	Term Loan	SOFR + 4.75%	8.96%	8/13/2025	8/16/2032	$	9,861	9,837		9,837		2.88%
Flexera Software LLC	(4)	Term Loan	E + 4.75%	6.63%	8/13/2025	8/16/2032	€	2,976	3,457		3,488		1.02%
Flexera Software LLC	(5)	Revolver	—	0.38%	8/13/2025	8/16/2032	$	50	—		—		—%
Superjet Buyer, LLC	(4)	Term Loan	SOFR + 5.00%	9.20%	11/8/2024	5/23/2030	$	823	818		823		0.24%
Superjet Buyer, LLC	(4)	Term Loan	SOFR + 5.00%	9.20%	11/8/2024	5/23/2030	$	4,980	4,946		4,980		1.46%
Superjet Buyer, LLC	(4),(5)	Delayed Draw Term Loan	SOFR + 5.00%	9.20%	11/8/2024	5/23/2030	$	5,152	1,024		1,056		0.31%
									45,971		46,251		13.55%
Specialty Distribution
SPI, LLC	(4)	Term Loan	SOFR + 4.50%	8.65%	3/3/2025	12/21/2027	$	655	652		655		0.19%
SPI, LLC	(4)	Term Loan	SOFR + 4.50%	8.65%	6/27/2025	12/21/2027	$	50	50		50		0.01%
									702		705		0.20%
Specialty Retail
Amylu Borrower Sub, LLC	(4)	Term Loan	SOFR + 5.00%	9.07%	4/29/2025	6/10/2031	$	12,539	12,420		12,505		3.67%
Amylu Borrower Sub, LLC	(5)	Revolver	SOFR + 5.00%	9.07%	6/10/2025	6/10/2031	$	2,508	155		172		0.05%
Amylu Borrower Sub, LLC	(5)	Delayed Draw Term Loan	—	1.00%	6/10/2025	6/10/2031	$	1,998	(9)		5		—%
Lash Opco, LLC	(4)	Term Loan	SOFR + 7.50% (5.10% PIK)	12.16%	11/8/2024	9/17/2027	$	2,728	2,694		2,602		0.76%
Orthofeet, Inc	(4)	Term Loan	SOFR + 5.50%	9.70%	11/8/2024	7/30/2030	$	12,912	12,713		12,777		3.75%
Orthofeet, Inc	(5)	Revolver	—	5.50%	11/8/2024	7/30/2030	$	1,524	(23)		(16)		—%
									27,950		28,045		8.23%

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents

Willow Tree Capital Corporation
Consolidated Schedule of Investments as of September 30, 2025 (Unaudited)
(in thousands)

Investments (1)(7)(8)

Footnotes

Investment Type

Reference Rate and Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par Amount/Units (1)

Cost (3)

Fair Value

% of Net Assets

Private Debt - United States

Private Debt - non-controlled, non-affiliated

Total Private Debt - United States

787,228

794,657

233.00%

Total Private Debt - non-controlled/non-affiliated

787,228

794,657

233.00%

(1)Unless otherwise indicated, all loan investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in U.S. dollars. All loan investments are income producing unless otherwise indicated. All loan investments are first lien debt unless otherwise indicated. Certain portfolio company investments are subject to contractual restrictions on sales. The total par amount is presented for loan investments. Each of the Company’s investments is pledged as collateral, under one or more of its credit facilities unless otherwise indicated. As of March 31, 2025, the Company standardized its industry classifications using Global Industry Classification Standard (“GICS”) codes, replacing the previously varied classifications across the GICS structure.

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either Secured Overnight Financing Rate ("SOFR"), an alternate base rate (commonly based on the Federal Funds Rate ("F") or the U.S. Prime Rate ("P")), or Euro Interbank Offered Rate (“E”), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of September 30, 2025.

(3)The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on loan investments using the effective interest method in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

(4)These loan investments are pledged as collateral under the Company's credit facilities. A single investment may be divided into parts that are individually pledged as collateral to separate credit facilities. Any other loan investments listed above are pledged to financing facilities and are not available to satisfy the creditors of the Company.

(5)Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair values are the result of the commitment being valued below par.

(6)Investment is subordinated.

(7)Unless otherwise indicated, investment is valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by the Company's Board of Directors, in accordance with the Company’s valuation policy. See Note 2. Summary of Significant Accounting Policies and Note 5. Fair Value of Investments in the Notes to the Consolidated Financial Statements.

(8)Under Section 55(a) of the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2025, the Company had no non-qualifying assets.

(9)For investments with multiple reference rates or alternate base rates, the interest rate shown is the weighted average interest rate in effect at September 30, 2025.

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION Consolidated Schedule of Investments as of December 31, 2024 (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)	Fair Value	% of Net Assets
Private Debt - United States
Private Debt - non-controlled/non-affiliated
Aerospace & Defense
Bluehalo Global Holdings, LLC	(4) (9)	Term Loan	SOFR + 6.00%	10.36%	11/8/2024	10/31/2025	$	23,838	$23,703	$23,839	10.11	%
Bluehalo Global Holdings, LLC	(5) (9)	Revolver	SOFR + 6.00%	10.40%	11/8/2024	10/31/2025	$	100	87	88	0.04	%
Neptune Platform Buyer LLC	(4)	Term Loan	SOFR + 5.25%	9.58%	11/8/2024	1/19/2031	$	9,026	8,914	9,026	3.83	%
Neptune Platform Buyer LLC	(5)	Delayed Draw Term Loan	—	1.00%	11/8/2024	1/19/2031	$	2,350	(30)	—	—	%
Stellant Midco, LLC	(4)	Term Loan	P + 4.75%	10.79%	11/8/2024	10/1/2028	$	5,080	5,077	5,034	2.14	%
Stellant Midco, LLC	(4)	Term Loan	P + 4.50%	10.49%	11/8/2024	10/1/2028	$	4,415	4,412	4,375	1.86	%
SV-AERO Holdings, LLC	(4)	Term Loan	SOFR + 5.25%	9.58%	12/10/2024	11/1/2030	$	5,781	5,752	5,752	2.44	%
SV-AERO Holdings, LLC	(5)	Delayed Draw Term Loan	—	1.00%	12/10/2024	10/30/2026	$	1,261	—	(6)	—	%
Systems Planning And Analysis, Inc.	(4)	Delayed Draw Term Loan	SOFR + 5.00%	9.28%	11/8/2024	8/16/2027	$	556	554	555	0.24	%
Systems Planning And Analysis, Inc.	(4)	Term Loan	SOFR + 5.00%	9.28%	11/8/2024	8/16/2027	$	595	592	594	0.25	%
Systems Planning And Analysis, Inc.	(5)	Revolver	—	0.50%	11/8/2024	8/16/2027	$	3,128	(15)	(6)	—	%
Systems Planning And Analysis, Inc.	(4) (5)	Delayed Draw Term Loan	SOFR + 5.00%	9.28%	11/8/2024	10/29/2027	$	17,224	395	446	0.19	%
									49,441	49,697	21.10	%
Chemicals
USALCO, LLC	(4)	Term Loan	SOFR + 4.00%	8.57%	11/8/2024	9/30/2031	$	8,949	8,905	8,949	3.80	%
									8,905	8,949	3.80	%
Commercial Services & Suppliers
Ambient Enterprises Holdco LLC	(4)	Term Loan	SOFR + 6.00%	10.08%	11/8/2024	6/28/2030	$	11,691	11,567	11,670	4.96	%
Ambient Enterprises Holdco LLC	(4) (5)	Delayed Draw Term Loan	SOFR + 6.00%	10.08%	11/8/2024	6/28/2030	$	1,730	86	96	0.04	%
Ambient Enterprises Holdco LLC	(5)	Revolver	—	0.50%	11/8/2024	12/7/2029	$	685	(10)	(1)	—	%
American Combustion Industries, LLC	(4)	Term Loan	SOFR + 5.10%	9.46%	11/8/2024	8/31/2028	$	9,307	9,158	9,183	3.90	%
American Combustion Industries, LLC	(4) (5)	Delayed Draw Term Loan	SOFR + 5.00%	9.46%	11/8/2024	8/31/2028	$	3,195	2,955	2,964	1.26	%
American Combustion Industries, LLC	(5)	Delayed Draw Term Loan	—	1.00%	11/8/2024	8/31/2028	$	3,772	(75)	(65)	(0.03)	%
American Combustion Industries, LLC	(5)	Revolver	SOFR + 5.10%	9.46%	11/8/2024	8/31/2028	$	1,415	213	217	0.09	%
ESCP DTFS Inc	(4)	Term Loan	SOFR + 5.50%	10.09%	11/8/2024	9/28/2029	$	32,918	32,358	32,407	13.76	%
NWP Acquisition Holdings, LLC	(4)	Term Loan	SOFR + 6.00%	10.33%	11/21/2024	11/21/2030	$	27,000	26,535	26,528	11.26	%
NWP Acquisition Holdings, LLC	(5)	Delayed Draw Term Loan	—	1.00%	11/21/2024	11/21/2030	$	15,000	(131)	(263)	(0.11)	%
NWP Acquisition Holdings, LLC	(5)	Revolver	—	0.50%	11/21/2024	11/21/2030	$	5,000	(88)	(88)	(0.04)	%
TCF III Owl Buyer LLC	(4)	Delayed Draw Term Loan	SOFR + 5.50%	9.96%	11/8/2024	4/19/2026	$	2,100	2,100	2,100	0.89	%
TCF III Owl Buyer LLC	(4)	Term Loan	SOFR + 5.50%	9.96%	11/8/2024	4/19/2026	$	2,843	2,843	2,843	1.21	%
									87,511	87,591	37.19	%
Construction & Engineering
Elessent Clean Technologies Inc.	(4)	Term Loan	SOFR + 6.00%	10.40%	11/20/2024	11/15/2029	$	12,342	12,100	12,095	5.14	%

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION Consolidated Schedule of Investments as of December 31, 2024 (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)	Fair Value	% of Net Assets
Private Debt - United States
Private Debt - non-controlled/non-affiliated
Elessent Clean Technologies Inc.	(5)	Revolver	—	0.50%	11/20/2024	11/15/2029	$	1,711	$(33)	$(34)	(0.01)	%
Rogers Mechanical Contractors, LLC	(4)	Term Loan	SOFR + 6.25%	10.91%	11/8/2024	9/28/2028	$	479	479	479	0.20	%
Rogers Mechanical Contractors, LLC	(5) (9)	Delayed Draw Term Loan	SOFR + 6.25%	10.87%	11/8/2024	9/28/2028	$	977	238	238	0.10	%
Rogers Mechanical Contractors, LLC	(5)	Revolver	—	0.50%	11/8/2024	9/28/2028	$	140	—	—	—	%
									12,784	12,778	5.43	%
Diversified Consumer Services
Apex Service Partners, LLC	(4)	Term Loan	SOFR + 5.00%	9.51%	11/8/2024	10/24/2030	$	27,785	27,514	27,736	11.78	%
Apex Service Partners, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.00%	9.51%	11/8/2024	10/24/2030	$	6,613	6,549	6,601	2.80	%
Apex Service Partners, LLC	(5) (9)	Delayed Draw Term Loan	SOFR + 5.00%	9.51%	11/8/2024	10/24/2030	$	10,397	2,996	3,028	1.29	%
Apex Service Partners, LLC	(5)	Revolver	SOFR + 5.00%	9.51%	11/8/2024	10/24/2029	$	2,555	1,712	1,733	0.74	%
IFH Franchisee Holdings, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.75%	10.12%	1/10/2025	5/21/2025	$	13,888	13,680	13,680	5.81	%
IFH Franchisee Holdings, LLC	(5)	Delayed Draw Term Loan	—	4.48%	1/10/2025	3/31/2025	$	3,136	(24)	(24)	(0.01)	%
									52,427	52,754	22.41	%
Financial Services
Electronic Merchant Systems, LLC	(4) (9)	Term Loan	SOFR + 3.75% - 4.75%	9.34%	11/18/2024	8/1/2030	$	9,943	9,846	9,824	4.17	%
GC Waves Holdings, Inc.	(4)	Term Loan	SOFR + 4.75%	9.21%	11/8/2024	8/10/2029	$	3,613	3,648	3,650	1.55	%
GC Waves Holdings, Inc.	(9)	Term Loan	SOFR + 4.75%	9.21%	12/31/2024	10/4/2030	$	32	32	32	0.01	%
GC Waves Holdings, Inc.	(5)	Delayed Draw Term Loan	SOFR + 4.75%	9.21%	11/8/2024	10/4/2030	$	11,516	1,273	1,496	0.64	%
Pathstone Family Office LLC	(4)	Term Loan	SOFR + 5.00%	9.46%	11/8/2024	5/15/2029	$	16,113	16,019	16,038	6.81	%
Pathstone Family Office LLC	(5)	Revolver	—	—	11/8/2024	5/15/2028	$	1,048	(6)	(5)	—	%
Pathstone Family Office LLC	(5)	Delayed Draw Term Loan	SOFR + 5.00%	9.46%	11/8/2024	5/15/2029	$	5,440	68	74	0.03	%
RPX Corporation	(4)	Term Loan	SOFR + 5.50%	10.02%	11/8/2024	8/2/2030	$	20,439	20,236	20,431	8.68	%
RPX Corporation	(5)	Revolver	—	0.50%	11/8/2024	10/23/2025	$	2,601	(22)	(1)	—	%
Wealth Enhancement Group, LLC	(4) (9)	Delayed Draw Term Loan	SOFR + 5.00%	9.58%	11/8/2024	10/2/2028	$	2,795	2,795	2,806	1.19	%
Wealth Enhancement Group, LLC	(4) (9)	Delayed Draw Term Loan	SOFR + 5.00%	9.56%	11/8/2024	10/2/2028	$	6,964	6,964	6,991	2.97	%
Wealth Enhancement Group, LLC	(4) (9)	Delayed Draw Term Loan	SOFR + 5.00%	9.55%	11/8/2024	10/2/2028	$	3,745	3,745	3,759	1.60	%
									64,598	65,095	27.65	%
Health Care Equipment & Supplies
HLSG Intermediate, LLC	(4)	Delayed Draw Term Loan	SOFR + 6.25%	10.72%	11/8/2024	3/31/2028	$	35	35	35	0.01	%
HLSG Intermediate, LLC	(4)	Delayed Draw Term Loan	SOFR + 6.25%	10.72%	11/8/2024	3/31/2028	$	65	65	65	0.03	%
HLSG Intermediate, LLC	(4)	Term Loan	SOFR + 6.25%	10.72%	11/8/2024	3/31/2028	$	1,986	1,986	1,986	0.84	%
HLSG Intermediate, LLC	(4)	Term Loan	SOFR + 6.25%	10.72%	11/8/2024	3/31/2028	$	1,280	1,280	1,280	0.54	%
HLSG Intermediate, LLC	(5)	Revolver	SOFR + 6.25%	10.72%	11/8/2024	3/31/2028	$	100	73	73	0.03	%
									3,439	3,439	1.45	%
Health Care Providers & Services
Beacon Oral Specialists	(4) (5) (9)	Delayed Draw Term Loan	SOFR + 6.00%	10.36%	11/8/2024	12/14/2026	$	4,997	1,219	1,230	0.52	%
Dentive Capital, LLC	(4)	Delayed Draw Term Loan	SOFR + 6.75%	11.35%	11/8/2024	12/23/2028	$	225	223	223	0.09	%

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION Consolidated Schedule of Investments as of December 31, 2024 (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)	Fair Value	% of Net Assets
Private Debt - United States
Private Debt - non-controlled/non-affiliated
Dentive Capital, LLC	(4)	Term Loan	SOFR + 6.75%	11.35%	11/8/2024	12/23/2028	$	2,217	$2,199	$2,202	0.94	%
Dentive Capital, LLC	(4)	Term Loan	SOFR + 6.75%	11.35%	11/8/2024	5/27/2027	$	1,909	1,893	1,896	0.81	%
Dentive Capital, LLC	(4) (5) (9)	Delayed Draw Term Loan	SOFR + 6.75%	11.35%	11/8/2024	12/23/2028	$	2,128	1,147	1,151	0.49	%
Dentive Capital, LLC	(5)	Revolver	SOFR + 6.75%	11.35%	11/8/2024	5/27/2027	$	100	49	49	0.02	%
Dermcare Holdings, LLC	(6)	Term Loan	SOFR + 17.00%	17.00%	11/8/2024	10/16/2029	$	585	577	588	0.25	%
Dermcare Management, LLC	(4) (5)	Delayed Draw Term Loan	SOFR + 5.75%	10.42%	11/8/2024	4/21/2028	$	14,704	10,936	10,936	4.64	%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	17.92%	11/8/2024	2/15/2029	$	3,713	3,671	3,685	1.56	%
LCM SDC Holdings, LLC	(6)	Term Loan	P + 13.25%	17.92%	11/8/2024	2/15/2029	$	8,375	8,281	8,312	3.53	%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	17.92%	11/8/2024	2/15/2029	$	1,335	1,320	1,325	0.56	%
LCM SDC Holdings, LLC	(6)	Term Loan	SOFR + 13.25%	17.92%	11/8/2024	2/15/2029	$	578	572	574	0.24	%
OPCO Borrower, LLC	(4)	Term Loan	SOFR + 6.00%	10.62%	11/8/2024	8/19/2027	$	18,264	18,111	18,191	7.72	%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	6,387	6,403	6,387	2.71	%
Salt Dental Collective, LLC		Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	3,596	3,605	3,596	1.53	%
Salt Dental Collective, LLC	(4)	Delayed Draw Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	7,631	7,651	7,631	3.24	%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	3,694	3,703	3,694	1.57	%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	1,556	1,560	1,556	0.66	%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	1,692	1,696	1,692	0.72	%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	7,499	7,519	7,499	3.18	%
Salt Dental Collective, LLC	(9)	Revolver	SOFR + 5.75% -6.75%	11.42%	11/8/2024	2/15/2028	$	933	936	933	0.40	%
Salt Dental Collective, LLC	(4)	Term Loan	SOFR + 6.75%	11.42%	11/8/2024	2/15/2028	$	3,748	3,758	3,748	1.59	%
									87,029	87,098	36.97	%
Hotels, Restaurants & Leisure
Ampler QSR Holdings, LLC	(4)	Term Loan	SOFR + 6.00%	10.21%	11/8/2024	7/21/2027	$	1,081	1,085	1,087	0.46	%
									1,085	1,087	0.46	%
Insurance
Accession Risk Management Group, Inc.	(4) (9)	Term Loan	SOFR + 4.75%	9.32%	11/8/2024	11/1/2029	$	20,768	20,819	20,832	8.85	%
Accession Risk Management Group, Inc.	(4) (9)	Delayed Draw Term Loan	SOFR + 4.75%	9.21%	11/8/2024	11/1/2029	$	8,021	8,041	8,046	3.42	%
Accession Risk Management Group, Inc.		Delayed Draw Term Loan	SOFR + 4.75%	9.08%	11/8/2024	11/1/2029	$	1,029	1,032	1,032	0.44	%
Accession Risk Management Group, Inc.	(5)	Revolver	SOFR + 4.75%	9.08%	11/8/2024	11/1/2029	$	1,858	5	—	—	%
Accession Risk Management Group, Inc.	(5) (9)	Delayed Draw Term Loan	SOFR + 4.75%	9.31%	11/8/2024	11/1/2029	$	11,777	936	943	0.40	%
Higginbotham Insurance Agency, Inc.	(4) (10)	Term Loan	SOFR + 4.50%	9.08%	11/8/2024	11/24/2028	$	17,940	17,811	17,900	7.60	%
Peter C. Foy & Associates Insurance Services, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.50%	9.83%	11/8/2024	11/1/2028	$	513	511	513	0.22	%
Peter C. Foy & Associates Insurance Services, LLC	(4)	Term Loan	SOFR + 5.50%	10.59%	11/8/2024	11/1/2028	$	861	858	862	0.37	%
Peter C. Foy & Associates Insurance Services, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.50%	9.83%	11/8/2024	11/1/2028	$	2,247	2,239	2,248	0.95	%
Peter C. Foy & Associates Insurance Services, LLC	(4)	Delayed Draw Term Loan	SOFR + 5.50%	9.83%	11/8/2024	11/1/2028	$	1,223	1,219	1,223	0.52	%
Peter C. Foy & Associates Insurance Services, LLC	(5)	Revolver	—	0.50%	11/8/2024	11/1/2027	$	100	—	—	—	%
World Insurance Associates, LLC	(4)	Term Loan	SOFR + 6.00%	10.60%	11/8/2024	4/3/2028	$	4,804	4,804	4,804	2.04	%

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION Consolidated Schedule of Investments as of December 31, 2024 (in thousands)
Investments (1)(7)(8)	Footnotes	Investment Type	Reference Rate and Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/Units (1)		Cost (3)	Fair Value	% of Net Assets
Private Debt - United States
Private Debt - non-controlled/non-affiliated
World Insurance Associates, LLC	(5)	Revolver	—	0.50%	11/8/2024	4/3/2028	$	100	$—	$—	—	%
									58,275	58,403	24.81	%
Multi-Utilities
Dukes Root Control Inc.	(4) (9)	Delayed Draw Term Loan	SOFR + 6.50%	11.20%	11/8/2024	10/8/2030	$	93	93	93	0.04	%
Dukes Root Control Inc.	(4)	Term Loan	SOFR + 6.50%	11.16%	11/8/2024	6/30/2025	$	5,734	5,734	5,734	2.43	%
Dukes Root Control Inc.	(5) (9)	Revolver	SOFR + 6.50%	11.08%	11/8/2024	6/30/2025	$	100	38	38	0.02	%
									5,865	5,865	2.49	%
Professional Services
RKD Group, LLC	(4)	Term Loan	SOFR + 6.00%	10.48%	11/8/2024	8/17/2028	$	6,920	6,920	6,920	2.94	%
RKD Group, LLC	(4) (5)	Delayed Draw Term Loan	SOFR + 6.00%	10.46%	11/8/2024	8/17/2028	$	2,129	1,610	1,610	0.68	%
Royal Holdco Corporation	(4)	Term Loan	SOFR + 4.75%	9.23%	12/31/2024	12/30/2027	$	828	815	815	0.34	%
VRC Companies, LLC	(4)	Term Loan	SOFR + 5.50%	10.09%	11/8/2024	6/29/2027	$	1,898	1,882	1,898	0.80	%
VRC Companies, LLC	(4)	Term Loan	SOFR + 5.75%	10.27%	11/8/2024	6/29/2027	$	2,946	2,940	2,946	1.25	%
VRC Companies, LLC	(9)	Delayed Draw Term Loan	SOFR + 5.75%	10.30%	11/8/2024	6/29/2027	$	498	497	498	0.21	%
VRC Companies, LLC	(5)	Revolver	—	0.50%	11/8/2024	6/29/2027	$	100	(1)	—	—	%
VRC Companies, LLC	(5)	Delayed Draw Term Loan	SOFR + 5.25%	9.65%	11/19/2024	6/29/2027	$	20,483	1,613	1,837	0.78	%
									16,276	16,524	7.00	%
Software
GraphPAD Software, LLC	(4)	Term Loan	SOFR + 4.75%	9.08%	11/8/2024	6/30/2031	$	13,803	13,738	13,928	5.91	%
GraphPAD Software, LLC	(5)	Delayed Draw Term Loan	SOFR + 4.75%	9.08%	11/8/2024	6/30/2031	$	3,458	329	376	0.16	%
GraphPAD Software, LLC	(5)	Revolver	—	0.50%	11/8/2024	6/30/2031	$	1,297	(6)	—	—	%
Superjet Buyer, LLC	(4)	Term Loan	SOFR + 5.50%	9.83%	11/8/2024	12/30/2027	$	5,018	4,973	4,976	2.11	%
Superjet Buyer, LLC	(4)	Term Loan	SOFR + 5.50%	10.09%	11/8/2024	12/30/2027	$	5,933	5,881	5,885	2.50	%
Superjet Buyer, LLC	(4) (5)	Delayed Draw Term Loan	SOFR + 5.50%	9.83%	11/8/2024	12/30/2027	$	5,158	703	703	0.30	%
									25,618	25,868	10.98	%
Specialty Retail
Lash Opco, LLC	(4)	Term Loan	SOFR + 2.65%	7.84%	11/8/2024	3/18/2026	$	2,626	2,538	2,538	1.08	%
Orthofeet, Inc	(4)	Term Loan	P + 5.50%	10.59%	11/8/2024	7/30/2030	$	13,010	12,779	12,801	5.44	%
Orthofeet, Inc	(5)	Revolver	—	0.50%	11/8/2024	7/30/2030	$	1,524	(27)	(25)	(0.01)	%
									15,290	15,314	6.51	%

Total Private Debt - United States									$488,544	$490,462	208.25	%
Total Private Debt - non-controlled/non-affiliated									$488,544	$490,462	208.25	%

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents

portfolio company investments are subject to contractual restrictions on sales. The total par amount is presented for loan investments. Each of the Company’s investments is pledged as collateral, under one or more of its credit facilities unless otherwise indicated. As of March 31, 2025, the Company standardized its industry classifications using Global Industry Classification Standard (“GICS”) codes, replacing the previously varied classifications across the GICS structure.

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either Secured Overnight Financing Rate ("SOFR"), or an alternate base rate (commonly based on the Federal Funds Rate ("F") or the U.S. Prime Rate ("P")), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2024.

(6)Investment is subordinated.

(7)Unless otherwise indicated, investment is valued using unobservable inputs and are considered Level 3 investments.Fair value was determined in good faith by the Company's Board of Directors, in accordance with the Company’s valuation policy. See Note 2. Summary of Significant Accounting Policies and Note 5. Fair Value of Investments in the Notes to the Consolidated Financial Statements.

(8)Under Section 55(a) of the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2024, the Company had no non-qualifying assets.

(9)For investments with multiple reference rates or alternate base rates, the interest rate shown is the weighted average interest rate in effect at December 31, 2024.

(10)All or a portion of the investment is pledged as collateral for the Company’s Participation Agreement (as defined in Note 6 “Borrowings”).

The accompanying notes are an integral part of these unaudited financial statements.

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WILLOW TREE CAPITAL CORPORATION

Notes to Consolidated Financial Statements (Unaudited)

1. Organization

Willow Tree Capital Corporation (the “Company”), was formed on June 29, 2022 as a Maryland Corporation. The Company invests primarily in floating rate middle market senior secured loans. The Company is an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, beginning with its tax year ended December 31, 2024, the Company has elected to be treated for U.S. federal income tax purposes and intends to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is externally managed by Willow Tree Capital Corp Advisors LLC (the “Adviser”).

On October 31, 2023, WT Capital Fund - SPV1, LLC (the "SPV Subsidiary"), a wholly owned subsidiary of the Company was formed. The SPV Subsidiary is consolidated for U.S. GAAP reporting purposes, and the portfolio investments held by it are included in the consolidated financial statements. On January 19, 2024, Willow Tree Capital Offshore Blocker, LLC (the "Blocker Subsidiary"), a wholly owned subsidiary of the Company was formed. The SPV Subsidiary and Blocker Subsidiary are consolidated for U.S. GAAP reporting purposes, and the portfolio investments held by the SPV Subsidiary and Blocker Subsidiary are included in the consolidated financial statements.

On November 8, 2024, immediately prior to the Company electing to be regulated as a BDC (the "BDC Election"), each of Willow Tree Capital Fund, LLC and Willow Tree Capital Offshore Fund, LLC merged with and into the Company (the "Merger"). After the Merger, the Company made the BDC Election, and commenced operations.

The Company’s investment objective is to maximize the total return to shareholders in the form of current income and capital appreciation.

The Company generates returns primarily from interest income and fees from senior secured loans, with some capital appreciation through nominal junior capital co-investments.

The Company conducts a continuous private offering (the “Private Offering”) of shares of its common stock, par value $0.01 (the “Shares”), to accredited investors, as defined in Regulation D under the Securities Act of 1933 (the “1933 Act”) or non U.S. persons as defined in Regulation S under the 1933 Act, in reliance on exemptions from the registration requirements of the 1933 Act. The Company will hold one or more closings at which it will either accept capital commitments to purchase Shares from investors or issue Shares for immediate cash investment by the investors.

Shareholders that make capital commitments to the Company will be required to fund drawdowns to purchase the Company’s Shares up to the amount of their respective capital commitments each time the Company delivers a drawdown notice.

2. Summary of Significant Accounting Policies

Basis of Financial Statement Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to Regulation S-X. This requires the Company to make certain estimates and assumptions that may affect the amounts reported in the consolidated financial statements and accompanying notes. These consolidated financial statements reflect normal and recurring adjustments that in the opinion of the Company are necessary for the fair statement of the results for the periods presented. Actual results may differ from the estimates and assumptions included in the consolidated financial statements. The Company is an investment company for the purposes of accounting and financial reporting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC 946”). Certain prior period figures have been reclassified from those originally published in the annual report to conform to the current period presentation for comparative purposes.

Basis of Consolidation

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As provided under ASC Topic 946 and Regulation S-X, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. All material intercompany transactions are eliminated in consolidation.

The Company consolidated the results of the Company’s wholly owned subsidiaries which are considered to be investment companies. All significant intercompany balances and transactions have been eliminated in consolidation. As of September 30, 2025, the Company’s consolidated subsidiaries were the SPV Subsidiary and the Blocker Subsidiary.

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Investments

Investment transactions are recorded on the trade date. Realized gains or losses will be computed using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. The Company's Board of Directors (the "Board") or, if designated pursuant to Rule 2a-5 under the 1940 Act (“Rule 2a-5”), the Adviser will determine the NAV per share quarterly. The NAV per share is equal to the value of total assets minus liabilities divided by the total number of shares of the Company’s common stock outstanding at the date as of which the determination is made.

As part of the valuation process, the Board, or the valuation designee, as applicable, will take into account relevant factors in determining the fair value of the Company’s investments, including: the estimated enterprise value of a portfolio company (i.e., the total fair value of the portfolio company’s debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Board, or the valuation designee, as applicable, will consider whether the pricing indicated by the external event corroborates its valuation.

The Board, or the valuation designee, as applicable, will undertake a multi-step valuation process, which includes, among other procedures, the following:

•With respect to investments for which market quotations are readily available, those investments will typically be valued at the bid price of those market quotations;

•With respect to investments for which market quotations are not readily available, the Company’s quarterly valuation process begins with each portfolio company or investment being initially valued by the respective Willow Tree valuation team. Preliminary valuations are then reviewed and discussed with the principals of Willow Tree. Separately, an independent valuation firm engaged by the Board or the valuation designee, as applicable, will provide third party valuation consulting services with respect to the Company’s investments at least twice annually for all investments held in the portfolio for at least six months.

•If the Adviser has been designated as the valuation designee pursuant to Rule 2a-5, valuation conclusions will be documented, discussed with Willow Tree’s valuation committee, finalized, then presented to the Board along with any reports required under Rule 2a-5;

•If the Adviser has not been designated as the valuation designee pursuant to Rule 2a-5:

◦Preliminary valuation conclusions will be documented and discussed with Willow Tree’s valuation committee. Agreed upon valuation recommendations will be presented to the Audit Committee;

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◦The Audit Committee will review the valuation recommendations and recommend values for each investment to the Board; and

◦The Board will review the recommended valuations and determine the fair value of each investment.

◦The Board will conduct this valuation process on a quarterly basis.

The Company will apply FASB ASC 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company will consider its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:

•Level 1—Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.

•Level 2—Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.

•Level 3—Unobservable inputs for the asset or liability. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Transfers between levels, if any, will be recognized at the beginning of the quarter in which the transfer occurred. In addition to using the above inputs in investment valuations, the Company will apply the valuation policy approved by the Board, which is consistent with ASC 820. Under the valuation policy, the Company will evaluate the source of the inputs, including any markets in which the Company’s investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company will subject those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company, or the independent valuation firm(s), will review pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company was required to liquidate a portfolio investment in a forced or liquidation sale, the Company could realize amounts that are different from the amounts presented and such differences could be material.

In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.

Cash

Cash represents cash on hand and demand deposits held at financial institutions. Cash equivalents include short-term highly liquid investments of sufficient credit quality that are readily convertible to known amounts of cash and have original maturities of three months or less. Cash equivalents are carried at cost, plus accrued interest, which approximates fair value. Cash equivalents are held to meet short-term liquidity requirements, rather than for investment purposes. Cash and cash equivalents are held at major financial institutions and are subject to credit risk to the extent those balances exceed applicable Federal Deposit Insurance Corporation (FDIC) or Securities Investor Protection Corporation (SIPC) limits. As of September 30, 2025 and December 31, 2024, the Company held $23.0 million and $8.1 million in cash, respectively. As of September 30, 2025 and December 31, 2024, the Company had no cash equivalents held.

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Organizational and Offering Expenses

The Adviser and its affiliates have incurred organizational and offering expenses on behalf of the Company. Upon making the BDC Election, the Company incurred $1.8 million of organizational expenses, $0.4 million of offering expenses, and $0.7 million of other general and administrative expenses that were previously subject to contingencies under the terms of the Expense Agreement. See “Note 3 - Agreements and Related Party Transactions” to the consolidated financial statements for more information.

Organizational expenses are expensed as incurred and include the cost of formation, including legal fees related to the creation and organization of the Company, their related documents of organization and the Company’s election to be regulated as a BDC.

Offering expenses are capitalized as a deferred charge and amortized to expense on a straight-line basis over 12 months beginning on the date which the Company first accepts capital contributions from unaffiliated shareholders in the Private Offering. Offering expenses include legal, printing and other offering costs, which include professional advisers fees, fees associated with the offering of common shares of the Company, and those associated with the preparation of the Company’s registration statement on Form 10. For the three and nine months ended September 30, 2025, the Company did not capitalize or expense any new offering costs.

Foreign Currency Translation

The Company’s books and records are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

•Fair value of investment securities, other assets and liabilities—at the exchange rates prevailing at the end of the period.

•Purchases and sales of investment securities, income and expenses—at the exchange rates prevailing on the respective dates of such transactions, income or expenses.

Results of operations based on changes in foreign exchange rates are separately disclosed in the statement of operations, if any. Foreign investment securities and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.

Revenue Recognition

Interest and Dividend Income

Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of premiums and payment-in-kind (“PIK”) interest. Discounts from and premiums to par value on investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. To the extent loans contain PIK provisions, PIK interest, computed at the contractual rates, is accrued and recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal.

Loans are generally placed on non-accrual status when interest and/or principal payments become materially past due and there is reasonable doubt that principal or interest will be collected in full. Recognition of interest income of that loan will be ceased until all principal and interest is current through payment or until a restructuring occurs, such that the interest income is deemed to be collectible. However, the Company remains contractually entitled to this interest. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon the Company’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in the Company’s judgment, are likely to remain current. The Company may make exceptions to this policy if the loan has sufficient collateral value or is in the process of collection. Accrued interest is written-off when it becomes probable that the interest will not be collected, and the amount of uncollectible interest can be reasonably estimated.

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Dividend income on preferred equity is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. To the extent preferred equity contains PIK provisions, PIK dividends, computed at the contractual rates, are accrued and recorded as dividend income and added to the principal balance of the preferred equity. PIK dividends added to the principal balance are generally collected upon redemption of the equity.

Other Income

Other income may include income such as consent, waiver, amendment, unused, and prepayment fees associated with the Company’s investment activities. Such fees are recognized as income when earned or the services are rendered.

Income Taxes

The Company has elected to be treated for U.S. federal income tax purposes as a RIC under Subchapter M of the Code beginning with its tax year ended December 31, 2024, and intends to qualify annually as a RIC. So long as the Company maintains its status as a RIC, it generally will not have to pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders. Any tax liability related to income earned and distributed by the Company would represent obligations of the Company’s shareholders and would not be reflected in the consolidated financial statements of the Company.

To qualify and be subject to tax as a RIC for U.S. federal income tax purposes, the Company will need to ensure that (among other things) it satisfies certain sources of income and asset diversification requirements and distributes to its shareholders annually an amount equal to at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses. The Company will be subject to a nondeductible excise tax on certain amounts of undistributed income.

If the Company fails to distribute in a timely manner an amount at least equal to the sum of (i) 98% of its ordinary income for the calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax (collectively, the “Excise Tax Distribution Requirements”), the Company will be subject to a 4% nondeductible U.S. federal excise tax on the amount by which the Company does not meet the Excise Tax Distribution Requirements. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year-end (or earlier if estimated taxes are paid).

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof.

New Accounting Standards

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 modifies the reporting requirements for income tax disclosures related to effective tax rates and cash income taxes paid. Pursuant to ASU 2023-09, public business entities are required to disclose certain categories in the income tax rate reconciliation, as well as additional information for reconciling items that meet a specific quantitative threshold. Additionally, ASU 2023-09 requires annual disclosures of income taxes paid for all entities, including the amount of income taxes paid, net of refunds received, disaggregated by federal, state, and foreign jurisdictions. The standard is effective for fiscal years beginning after December 15, 2024 for public business entities (“PBEs”) and December 15, 2025 for entities other than PBEs with early adoption permitted. The Company has evaluated the impact of ASU 2023-09 on its consolidated financial statements and does not anticipate any impact to its consolidated financial statements because the Company has elected to be treated, and intends to qualify annually, as a RIC and does not expect to incur any income taxes.

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3. Agreements and Related Party Transactions

Formation Transactions

Prior to the Company making the BDC Election, on November 8, 2024, the Company entered into an agreement and plan of merger (the “Onshore Merger Agreement”) with Willow Tree Capital Fund, LLC, a Delaware limited liability company managed by the Adviser (the “Onshore Fund”). Under this agreement, the Onshore Fund would merge with and into the Company, with the Company surviving the merger (the “Onshore Merger”). Before the completion of the Onshore Merger, the Adviser served as the investment adviser to the Onshore Fund. According to the Onshore Merger Agreement, the members of the Onshore Fund would receive approximately 0.99 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), for each unit of membership interest held by such members. The Onshore Merger closed on November 8, 2024, prior to the BDC Election. As a result, the Company issued 6,939,661 shares of Common Stock and acquired a portfolio of assets consisting of 96 loans to 32 borrowers (including term loans, delayed draw term loans, and revolvers), cash, and other assets (collectively, the “Onshore Assets”), which had an aggregate net asset value $108.9 million.

Contemporaneously with entering the Onshore Merger Agreement, and prior to the Company making the BDC Election, on November 8, 2024, the Company entered into an agreement and plan of merger (the “Offshore Merger Agreement” and, together with the Onshore Merger Agreement, the “Merger Agreements”) with Willow Tree Capital Offshore Fund, LLC, a Cayman Islands limited liability company managed by the Adviser (the “Offshore Fund”). Under this agreement, the Offshore Fund would merge with and into the Company, with the Company surviving the merger (the “Offshore Merger” and, together with the Onshore Merger, the “Mergers”). Before the completion of the Offshore Merger, the Adviser served as the investment adviser to the Offshore Fund. According to the Offshore Merger Agreement, the members of the Offshore Fund would receive one (1) share of Common Stock for each unit of membership interest held by such members. The Offshore Merger closed on November 8, 2024, prior to the BDC Election. As a result, the Company issued 4,803,384 shares of Common Stock and acquired a portfolio of assets consisting of 51 loans to 26 borrowers (including term loans, delayed draw term loans, and revolvers), cash, and other assets (collectively, the “Offshore Assets”), which had an aggregate net asset value of $75.4 million.

Following the completion of the Mergers, the Company's total assets was approximately $389.0 million, consisting of 99 loans to 33 borrowers (including term loans, delayed draw term loans, and revolvers), cash, and other assets.

Investment Management Agreement

The Company is externally managed by the Adviser pursuant to an Investment Management Agreement. The Adviser is an indirect majority owned subsidiary of Willow Tree Credit Partners LP. Subject to the overall supervision of the Board, the Adviser manages the Company’s day-to-day operations and provides investment advisory services to the Company.

The Company has entered the Investment Management Agreement, dated as of November 8, 2024, with the Adviser. Under the Investment Management Agreement, the Company pays the Adviser a fee for its services. The fee consists of two components: a Management Fee (as defined below) and an Incentive Fee (as defined below). Each of the Management Fee and the Incentive Fee are payable on the terms described below.

Unless terminated earlier, the Investment Management Agreement will continue in effect for a period of two years from its effective date. It will remain in effect from year to year thereafter if approved annually by the board of directors or by the affirmative vote of the holders of a majority of the Company's outstanding voting securities, and, in either case, if also approved by the vote of a majority of the Company's directors who are not parties to the Investment Management Agreement or “interested persons” (as such term is defined in Section 2(a)(19) of the 1940 Act).

Management Fee

The management fee (“Management Fee”) is payable quarterly in arrears and will be payable at an annual rate of 1.25% of the Company’s net assets at the end of the most recently completed calendar quarter. The Management Fee for any partial quarter will be prorated during the relevant calendar quarter.

For the three and nine months ended September 30, 2025, the Company incurred $0.9 million and $2.6 million, respectively, in Management Fees. For the three and nine months ended September 30, 2024, there were no management fees incurred.

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As of September 30, 2025 and December 31, 2024, $1.0 million and $0.4 million, respectively, of Management Fees, were unpaid and are included in management fees payable in the Consolidated Statements of Assets and Liabilities.

Incentive Fee

The Company pays the Adviser an incentive fee (“Incentive Fee”) as set forth below. The Incentive Fee consists of two parts: an investment-income component and a capital gains component. These components are largely independent of each other, with the result that one component may be payable even if the other is not.

Investment Income Incentive Fee

Under the investment-income component, the Company pays the Adviser an incentive fee with respect to pre-incentive fee net investment income. The investment-income component will be calculated and payable quarterly in arrears based on the pre-incentive fee net investment income for the immediately preceding fiscal quarter. Payments based on pre-incentive fee net investment income will be based on the pre-incentive fee net investment income earned for the quarter.

For this purpose, “pre-incentive fee net investment income” means interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence, managerial and consulting fees or other fees received from portfolio companies) accrued during the fiscal quarter, minus operating expenses for the quarter (including the Management Fee, expenses payable under any administration agreement and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with PIK interest and zero coupon securities), accrued income that the Company has not yet received in cash; provided, however, that the portion of the investment-income incentive fee attributable to deferred interest features will be paid, only if and to the extent received in cash, and any accrual thereof will be reversed if and to the extent such interest is reversed in connection with any write off or similar treatment of the investment giving rise to any deferred interest accrual, applied in each case in the order such interest was accrued. Such subsequent payments in respect of previously accrued income will not reduce the amounts payable for any quarter pursuant to the calculation of the investment-income component described above. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

Pre-incentive fee net investment income, expressed as a rate of return on the value of net assets (defined as total assets less liabilities) at the end of the immediately preceding fiscal quarter, will be compared to a “hurdle rate” of 1.50% per quarter (6.00% annualized). The Company will pay the Adviser an investment-income incentive fee with respect to pre-incentive fee net investment income in each calendar quarter as follows:

(1)No investment-income incentive fee in any calendar quarter in which pre-incentive fee net investment income does not exceed the hurdle rate of 1.50%;

(2)100% of pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than or equal to 1.714% in any calendar quarter (6.857% annualized) (the portion of pre-incentive fee net investment income that exceeds the hurdle but is less than or equal to 1.714% is referred to as the “catch-up”; the “catch-up” is meant to provide the Adviser with 12.50% of pre-incentive fee net investment income as if a hurdle did not apply if pre-incentive fee net investment income exceeds 1.714% in any calendar quarter); and

(3)12.50% of the amount of pre-incentive fee net investment income, if any, that exceeds 1.714% in any calendar quarter (6.857% annualized) payable to the Adviser (once the hurdle is reached and the catch-up is achieved, 12.50% of all pre-incentive fee net investment income thereafter is allocated to the Adviser).

The following is a graphical representation of the calculation of the investment-income component of the incentive fee:

Pre-Incentive Fee Net Investment Income (express as a percentage of the value of net assets):


0%	1.50%	1.714%
← 0% →	← 100% →	← 12.5% →

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For the three and nine months ended September 30, 2025, the Company incurred $1.2 million and $2.9 million, respectively, in investment income incentive fees. For the three and nine months ended September 30, 2024, there were no investment income incentive fees incurred. As of September 30, 2025 and December 31, 2024, $1.4 million and $0, respectively, of incentive fees on investment income, were unpaid and are included in investment income incentive fees payable in the Consolidated Statement of Assets and Liabilities.

Capital Gains Incentive Fee

Under the capital gains component, the Company will pay the Adviser at the end of each calendar year 12.50% of aggregate cumulative realized capital gains from the date of the BDC Election through the end of that year, computed net of aggregate cumulative realized capital losses and aggregate cumulative unrealized depreciation through the end of such year, less the aggregate amount of any previously paid capital gains incentive fees.

The Company will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation. The capital gains component of the Incentive Fee will not be subject to any minimum return to shareholders.

Capital gains incentive fees were accrued (but not yet payable) on a hypothetical liquidation basis under GAAP for the three and nine months ended September 30, 2025 were $0.9 million and $0.9 million, respectively. As of September 30, 2025 and December 31, 2024, $0.9 million and $0, respectively, of accrued capital gains incentive fees are included in the Consolidated Statement of Assets and Liabilities.

Administration Agreement

The Company has entered into an administration agreement (the “Administration Agreement”), dated as of November 8, 2024, with Willow Tree Credit Partners LP (the “Administrator”, "Willow Tree"). Under the expected terms of the Administration Agreement, Willow Tree performs, or oversees the performance of, administrative services, which include, but are not limited to, providing office space, equipment and office services, maintaining financial records, preparing reports to shareholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others, which could include employees of the Willow Tree or its affiliates. The Company reimburses Willow Tree for services performed for the Company pursuant to the terms of the Administration Agreement.

In addition, pursuant to the terms of the Administration Agreement, Willow Tree may delegate its obligations under the Administration Agreement to an affiliate or to a third party, and the Company will reimburse Willow Tree for any services performed for the Company by such affiliate or third party. To the extent that Willow Tree outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis, without profit to Willow Tree.

The Board, including a majority of independent directors, will review the compensation paid to the Administrator to determine if the provisions of the Administrative Agreement are carried out satisfactorily and to determine, among other things, whether the fees payable under the Administrative Agreement are reasonable in light of the services provided.

Unless earlier terminated, the Administration Agreement will remain in effect for a period of two years from the date it first became effective, and will remain in effect from year-to-year thereafter if approved annually by a majority of the Board or by the holders of a majority of its outstanding voting securities and, in each case, a majority of the independent directors. The Company may terminate the Administration Agreement, without payment of any penalty, upon 60 days’ written notice. The decision to terminate the agreement may be made by a majority of the Board or the shareholders holding a majority of the outstanding shares of common stock. In addition, the Administrator may terminate the Administration Agreement, without payment of any penalty, upon 60 days’ written notice.

For the three and nine months ended September 30, 2025, the Company incurred $0.2 million and $0.4 million, respectively, in administration fees. For the three and nine months ended September 30, 2024, there were no administration fees incurred.

Expense Agreement

The Company and the Adviser previously entered into an expense agreement, pursuant to which the Adviser and its affiliates agreed to incur organizational, offering, and other general and administrative expenses on behalf of the Company until the Company elected to be regulated as a BDC under the 1940 Act. Upon making the BDC Election, the Company

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incurred total expenses of $2.9 million which was composed of $1.8 million of organizational expenses, $0.4 million of offering expenses, and $0.7 million of other general and administrative expenses that were previously subject to contingencies under the terms of the expense agreement.

License Agreement

The Company has entered into a license agreement with Willow Tree. Under the License Agreement, the Company will have a non-exclusive, royalty-free license to use the name “Willow Tree” and the Willow Tree logo. Under the License Agreement, the Company has the right to use the “Willow Tree” name for so long as the Adviser or one of its affiliates remains the Company's investment adviser. Other than with respect to this limited license, the Company has no legal right to the “Willow Tree” name. The License Agreement will remain in effect for so long as the Investment Management Agreement with the Adviser is in effect.

4. Investments

The composition of the Company’s investment portfolio at cost and fair value as of September 30, 2025 and December 31, 2024 was as follows (amounts in thousands):


	September 30, 2025						December 31, 2024
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Amortized Cost		Fair Value		% of Total Investments at Fair Value
Private Debt	$	787,228	$	794,657	100	%	$	488,544	$	490,462	100	%
Total investments	$	787,228	$	794,657	100	%	$	488,544	$	490,462	100	%

5. Fair Value of Investments

The following table presents the fair value hierarchy of investments as of September 30, 2025 and December 31, 2024, categorized by the ASC Topic 820 valuation hierarchy, as previously described (amounts in thousands):


	September 30, 2025
Assets	Level 1		Level 2		Level 3		Total
Private Debt	$	—	$	—	$	794,657	$	794,657
Total investments	$	—	$	—	$	794,657	$	794,657


	December 31, 2024
Assets	Level 1		Level 2		Level 3		Total
Private Debt	$	—	$	—	$	490,462	$	490,462
Total investments	$	—	$	—	$	490,462	$	490,462

The following table presents the change in the fair value of financial instruments for which Level 3 inputs were used to determine the fair value for the three and nine months ended September 30, 2025 (amounts in thousands):


Three months ended September 30, 2025	Private Debt
Fair value, beginning of period	$	677,156

Purchases of investments (including PIK, if any)	189,980
Proceeds from principal repayments and sales of investments	(75,748)
Accretion of discount/amortization of premium	609

Net change in unrealized appreciation (depreciation)	2,660


Fair value, end of period	$	794,657
Net change in unrealized appreciation (depreciation) on non-controlled/ non-affiliated company investments still held at September 30, 2025	$	2,704

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Nine months ended September 30, 2025	Private Debt
Fair value, beginning of period	$	490,462

Purchases of investments (including PIK, if any)	434,806
Proceeds from principal repayments and sales of investments	(137,621)
Accretion of discount/amortization of premium	1,500

Net change in unrealized appreciation (depreciation)	5,510


Fair value, end of period	$	794,657
Net change in unrealized appreciation (depreciation) on non-controlled/ non-affiliated company investments still held at September 30, 2025	$	5,918

For the three and nine months ended September 30, 2025, there were no transfers into or out of Level 3. For the three and nine months ended September 30, 2024, there were no investment activity.

Significant Unobservable Inputs

In accordance with ASC Topic 820, the following table provides quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of September 30, 2025 and December 31, 2024. The table is not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value (amounts in thousands).

Type of Investment

Fair Value as of September 30, 2025

Valuation Technique

Significant Unobservable Inputs

Range of Significant Unobservable Inputs

Weighted Average Unobservable Input

Private Debt

721,948

Yield Analysis

Yield %

7.19% - 17.62%

9.25%

72,709

Recent Transaction

Total

794,657

Type of Investment

Fair Value as of December 31, 2024

Valuation Technique

Significant Unobservable Inputs

Range of Significant Unobservable Inputs

Weighted Average Unobservable Input

Private Debt

350,490

Yield Analysis

Yield %

7.71% - 16.30%

9.75%

82,331

Market Approach

Enterprise Value/EBITDA

5.75x - 22.50x

14.25x

57,641

Recent Transaction

Total

490,462

6. Borrowings

In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of September 30, 2025 and December 31, 2024, the Company’s asset coverage was 172.08% and 192.57%, respectively.

The following table presents the Company’s outstanding borrowings as of September 30, 2025 (amounts in thousands):


	Aggregated Principal Committed		Outstanding Principal		Unused Portion (1)		Carrying Value (2)		Maturity Date
Credit Facility	$	500,000	$	401,500	$	98,500	$	401,500	11/8/2029
Subscription Line	90,000		71,650		18,350		71,650		11/7/2025
Total	$	590,000	$	473,150	$	116,850	$	473,150

(1)The unused portion is the amount upon which commitment fees are based, if any.

(2)The carrying value is gross of any deferred financing costs.

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The following table presents the Company's outstanding borrowings as of December 31, 2024 (amounts in thousands):


	Aggregated Principal Committed		Outstanding Principal		Unused Portion (1)		Carrying Value (2)		Maturity Date
Credit Facility	$	300,000	$	214,766	$	85,234	$	214,766	11/8/2029
Subscription Line	90,000		27,980		62,020		27,980		11/7/2025
Participation Agreements	11,641		11,641		—		11,641		2/6/2025
Total	$	401,641	$	254,387	$	147,254	$	254,387

(1)The unused portion is the amount upon which commitment fees are based, if any.

(2)The carrying value is gross of any deferred financing costs.

For the three months ended September 30, 2025, the Company had total average borrowings of $$431.7 million at a weighted average interest rate of 6.71%. For the nine months ended September 30, 2025, the Company had total average borrowings of $384.0 million at a weighted average interest rate of 6.71%. For the period ended December 31, 2024, the Company had total average borrowings of $258.4 million at a weighted average interest rate of 8.71%.

Credit Facility

Prior to the consummation of the transactions under the Merger Agreements, the Borrower was a wholly-owned subsidiary of the Onshore Fund and, prior to the effectiveness of the A&R Credit Facility, the Borrower was the borrower under a $100.0 million revolving credit facility with Ally Bank (“Prior Onshore Credit Facility”). On November 8, 2024, WT Capital Fund (Offshore) – SPV1, LLC (the “Prior Offshore Borrower”), a Delaware limited liability company and wholly-owned subsidiary of the Company, merged with the Borrower with the Borrower being the surviving limited liability company. Prior to the consummation of the transactions under the Merger Agreements, the Offshore Borrower was a wholly-owned subsidiary of the Offshore Fund and, prior to the effectiveness of the A&R Credit Facility, the Offshore Borrower was the borrower under a $100.0 million revolving credit facility with Ally Bank (“Prior Offshore Credit Facility”). On November 8, 2024, the A&R Credit Facility combined, amended and restated the Prior Onshore Credit Facility and the Prior Offshore Credit Facility. On February 21, 2025, the Borrower entered into a First Amendment to the A&R Credit Facility, which increased the total commitments thereunder from $300.0 million to $500.0 million.

The A&R Credit Facility is secured by all of the assets held by the Borrower. Under the A&R Credit Facility, the Borrower has made certain customary representations and warranties, and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Company acts as the collateral manager and as the transferor under the A&R Credit Facility and the related transaction documents, and, in connection therewith, the Company has made certain customary representations and warranties, and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The A&R Credit Facility includes usual and customary events of default for credit facilities of this nature.

Borrowings under the A&R Credit Facility are considered the Company’s borrowings for purposes of complying with the asset coverage requirements under the Investment Company Act of 1940, as amended.

The A&R Credit Facility matures on November 8, 2029 and bears interest based on either Term SOFR or Daily Simple SOFR plus 2.25% per annum, at the Company's option. The A&R Credit Facility also charges a non-usage fee, which for the first three months is calculated daily based on the product of 0.50% and the unused facility amount. Thereafter, the non-usage fee is the sum of the following:

i.for each day during the accrual period that the advances outstanding on such day are less than or equal to the product of 25.00% multiplied by the facility amount on such day, the sum of the products for each such day during such accrual period of (A) one divided by 360, (B) 1.00% and (C) the unused facility amount as of each such day; plus

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ii.for each day during the accrual period that the advances outstanding on such day are greater than the product of 25.00% multiplied by the facility amount on such day, but less than the product of 50.00% multiplied by the facility amount on such day, the sum of the products for each such day during such accrual period of (A) one divided by 360, (B) 0.75% and (C) the unused facility amount as of each such day; plus

iii.for each day during the accrual period that the advances outstanding on such day are greater than the product of 50.00% multiplied by the facility amount on such day, the sum of the products for each such day during such accrual period of (A) one divided by 360, (B) 0.50% and (C) the unused facility amount as of each such day.

As of September 30, 2025 and December 31, 2024, the Company had an aggregate amount of $401.5 million and $214.8 million of debt outstanding, respectively.

For the three and nine months ended September 30, 2025, the components of interest expense related to the Ally Bank A&R Credit Facility were as follows (amounts in thousands):


	For the three months ended September 30, 2025			For the nine months ended September 30, 2025
Borrowing interest expense	$	6,278		$	16,149
Unused facility fee	163			532
Amortization of deferred financing costs	373			1,041
Total interest and debt financing expense	$	6,814		$	17,722
Average borrowings	373,293			322,468
Weighted average interest rate	6.67		%	6.70		%

As of September 30, 2025, and December 31, 2024, both the Company and the Borrower were in compliance with all covenants and other requirements applicable to it under the A&R Credit Facility.

Subscription Line

On November 8, 2024 the Company entered into a $90.0 million revolving credit facility with City National Bank, as administrative agent (the "Subscription Facility"). The Subscription Facility is a replacement of each of the Prior Onshore Subscription Facility (as defined below) and the Prior Offshore Subscription Facility (as defined below).

Prior to the consummation of the transactions under the Merger Agreements, and prior to the effectiveness of the Subscription Facility, (a) the Onshore Fund was the borrower under a revolving credit facility with City National Bank as administrative agent (the "Prior Onshore Subscription Facility") and (b) the Offshore Fund was a borrower under a revolving credit facility with City National Bank as administrative agent (the "Prior Offshore Subscription Facility" and, collectively with the Prior Onshore Subscription Facility, the "Prior Subscription Facilities"). In connection with the Mergers and the consummation of the transactions under the Merger Agreements, each of the Prior Subscription Facilities were terminated.

The Subscription Facility is secured by (a) the Company's rights to make capital calls of the capital commitments of each of its investors and all other rights, title, interests, powers and privileges related to, appurtenant to or arising out of the Company's rights to require or demand that such investors make capital contributions to the Company, (b) the Company's rights, titles, interest and privileges in and to the capital commitments, uncalled capital commitments, pending capital calls and capital contributions made by its investors, (c) all of the Company's rights, titles, interests, remedies and privileges under the applicable organizational documents, subscription agreements and side letters (including those in accordance with each of the Onshore Fund's and the Offshore Fund's operating agreements) to make, issue notices with respect to, and enforce capital calls and to receive and enforce the funding of capital contributions; (d) the Company's rights, titles, interests, remedies and privileges under its organizational documents and subscription agreements to issue and enforce capital calls, to receive and enforce capital contributions and relating to issuing, enforcing or receiving capital calls, capital commitments or capital contributions, (e) the Company's deposit accounts at City National Bank (or any substitute account, wherever located) into which capital call proceeds are paid, together with the Company's rights, titles and interests in and to each such account, all sums or other property now or at any time on deposit therein, credited thereto or payable thereof, and all instruments, documents, certificates and other writings evidencing each such account, and (f) all proceeds of the foregoing.

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The Subscription Facility includes customary representations and warranties, and is required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities and includes usual and customary events of default for credit facilities of this nature.

The Subscription Facility matures on November 7, 2025 and bears interest based on either Term SOFR or Daily Simple SOFR plus 2.50% per annum or Prime Rate plus 1.50% per annum, at the Company's option. Subsequent to the fiscal quarter ended September 30, 2025, on November 7, 2025, the Company entered into a First Amendment to the Subscription Facility, which among other things, extends the maturity date to November 6, 2026. See Note 14 to our Consolidated Financial Statements for more information. The Subscription Facility also charges an unused commitment fee of 0.35% per annum on the unused available commitment during the applicable calendar quarter. As of September 30, 2025 and December 31, 2024, the Company had an aggregate amount of $71.7 million and $28.0 million of debt outstanding, respectively.

For the three and nine months ended September 30, 2025, the components of interest expense related to the City National Bank Subscription Facility were as follows (amounts in thousands):


	For the three months ended September 30, 2025			For the nine months ended September 30, 2025
Borrowing interest expense	$	1,026		$	3,126
Unused facility fee	28			80
Amortization of deferred financing costs	205			604
Total interest and debt financing expense	$	1,259		$	3,810
Average borrowings	58,437			61,559
Weighted average interest rate	6.96		%	6.79		%

Participation Agreements

Macquarie Bank Limited

In order to finance certain investment transactions, the Company may, from time to time, enter into secured borrowing agreements with Macquarie Bank Limited (“Macquarie”), whereby the Company sells to Macquarie an investment that it holds and concurrently enters into an agreement to repurchase the same investment at an agreed-upon price at a future date, not to exceed 90 days from the date it was sold (the “Macquarie Transaction”).

As of September 30, 2025, the Company did not have any outstanding secured borrowings, as the contractual maturity of such secured borrowing agreement terminated on February 6, 2025.

The components of interest expense related to such secured borrowings with Macquarie for three and nine months ended September 30, 2025 were as follows (amounts in thousands):


	For the three months ended September 30, 2025			For the nine months ended September 30, 2025
Borrowing interest expense	$	—		$	98
Unused facility fee	—			—
Amortization of deferred financing costs	—			—
Total interest and debt financing expense	$	—		$	98
Average borrowings	—			—
Weighted average interest rate	—		%	—		%

For the three and nine months ended September 30, 2024, there was no interest expenses related to borrowings under Macquarie.

7. Commitments and Contingencies

In the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the

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Company. Currently, no such claims exist or are expected to arise, and accordingly, the Company has not accrued any liability in connection with such indemnifications.

Other Commitments and Contingencies

Unfunded commitments

The Company’s investment portfolio may contain revolving line of credit or delayed draw commitments, which require the Company to fund when requested by the portfolio companies. The Company believes that it maintains sufficient financial resources to satisfy any unfunded commitments, including cash on hand and available borrowings to fund such unfunded commitments. As of September 30, 2025 and December 31, 2024, the Company had unfunded investment commitments in the aggregate par amount of $248.9 million and $135.1 million, respectively. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied.

As of September 30, 2025, the Company had the following unfunded commitments by investment type (amounts in thousands):

Investments - non-controlled/non-affiliated

Commitment Type

Unfunded Commitment

ACP Avenu Buyer, LLC

Delayed Draw Term Loan

5,889

ACP Avenu Buyer, LLC

Revolver

2,061

AG Bells, LLC

Revolver

1,696

Ambient Enterprises Holdco, LLC

Delayed Draw Term Loan

3,669

Ambient Enterprises Holdco, LLC

Revolver

685

Amerspirit FL, LLC

Delayed Draw Term Loan

1,069

Ampler QSR Holdings, LLC

Revolver

2,451

Amylu Borrower Sub, LLC

Delayed Draw Term Loan

1,998

Amylu Borrower Sub, LLC

Revolver

2,329

Apex Service Partners, LLC

Delayed Draw Term Loan

Apex Service Partners, LLC

Revolver

2,555

Beacon Oral Specialists

Delayed Draw Term Loan

2,243

Beacon Oral Specialists

Delayed Draw Term Loan

1,171

Bristol Hospice, LLC

Revolver

3,779

Cvausa Management, LLC

Delayed Draw Term Loan

22,391

Cvausa Management, LLC

Revolver

1,111

Del-Air Heating, Air Conditioning & Refrigeration, LLC

Delayed Draw Term Loan

4,090

Del-Air Heating, Air Conditioning & Refrigeration, LLC

Revolver

4,260

Dentive Capital, LLC

Delayed Draw Term Loan

973

Dentive Capital, LLC

Revolver

Dermcare Management, LLC

Delayed Draw Term Loan

18,476

Dukes Root Control Inc.

Revolver

828

Durare Bidco LLC

Delayed Draw Term Loan

Durare Bidco LLC

Revolver

Superjet Buyer, LLC

Delayed Draw Term Loan

4,134

Elessent Clean Technologies Inc.

Revolver

1,711

Flexera Software LLC

Revolver

GC Waves Holdings, Inc.

Delayed Draw Term Loan

2,477

High Street Buyer, Inc.

Delayed Draw Term Loan

25,746

HLSG Intermediate, LLC

Delayed Draw Term Loan

2,341

HLSG Intermediate, LLC

Revolver

837

IFH Franchisee Holdings, LLC

Delayed Draw Term Loan

3,136

KAMC Holdings, Inc.

Revolver

Systems Planning And Analysis, Inc.

Delayed Draw Term Loan

1,595

Systems Planning And Analysis, Inc.

Revolver

2,839

Neptune Platform Buyer, LLC

Delayed Draw Term Loan

1,403

Neptune Platform Buyer, LLC

Delayed Draw Term Loan

641

Neptune Platform Buyer, LLC

Delayed Draw Term Loan

2,350

NWP Acquisition Holdings, LLC

Delayed Draw Term Loan

9,000

NWP Acquisition Holdings, LLC

Revolver

5,000

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Investments - non-controlled/non-affiliated

Commitment Type

Unfunded Commitment

Offen, Inc.

Revolver

3,178

Orthofeet, Inc

Revolver

1,524

Pathstone Family Office, LLC

Delayed Draw Term Loan

5,340

Pathstone Family Office, LLC

Revolver

1,048

Regent Surgical Health, LLC

Delayed Draw Term Loan

17,252

Regent Surgical Health, LLC

Revolver

7,824

RKD Group, LLC

Delayed Draw Term Loan

3,233

RKD Group, LLC

Revolver

1,038

Royal Holdco Corporation

Delayed Draw Term Loan

4,740

Royal Holdco Corporation

Revolver

807

RPX Corporation

Revolver

2,601

Salt Dental Collective, LLC

Revolver

Sandlot Baseball BorrowerCo, LLC

Delayed Draw Term Loan

12,017

Sandlot Baseball BorrowerCo, LLC

Revolver

2,253

Secretariat Advisors, LLC

Delayed Draw Term Loan

1,081

American Combustion Industries, LLC

Delayed Draw Term Loan

3,376

American Combustion Industries, LLC

Revolver

236

Stonebridge Companies, LLC

Delayed Draw Term Loan

1,327

Stonebridge Companies, LLC

Revolver

885

SV-AERO Holdings, LLC

Delayed Draw Term Loan

1,261

Together Womens Health, LLC

Delayed Draw Term Loan

10,905

Together Womens Health, LLC

Revolver

2,305

UEW Acquisition, LLC

Revolver

1,726

VRC Companies, LLC

Revolver

100

WRM Wastewater Merger Sub, Inc.

Delayed Draw Term Loan

4,652

World Insurance Associates, LLC

Revolver

100

World Insurance Associates, LLC

Revolver

1,027

Wealth Enhancement Group, LLC

Delayed Draw Term Loan

9,790

248,860

As of December 31, 2024, the Company had the following unfunded commitments by investment types (amounts in thousands):


Investments - non-controlled/non-affiliated	Commitment Type	Unfunded
Accession Risk Management Group, Inc.	Delayed Draw Term Loan	$	10,869
Accession Risk Management Group, Inc.	Revolver	1,858
Ambient Enterprises Holdco LLC	Delayed Draw Term Loan	1,630
Ambient Enterprises Holdco LLC	Revolver	685
American Combustion Industries, LLC	Delayed Draw Term Loan	189
American Combustion Industries, LLC	Delayed Draw Term Loan	3,772
American Combustion Industries, LLC	Revolver	1,179
Apex Service Partners, LLC	Delayed Draw Term Loan	7,388
Apex Service Partners, LLC	Revolver	818
Beacon Oral Specialists	Delayed Draw Term Loan	3,748
Bluehalo Global Holdings, LLC	Revolver	12
Dentive Capital, LLC	Delayed Draw Term Loan	973
Dentive Capital, LLC	Revolver	50
Dermcare Management, LLC	Delayed Draw Term Loan	3,768
Dukes Root Control Inc.	Revolver	62
Elessent Clean Technologies Inc.	Revolver	1,711
GC Waves Holdings, Inc.	Delayed Draw Term Loan	10,135
GraphPAD Software, LLC	Delayed Draw Term Loan	3,113
GraphPAD Software, LLC	Revolver	1,297
HLSG Intermediate, LLC	Revolver	27
IFH Franchisee Holdings, LLC	Delayed Draw Term Loan	3,136
Neptune Platform Buyer LLC	Delayed Draw Term Loan	2,350
NWP Acquisition Holdings, LLC	Delayed Draw Term Loan	15,000

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Investments - non-controlled/non-affiliated	Commitment Type	Unfunded
NWP Acquisition Holdings, LLC	Revolver	5,000
Orthofeet, Inc	Revolver	1,524
Pathstone Family Office LLC	Delayed Draw Term Loan	5,340
Pathstone Family Office LLC	Revolver	1,048
Peter C. Foy & Associates Insurance Services, LLC	Revolver	100
RKD Group, LLC	Delayed Draw Term Loan	519
Rogers Mechanical Contractors, LLC	Delayed Draw Term Loan	738
Rogers Mechanical Contractors, LLC	Revolver	140
RPX Corporation	Revolver	2,601
Superjet Buyer, LLC	Delayed Draw Term Loan	4,454
SV-AERO Holdings, LLC	Delayed Draw Term Loan	1,261
Systems Planning And Analysis, Inc.	Delayed Draw Term Loan	16,745
Systems Planning And Analysis, Inc.	Revolver	3,128
VRC Companies, LLC	Delayed Draw Term Loan	18,577
VRC Companies, LLC	Revolver	100
World Insurance Associates, LLC	Revolver	100
		$	135,145

Off balance sheet risk

Off-balance sheet risk refers to an unrecorded potential liability that may result in a future obligation or loss, even though it does not appear on the Consolidated Statement of Assets and Liabilities. The Company may enter into derivative instruments that contain elements of off-balance sheet market and credit risk. As of September 30, 2025, there were no commitments outstanding for derivative contracts.

Legal proceedings

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of September 30, 2025, management is not aware of any material pending legal proceedings.

8. Net Assets

The Company has the authority to issue 200,000,000 shares of common stock, par value $0.01 per share. The Company issues shares of common stock in the Private Offering on an ongoing basis at an offering price generally equal to the net asset value per share. As of September 30, 2025, the Company has 20,675,244 issued and outstanding shares.

The Company issued and sold the following shares of common stock during the nine months ended September 30, 2025 (amounts in thousands, except share data):


Date	Number of Shares Issued	Gross Proceeds		Net Proceeds		Average Price/Share
3/28/2025	3,090,235	$	50,000	$	50,000	$	16.18
7/2/2025	2,148,557	35,000		35,000		$	16.29
	5,238,792	$	85,000	$	85,000

During the nine months ended September 30, 2024, the Company issued and sold 68 shares of common stock, par value $0.01, for an aggregate purchase price of $1,020. These shares were issued and sold in reliance upon the available exemptions from registration requirements of Section 4(a)(2) of the Securities Act.

9. Distributions and Dividend Reinvestment

The following table reflects the distributions declared on the Company’s common stock for the nine months ended September 30, 2025 (amounts in thousands, except per share data):

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Date Declared	Record Date	Payment Date	Amount per Share		Total Amount
6/10/2025	6/10/2025	6/17/2025	$	0.30	$	5,409
8/20/2025	8/20/2025	8/26/2025	0.36		7,345
			$	0.66	$	12,754

During the nine months ended September 30, 2024, no distributions were declared.

With respect to distributions, the Company has adopted an “opt out” dividend reinvestment plan (“DRIP”) for its shareholders. As a result, in the event of a declared cash distribution or other distribution, each shareholder that has not “opted out” of the dividend reinvestment plan will have their dividends or distributions automatically reinvested in additional shares of Common Stock rather than receiving cash distributions. Shareholders who receive distributions in the form of shares of Common Stock will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.

Pursuant to the dividend reinvestment plan, the following table summarizes the amounts and shares issued to shareholders who have not opted out of the Company’s DRIP during the nine months ended September 30, 2025 (amounts in thousands, except share amounts).


Payment Date	DRIP Value		DRIP Shares Issued
6/17/2025	$	3,622	222,903
8/26/2025	$	4,480	273,505

10. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2025 (amounts in thousands, except per share data):


	For the three months ended September 30, 2025		For the nine months ended September 30, 2025
Net increase (decrease) in net assets resulting from operations	$	9,994	$	25,214
Weighted average shares outstanding (basic and diluted)	20,485		17,896
Net increase (decrease) in net assets resulting from operations per share (basic and diluted)	$	0.49	$	1.41

11. Tax Information

For the three and nine months ended September 30, 2025 and 2024, the Company did not accrue or pay any excise tax.

In accordance with ASC 740, the Company evaluates tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold, or uncertain tax positions, would be recorded as a tax expense in the current year. It is the Company’s policy to recognize accrued interest and penalties, if any, related to unrecognized tax benefits as a component of provision for income taxes. Based on an analysis of the Company’s tax position, there are no uncertain tax positions that met the recognition or measurement criteria. The Company is currently not undergoing any tax examinations.

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12. Financial Highlights

The following are financial highlights for common shares outstanding during the nine months ended September 30, 2025. Financial highlights have not been presented for the nine months ended September 30, 2024 as the Company had not commenced operations. The below financial highlights are presented in thousands, except share and per share amounts:


	For the nine months ended September 30, 2025
Per share data: (1)
Net asset value, beginning of period	$	15.76
Net investment income (loss)	1.10
Net change in unrealized appreciation (depreciation)	0.30
Net increase (decrease) in net assets from operations	1.40
Distributions declared (2)	(0.66)
Total increase (decrease) in net assets	0.74
Net asset value, end of period	$	16.50
Shares Outstanding, end of period	20,675,244
Total Return (3)	8.88		%
Ratios
Ratio of net expenses to average net assets (4)	14.75		%
Ratio of net investment income (loss) to average net assets (4)	9.11		%
Portfolio turnover rate (5)	21.18		%
Supplemental Data
Net Assets, end of period	$	341,052
Weighted average shares outstanding	17,895,599
Total capital commitments, end of period	$	470,350
Asset coverage ratio	172.08		%
Ratio of total contributed capital to total committed capital, end of period	69.61		%

(1)Per share amounts are calculated based on the weighted average shares outstanding for the nine months ended September 30, 2025.

(2)The per share data for distributions was derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 9. Distributions and Dividend Reinvestment).

(3)Total return is calculated as the change in NAV per share during the period, plus distributions per share, if any, divided by the NAV per share at the beginning of the period.

(4)Amounts are annualized. For the nine months ended September 30, 2025, the ratio of total operating expenses, excluding interest and borrowing expenses, to average net assets was 4.75%.

(5)Portfolio turnover rate is calculated using the lesser of total sales or total purchases over the average of the investments at fair value for the period reported.

13. Segment Reporting

The Company operates through a single operating and reporting segment with an investment objective to generate attractive risk-adjusted total returns consisting current income and of capital appreciation. The CODM, which comprises the Company’s chief executive officer and chief financial officer, assesses the performance and makes operating decisions of the Company on a consolidated basis primarily based on the Company’s net increase (decrease) in net assets resulting from operations (“net income”). In addition to numerous other factors and metrics, the CODM utilizes consolidated net income as a key metric in determining the amount of distributions to be paid to the Company’s shareholders. As the Company’s operations comprise a single reporting segment, the segment assets are reflected on the Consolidated Statement of Assets and Liabilities as “total assets” and the significant segment expenses are listed on the accompanying Consolidated Statement of Operations.

14. Subsequent Events

On November 3, 2025, the Company’s Board of Directors declared a distribution of $0.39 per share, payable on or around November 19, 2025 to shareholders of record at the close of business on November 3, 2025.

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On November 7, 2025, the Company entered into a First Amendment to the Subscription Facility (the “First Amendment”) which, among other things, (i) extends the maturity date from November 7, 2025 to November 6, 2026 and (ii) amends the definition of “Borrowing Base” from 60% of certain Unfunded Capital Commitments to 70% of such Unfunded Capital Commitments.

The Company's management evaluated subsequent events through the date of the issuance of the consolidated financial statements included herein, and determined that no subsequent events occurred requiring accrual or disclosure, except as disclosed above and elsewhere in these notes to the consolidated financial statements.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information in this section contains forward-looking statements that involve risks and uncertainties. See “Item 1A. Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” for a discussion of the uncertainties, risks and assumptions associated with these statements. You should read the following discussion in conjunction with the financial statements and related notes and other financial information appearing elsewhere in this Quarterly Report on Form 10-Q.

Overview of Our Business

Willow Tree Capital Corporation (the "Company," "we," "us" or "our") was formed on June 29, 2022 as a Maryland corporation. The Company invests primarily in floating rate middle market senior secured loans. The Company is an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, beginning with its tax year ended December 31, 2024, the Company has elected to be treated for U.S. federal income tax purposes and intends to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is externally managed by Willow Tree Capital Corp Advisors LLC (the “Adviser”). The Adviser is an investment adviser that is registered with the SEC under the Advisers Act. As an externally managed BDC, we do not have any employees, and our investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay the Adviser for investment and management services pursuant to the terms of the Investment Management Agreement. Willow Tree Credit Partners LP (the “Administrator”) serves as our administrator. The Administrator provides the administrative services necessary for us to operate pursuant to the Administration Agreement. The Administrator has entered into a sub-administration agreement with State Street Bank and Trust Company (“State Street”) pursuant to which State Street will receive compensation for its services.

Our investment objective is to generate current income and, to a lesser extent, capital appreciation. We invest primarily in primarily in floating rate middle market senior secured loans. We define “middle market” as companies with annual earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA” ranging from approximately $5 million to $75 million. These loans are typically secured with a priority lien on assets. Our investment objectives are to maximize the total return to our shareholders in the form of current income and capital appreciation. To achieve our investment objective, we will leverage the Adviser's investment team’s extensive network of relationships with other sophisticated institutions to source, evaluate and, as appropriate, partner with on transactions. We generate returns primarily from interest income and fees from senior secured loans, with some capital appreciation through nominal junior capital co-investments.

Formation Transaction

Prior to the Company making the BDC Election, on November 8, 2024, the Company entered into an agreement and plan of merger (the “Onshore Merger Agreement”) with Willow Tree Capital Fund, LLC, a Delaware limited liability company managed by the Adviser (the “Onshore Fund”), under which the Onshore Fund would merge with and into the Company, with the Company surviving the merger (the “Onshore Merger”). Prior to the completion of the Onshore Merger, the Adviser served as investment adviser to the Onshore Fund. Under the Onshore Merger Agreement, the members of the Onshore Fund would receive approximately 0.99 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) for each unit of membership interest held by such members. The Onshore Merger closed on November 8, 2024, prior to the BDC Election. As a result of the Onshore Merger, the Company issued 6,939,661 shares of Common Stock, and acquired a portfolio of assets consisting of 96 loans to 32 borrowers (including term loans, delayed draw term loans, and revolvers), cash and other assets (collectively, the “Onshore Assets”), which assets had an aggregate net asset value of $108.9 million.

Contemporaneously with entering the Onshore Merger Agreement, and prior to the Company making the BDC Election, on November 8, 2024, the Company entered into an agreement and plan of merger (the “Offshore Merger Agreement” and, together with the Onshore Merger Agreement, the “Merger Agreements”) with Willow Tree Capital Offshore Fund, LLC, a Cayman Islands limited liability company managed by the Adviser (the “Offshore Fund”), under which the Offshore Fund would merge with and into the Company, with the Company surviving the merger (the “Offshore Merger” and, together with the Onshore Merger, the “Mergers”). Prior to the completion of the Offshore Merger, the Adviser served as investment adviser to the Offshore Fund. Under the Offshore Merger Agreement, the members of the Offshore Fund would receive one (1) share of Common Stock for each unit of membership interest held by such members. The Offshore Merger closed on November 8, 2024, prior to the BDC Election. As a result of the Offshore Merger, the Company issued

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4,803,384 shares of Common Stock, and acquired a portfolio of assets consisting of 51 loans to 26 borrowers (including term loans, delayed draw term loans, and revolvers), cash and other assets (collectively, the “Offshore Assets”), which assets had an aggregate net asset value of $75.4 million.

Following the completion of the Mergers, the Company’s total assets were approximately $389.0 million consisting of 99 loans to 33 borrowers (including term loans, delayed draw term loans, and revolvers), cash and other assets.

Portfolio Composition

The total value of our investment portfolio was $794.7 million and $490.5 million as of September 30, 2025 and December 31, 2024, respectively. As of September 30, 2025, we had investments in 53 portfolio companies with an aggregate cost of $787.2 million. As of December 31, 2024, we had investments in 39 portfolio companies with an aggregate cost of $488.5 million.

As of September 30, 2025, our investment portfolio consisted of the following investments (amounts in thousands):


	Amortized Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
Total Private Debt - United States	$	787,228	100	%	$	794,657	100	%
	$	787,228	100	%	$	794,657	100	%

As of December 31, 2024, our investment portfolio consisted of the following investments (amounts in thousands):


	Amortized Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
Total Private Debt - United States	$	488,544	100	%	$	490,462	100	%
	$	488,544	100	%	$	490,462	100	%

The weighted average stated interest rate and weighted average maturity, both on aggregate principal amount outstanding, of all our debt outstanding as of September 30, 2025 and December 31, 2024, were 9.7% and 4.2 years and 10.2% and 4.2 years, respectively.

Investment Activity

During the three months ended September 30, 2025, we made 19 new investments totaling $295.7 million of commitments, excluding short-term investments. During the three months ended September 30, 2025, we had 1 partial investment realization of $6.5 million commitments.

During the nine months ended September 30, 2025, we made 41 new investments totaling $545.6 million of commitments, excluding short-term investments. During the nine months ended September 30, 2025, we had 1 partial investment realization of $6.5 million commitments.

As of September 30, 2024, we had not commenced operations and had no investment activity.

The industry composition of investments based on fair value as of September 30, 2025 and December 31, 2024 were as follows:


	September 30, 2025		December 31, 2024
Health Care Providers & Services	24.51	%	17.76	%
Commercial Services & Suppliers	14.90	%	17.86	%
Diversified Consumer Services	9.77	%	10.76	%
Financial Services	9.16	%	13.27	%
Insurance	8.20	%	11.91	%
Aerospace & Defense	6.80	%	10.13	%

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	September 30, 2025		December 31, 2024
Software	5.82	%	5.27	%
Energy Equipment & Services	5.20	%	—	%
Professional Services	4.92	%	3.37	%
Specialty Retail	3.53	%	3.12	%
Hotels, Restaurants & Leisure	1.55	%	0.22	%
Health Care Equipment & Supplies	1.54	%	0.70	%
Construction & Engineering	1.54	%	2.61	%
Multi-Utilities	1.39	%	1.20	%
Entertainment	1.07	%	—	%
Specialty Distribution	0.10	%	—	%
Chemicals	—	%	1.82	%
Total	100	%	100	%

As of March 31, 2025, the Company standardized its industry classifications using Global Industry Classification Standard (“GICS”) codes, replacing the previously varied classifications across the GICS structure.

See Note 4 to our Consolidated Financial Statements for further discussion on the Company's portfolio and selected balance sheet information as of September 30, 2025 and December 31, 2024, respectively.

The geographic composition of investments at cost and fair value as of September 30, 2025 were as follows (amounts in thousands):


	September 30, 2025
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States	$	787,228	$	794,657	100	%	233.00	%
Total investments	$	787,228	$	794,657	100	%	233.00	%

The geographic composition of investments at cost and fair value as of December 31, 2024 were as follows (amounts in thousands):


	December 31, 2024
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States	$	488,544	$	490,462	100	%	208.27	%
Total investments	$	488,544	$	490,462	100	%	208.27	%

Our Adviser monitors on an ongoing basis, the financial trends of each portfolio company to determine if it is meeting its respective business plan and to assess the appropriate course of action for each company. Our Adviser has several methods of evaluating and monitoring the performance and fair value of our investments, which may include the following: (i) assessment of success in adhering to the portfolio company’s business plan and compliance with covenants; (ii) periodic or regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor to discuss financial position, requirements and accomplishments; (iii) comparisons to our other portfolio companies in the industry, if any; (iv) attendance at and participation in board meetings or presentations by portfolio companies; and (v) review of monthly and quarterly financial statements and financial projections of portfolio companies.

As part of the monitoring process, our Adviser also employs an investment rating system to categorize our investments. In addition to various risk management and monitoring tools, our Adviser grades the credit risk of all investments on a scale of 1 to 4 no less frequently than quarterly. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (i.e., at the time of origination or

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acquisition), although it may also take into account in certain circumstances the performance of the portfolio company’s business, the collateral coverage of the investment and other relevant factors. The grading system for our investments is as follows:

•Investment Rating 1 is strong financial condition, trending positive;

•Investment Rating 2 is stable and performing;

•Investment Rating 3 is trending downward, but no expected principal loss; and

•Investment Rating 4 is non-accrual, possible principal impairment.

Our Adviser grades the investments in our portfolio at least each quarter and it is possible that the grade of a portfolio investment may be reduced or increased over time. All investments that carry a risk rating of 4 will be reviewed at least once per month with the Adviser's Chief Credit Officer, who will be responsible for overseeing our restructuring processes. Activities relating to such investments will range from a heightened level of interfacing with management and all other capital constituents to hiring financial and legal advisers in furtherance of a balance sheet restructuring. When deemed necessary, the Adviser professionals may participate as members or leaders of ad hoc creditors’ committees and/or be called upon to testify in bankruptcy court on behalf of a certain class of creditors. The following table shows the composition of our portfolio (excluding investments in money market funds, if any) on the 1 to 4 grading scale as of September 30, 2025 and December 31, 2024, respectively (amounts in thousands).


	September 30, 2025				December 31, 2024
Investment Performance Rating	Fair Value		Percentage of Total		Fair Value		Percentage of Total
Grade 1	$	—	0.0	%	$	—	0.0	%
Grade 2	792,055		99.7	%	487,925		99.5	%
Grade 3	2,602		0.3	%	2,537		0.5	%
Grade 4	—		0.0	%	—		0.0	%
Total Investments	$	794,657	100.0	%	$	490,462	100.0	%

Non-Accrual Assets

Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. As of September 30, 2025 and December 31, 2024, there were no non-accrual assets.

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Results of Operations

For the three and nine months ended September 30, 2025

As of September 30, 2024, we had not commenced operations and therefore, no results of operations are reported for the period.

The following table represents the operating results for the three and nine months ended September 30, 2025 (amounts in thousands):


	For the three months ended September 30, 2025		For the nine months ended September 30, 2025
Total investment income	$	19,643	$	51,612
Net operating expenses	12,308		31,907
Net investment income before excise tax	7,335		19,705
Excise tax expense	—		—
Net investment income after excise tax	7,335		19,705
Net realized and unrealized gain (loss)	2,659		5,509
Net increase in net assets resulting from operations	$	9,994	$	25,214

Net increases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful (amounts in thousands).

Investment Income (amounts in thousands)


	For the three months ended September 30, 2025		For the nine months ended September 30, 2025
Interest income	$	18,407	$	48,497
PIK interest income	1,162		2,681
Other income	74		434
Total investment income	$	19,643	$	51,612

Investment income for the three and nine months ended September 30, 2025 was driven by our deployment of capital and an increasing invested balance.

Operating Expenses (amounts in thousands)


	For the three months ended September 30, 2025		For the nine months ended September 30, 2025
Interest and borrowing expenses	$	8,073	$	21,630
Investment income incentive fees	1,180		2,948
Capital gains incentive fees	928		928
Management fees	942		2,581
Professional fees	396		1,526
Other general and administrative expenses	594		1,846
Administration fees	195		448
Total expenses	$	12,308	$	31,907

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Professional Fees

Professional fees include legal, audit, tax, valuation, technology and other professional fees incurred related to the management of us. For the three and nine months ended September 30, 2025, the Company incurred $0.4 and $1.5 million in professional fees, respectively.

Administration Fees

Administration fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the administration agreement. See Note 3 to our Consolidated Financial Statements for additional information regarding the Administration Agreement and the administrative fees thereunder. For the three and nine months ended September 30, 2025, the Company incurred $0.2 and $0.4 million of administration fees, respectively.

Interest and Borrowing Expenses

Interest and borrowing expenses during the three and nine months ended September 30, 2025, were attributable to borrowings under the Credit Facility and Subscription Line (as discussed below under “Liquidity and Capital Resources”). For the three and nine months ended September 30, 2025, the Company incurred $8.1 and $21.6 million in interest and borrowing expenses, respectively.

Other General and Administrative Expenses

Other general and administrative expenses include director fees, insurance, filing, research, our sub-administrator, subscriptions and other costs. For the three and nine months ended September 30, 2025, the Company incurred $0.6 and $1.8 million in other general and administrative expenses, respectively.

Compensation of the Adviser

We pay the Adviser an investment advisory fee for its services under the Investment Management Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee is ultimately borne by the shareholders.

Management Fee

See Note 3 to our Consolidated Financial Statements for additional information regarding the Investment Management Agreement and the fee arrangement thereunder. For the three and nine months ended September 30, 2025, the amount of Management Fee incurred was $0.9 and $2.6 million, respectively.

Incentive Fees

Investment Income Incentive Fee

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fees received from portfolio companies) accrued during the fiscal quarter, minus operating expenses for the quarter (including the Management Fee, expenses payable under any administration agreement and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kind interest and zero coupon securities), accrued income that the Company has not yet received in cash; provided, however, that the portion of the investment-income incentive fee attributable to deferred interest features will be paid, only if and to the extent received in cash, and any accrual thereof will be reversed if and to the extent such interest is reversed in connection with any write off or similar treatment of the investment giving rise to any deferred interest accrual, applied in each case in the order such interest was accrued. Such subsequent payments in respect of previously accrued income will not reduce the amounts payable for any quarter pursuant to the calculation of the investment-income component described above. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

1.No investment-income incentive fee in any calendar quarter in which pre-incentive fee net investment income does not exceed the hurdle rate of 1.50%;

2.100% of pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than or equal to 1.714% in any calendar quarter (6.857% annualized) (the portion of pre-incentive fee net investment income that exceeds the hurdle but is less than or equal to 1.714% is referred to as the “catch-up”; the “catch-up” is meant to provide the Adviser with 12.50% of pre-incentive fee net investment income as if a hurdle did not apply if pre-incentive fee net investment income exceeds 1.714% in any calendar quarter); and

3.12.50% of the amount of pre-incentive fee net investment income, if any, that exceeds 1.714% in any calendar quarter (6.857% annualized) payable to the Adviser (once the hurdle is reached and the catch-up is achieved, 12.50% of all pre-incentive fee net investment income thereafter is allocated to the Adviser).

The following is a graphical representation of the calculation of the investment-income component of the incentive fee:

Pre-Incentive Fee Net Investment Income (express as a percentage of the value of net assets)


0%	1.50%	1.714%
← 0% →	← 100% →	← 12.5% →

For the three and nine months ended September 30, 2025, the Company incurred $1.2 million and $2.9 million, respectively, in investment income incentive fees. As of September 30, 2025 and December 31, 2024, $1.4 million and $0, respectively, of incentive fees on investment income, were unpaid and are included in investment income incentive fees payable in the Consolidated Statement of Assets and Liabilities.

Capital Gains Incentive Fee

Under the capital gains component, the Company will pay the Adviser at the end of each calendar year 12.50% of aggregate cumulative realized capital gains from the date of the BDC election through the end of that year, computed net of aggregate cumulative realized capital losses and aggregate cumulative unrealized depreciation through the end of such year, less the aggregate amount of any previously paid capital gains incentive fees.

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2025 and December 31, 2024, $0.9 million and $0, respectively, of accrued capital gains incentive fees are included in the Consolidated Statement of Assets and Liabilities.

Unless terminated earlier, the Investment Management Agreement will continue in effect for a period of two years from its effective date. It will remain in effect from year to year thereafter if approved annually by our Board or by the affirmative vote of the holders of a majority of our outstanding voting securities, and, in either case, if also approved by the vote of a majority of the Company's directors who are not parties to the Investment Management Agreement or “interested persons” (as such term is defined in Section 2(a)(19) of the 1940 Act).

Net Unrealized Appreciation

Net unrealized appreciation during the three and nine months ended September 30, 2025 was as follows (amounts in thousands):


	For the three months ended September 30, 2025		For the nine months ended September 30, 2025
Non-controlled, non-affiliated investments	$	2,629	$	5,479
Foreign currency translation	31		31
Net unrealized appreciation (depreciation)	$	2,660	$	5,510

For the three and nine months ended September 30, 2025, the Company recorded net unrealized appreciation on our portfolio of $2.7 million and $5.5 million, respectively. The net unrealized appreciation on the Company’s current portfolio was driven by fundamental portfolio performance of investments.

Liquidity and Capital Resources

We believe that our current cash on hand, our short-term investments, our available borrowing capacity under the Credit Facility, unfunded investor Capital Commitments and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months.

Under the 1940 Act, we are required to meet an asset coverage ratio, defined under the 1940 Act as the ratio which the value of our total assets (less all liabilities and indebtedness not represented by senior securities) bears to the aggregate amount of our outstanding senior securities representing our indebtedness, of at least 150% after each issuance of senior securities. Our asset coverage ratio was 172.08% as of September 30, 2025.

Cash Flows

For the nine months ended September 30, 2025, we experienced a net increase in cash in the amount of $14.9 million. During that period, our operating activities used $282.1 million in cash, consisting primarily of purchases of portfolio investments of $432.1 million, which was partially offset by proceeds from sales and principal repayments of investment securities of $137.6 million. In addition, financing activities provided net cash of $297.0 million, consisting primarily of borrowings under the Credit Facility and Subscription Line of $700.5 million and proceeds from the issuance of Common Stock of $85.0 million. At September 30, 2025, we had $23.0 million of cash on hand.

Financing Transactions

Credit Facility

On November 8, 2024, WT Capital Fund – SPV1, LLC (the “Borrower”), a Delaware limited liability company and wholly-owned subsidiary of the Company, entered into a $300.0 million revolving credit facility with Ally Bank, as administrative agent (the “A&R Credit Facility”). The A&R Credit Facility combines, amends and restates the Prior Onshore Credit Facility and the Prior Offshore Credit Facility each as defined and described below.

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Prior to the consummation of the transactions under the Merger Agreements, the Offshore Borrower was a wholly-owned subsidiary of the Offshore Fund and, prior to the effectiveness of the A&R Credit Facility, the Offshore Borrower was the borrower under a $100.0 million revolving credit facility with Ally Bank (“Prior Offshore Credit Facility”). The A&R Credit Facility combines, amends and restates the Prior Onshore Credit Facility and the Prior Offshore Credit Facility, and increases the total commitments thereunder to $300.0 million.

On February 21, 2025, the Borrower entered into a First Amendment to the A&R Credit Facility, which increased the total commitments thereunder from $300.0 million to $500.0 million.

The A&R Credit Facility matures on November 8, 2029 and bears interest at Daily Simple SOFR, one-month Term SOFR or three-month Term SOFR, at the option of the Borrower.

Borrowings under the A&R Credit Facility are considered the Company’s borrowings for purposes of complying with the asset coverage requirements under the Investment Company Act of 1940, as amended.

Subscription Line

The Subscription Facility matures on November 7, 2025 and bears interest based on one-month Term SOFR, three-month Term SOFR, the Prime Rate or Daily Simple SOFR, at the Company's option, plus the applicable margin. Subsequent to the fiscal quarter ended September 30, 2025, on November 7, the Company entered into a First Amendment to the Subscription Facility, which among other things, extends the maturity date to November 6, 2026. See "Recent Developments" for more information.

The Subscription facility is secured by (a) the Company's rights to make capital calls of the capital commitments of each of its investors and all other rights, title, interests, powers and privileges related to, appurtenant to or arising out of the Company's rights to require or demand that such investors make capital contributions to the Company, (b) the Company's rights, titles, interest and privileges in and to the capital commitments, uncalled capital commitments, pending capital calls and capital contributions made by its investors, (c) all of the Company's rights, titles, interests, remedies and privileges under the applicable organizational documents, subscription agreements and side letters (including those in accordance with each of the Onshore Fund's and the Offshore Fund's operating agreements) to make, issue notices with respect to, and enforce capital calls and to receive and enforce the funding of capital contributions; (d) the Company's rights, titles, interests, remedies and privileges under its organizational documents and subscription agreements to issue and enforce capital calls, to receive and enforce capital contributions and relating to issuing, enforcing or receiving capital calls, capital commitments or capital contributions, (e) the Company's deposit accounts at City National Bank (or any substitute account, wherever located) into which capital call proceeds are paid, together with the Company's rights, titles and interests in and to each such account, all sums or other property now or at any time on deposit therein, credited thereto or payable thereof, and all instruments, documents, certificates and other writings evidencing each such account, and (f) all proceeds of the foregoing.

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Participation Agreements

On September 16, 2024, the Onshore Fund entered into a LSTA Par/Near Par Trade Confirmation in its capacity as the seller with Macquarie Bank Limited (“Macquarie”) as the buyer (the “Initial Participation”), and a related Participation Agreement for Par/Near Par Trades (the “Participation Agreement”) pursuant to which the Onshore Fund sold to Macquarie a participation in connection with a term loan held by the Onshore Fund under a credit agreement dated as of November 25, 2020 with, inter alia, Higginbotham Insurance Agency, Inc. (the “Higginbotham Loan”). On the same date, Macquarie, as the seller, and the Onshore Fund, as the buyer, entered into a LSTA Par/Near Par Trade Confirmation (the “Assignment Confirmation”) pursuant to which Macquarie agreed to sell to the Onshore Fund by a specified time period provided therein via an assignment all rights in the Higginbotham Loan which Macquarie had purchased a participation in under the Initial Participation. On November 8, 2024, immediately prior to giving effect to the Merger contemplated by the Merger Agreements, the Onshore Fund, the Company and Macquarie entered into that certain Assumption of Participation Agreement & Trade Confirmation pursuant to which the Company acknowledged that, upon the effectiveness of the transactions contemplated by the Merger Agreements, the Company would become the “seller” under the Participation Agreement and assume all obligations and liabilities of the Onshore Fund under the Participation Agreement, and shall become the buyer under the Assignment Confirmation and assume all obligations and liabilities of the Onshore Fund under the Assignment Confirmation. In connection therewith, the Onshore Fund agreed, on or immediately prior to the effectiveness of the Merger Transactions, to pay to Macquarie the fee accrued pursuant to the Assignment Confirmation.

On August 2, 2024, Willow Tree Capital Offshore Blocker, LLC (the “Offshore Blocker”) entered into a LSTA Par/Near Par Trade Confirmation in its capacity as the seller with Macquarie as the buyer (the “Initial Blocker Participation”), and a related Participation Agreement for Par/Near Par Trades (the “Blocker Participation Agreement”) pursuant to which the Offshore Blocker sold to Macquarie a participation in connection with a term loan held by the Offshore Blocker under a credit agreement dated as of October 23, 2020 with, inter alia, RPX Corporation (the “RPX Loan”). On the same date, Macquarie, as the seller, and the Offshore Blocker, as the buyer, entered into a LSTA Par/Near Par Trade Confirmation (the “Blocker Assignment Confirmation”) pursuant to which Macquarie agreed to sell to the Offshore Blocker by a specified time period provided therein via an assignment all rights in the RPX Loan which Macquarie had purchased a participation in under the Initial Blocker Participation. On August 2, 2024, the Offshore Fund entered into a Guaranty in favor of Macquarie pursuant to which the Offshore Fund guaranteed the payment and performance of the Offshore Blocker’s obligation to purchase the RPX Loan in accordance with the Blocker Assignment Confirmation (the “RPX Guaranty”).

On September 30, 2024, the Offshore Blocker entered into a LSTA Par/Near Par Trade Confirmation in its capacity as the seller with Macquarie as the buyer (the “Second Blocker Participation”), and a related Participation Agreement for Par/Near Par Trades (the “Second Blocker Participation Agreement”) pursuant to which the Offshore Blocker sold to Macquarie a participation in connection with a term loan held by the Offshore Blocker under a credit agreement dated as of September 30, 2024 with, inter alia, ESCP DTFS Inc. (the “ESCP Loan”). On the same date, Macquarie, as the seller, and the Offshore Blocker, as the buyer, entered into a LSTA Par/Near Par Trade Confirmation (the “Second Blocker Assignment Confirmation”) pursuant to which Macquarie agreed to sell to the Offshore Blocker by a specified time period provided therein via an assignment all rights in the ESCP Loan which Macquarie had purchased a participation in under the Second Blocker Participation. On September 30 2024, the Offshore Fund entered into a Guaranty in favor of Macquarie pursuant to which the Offshore Fund guaranteed the payment and performance of the Offshore Blocker’s obligation to purchase the ESCP Loan in accordance with the Second Blocker Assignment Confirmation (the “ESCP Guaranty” and, together with the RPX Guaranty, the “Offshore Blocker Guarantees”).

On November 8, 2024, immediately prior to giving effect to the Merger contemplated by the Merger Agreements, the Offshore Fund, the Company and Macquarie entered into that certain Assumption of Guaranty pursuant to which the Company acknowledged that, upon the effectiveness of the transactions contemplated by the Merger Agreements, the Company would become the guarantor under each of the Offshore Blocker Guarantees and would assume all obligations and liabilities of the Offshore Fund under each of the Offshore Blocker Guarantees.

Distributions to Shareholders

We have elected to be treated for U.S. federal income tax purposes as a RIC under the Code beginning with our tax year ended December 31, 2024, and intend to make the required distributions to our shareholders as specified therein and

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qualify annually as a RIC. In order to maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we are generally required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively) and certain built-in gains. We monitor our distribution requirements with the goal of ensuring compliance with the Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our Common Stock instead of in cash. A shareholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the shareholder in the same manner as a cash dividend, even though a portion of the dividend was paid in shares of our Common Stock.

The minimum distribution requirements applicable to RICs require us to distribute to our shareholders each year at least 90% of our investment company taxable income, or ICTI, as defined by the Code. Depending on the level of ICTI and net capital gain, if any, earned in a tax year, we may choose to carry forward income in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover income must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such income.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having OID (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest income and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any OID or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our shareholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

We made distributions of 12.8 million, of which $4.7 million was paid in cash, for the nine months ended September 30, 2025.

Recent Developments

On November 3, 2025, our Board of Directors declared a distribution of $0.39 per share, payable on or around November 19, 2025 to shareholders of record at the close of business on November 3, 2025.

On November 7, 2025, we entered into a First Amendment to the Subscription Facility (the “First Amendment”) which, among other things, (i) extends the maturity date from November 7, 2025 to November 6, 2026 and (ii) amends the definition of “Borrowing Base” from 60% of certain Unfunded Capital Commitments to 70% of such Unfunded Capital Commitments.

Critical Accounting Policies and Use of Estimates

The preparation of our financial statements in accordance with GAAP will require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussion of our critical accounting policies follows.

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Investment Valuation

Investments at Fair Value

Section 2(a)(41) of the 1940 Act requires us to value our assets as follows: (i) the third party price for securities for which a quotation is readily available; and (ii) for all other securities and assets, fair value, as determined in good faith by the Board. A market quotation is only “readily available” to the extent that the security can be valued with Level 1 Inputs (as defined below). As a result, the Board must determine the fair value of all securities valued with Level 2 Inputs or Level 3 Inputs (each as defined below). Since most of the securities that we hold will not have readily available market quotations, we expect that the Board will be required to determine the “fair value” of the respective Company’s securities, with input from the Adviser, third-party independent valuation firms and the respective audit committee of the Board as of the end of each quarter.

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. There is no single standard for determining fair value in good faith since fair value depends upon circumstances of each individual case. In general, fair value is the amount that we might reasonably expect to receive upon the current sale of the security in an arm’s length transaction. Due to the uncertainty inherent in the valuation process, such estimates of fair value may differ significantly from the values that would have been obtained had a ready market for the securities existed, and the differences could be material. Additionally, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.

Investments for which market quotations are readily available in an active market are valued at such market quotations, which are generally obtained from an independent pricing service or one or more broker dealers or market-makers, provided that a quotation will not be deemed readily available if it is not reliable. However, debt and equity investments closed within approximately 90 days are generally valued at cost, plus accreted discount, if applicable, which approximates fair value. Debt and equity securities for which market quotations are not readily available will be valued at fair value as determined in good faith by or under the direction of the Board. Because we expect that there will not be a readily available market value for many of the investments in its respective portfolio, we expect to value most of our portfolio investments at fair value as determined in good faith under the direction of the Board in accordance with the Investment Valuation Process listed below, which have been reviewed and approved by the Board.

Under ASC 820, we perform detailed valuations of our debt and equity investments on an individual basis, using market based, income based, and bond yield approaches as appropriate.

Under the market approach, we estimate the enterprise value of the portfolio companies in which we invest. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is best expressed as a range of fair values, from which we derive a single estimate of enterprise value. To estimate the enterprise value of a portfolio company, we analyze various factors, including the portfolio company’s historical and projected financial results. Typically, private companies are valued based on multiples of EBITDA, cash flows, net income, revenues, or in limited cases, book value. We review various sources of transactional data, including publicly comparable companies and private mergers and acquisitions with similar characteristics. We will generally require portfolio companies to provide annual audited and quarterly and monthly unaudited financial statements, as well as annual projections for the upcoming fiscal year.

Under the income approach, we generally prepare and analyze the internal rate of return of our debt investments based on the expected future cash flow streams. Under the bond yield approach, we review bond yields of similar companies and compare such yields to the internal rate of return of our debt investments. We review various sources of transactional data, including private mergers and acquisitions involving debt investments with similar characteristics, and assess the information in the valuation process. The guidance establishes three levels of the fair value hierarchy as follows:

•Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access.

•Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

•Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

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Investment Valuation Process

Our Board will undertake a multi-step valuation process each quarter in connection with determining the fair value of each of the Company’s investments:

•Company’s quarterly valuation process will begin with each portfolio company or investment being initially valued by the respective Willow Tree valuation team member.

•Preliminary valuations will then be reviewed and discussed with the principals of Willow Tree.

•Separately, an independent valuation firm engaged by the Board or the valuation designee, as applicable will provide third party valuation consulting services with respect to our investments at least twice annually for all investments held in the portfolio for at least six months. In certain cases, the Adviser may determine it is not cost-effective, and as a result is not in its shareholder’s best interest, to consult with the independent financial advisory services firm on its investments. Such instances include, but are not limited to, a loan closing a few days prior to quarter-end.

•As part of the valuation process, the independent valuation firm may review the credit documents, audited financial statements, interim financial statements, financial projections, our internal credit memos, as well as other documents as necessary, for each of our investments. After reviewing the documents, the independent valuation firm conducts various analyses including (i) historical and projected financial results, (ii) cash flow and credit ratios, (iii) comparable public and private companies and transactions, (iv) current and projected financial covenants, (v) internal rate of return based upon the expected future cash flow streams, and (vi) bond yields of comparable companies. Based on these analyses, the independent valuation firm determines if the manager valuations fall within their fair value range as of the valuation date.

•The independent valuation firm will evaluate Company’s valuation compared to its range. If there are discrepancies, they will be resolved via discussion with the Adviser.

•The Adviser’s valuation team prepares a valuation report for the audit committee of the Board.

•The audit committee of the Board is apprised of the preliminary valuations and the results of the independent valuation firm’s conclusion. Once resolved, the independent valuation firm issues its opinion as to whether our valuations are reasonable.

•The audit committee of the Board will review the preliminary valuations, and the Adviser responds and supplements the preliminary valuations to reflect any comments provided by the audit committee.

•The audit committee of the Board will make recommendations to the Board regarding the fair value of each investment in our portfolio; and

•The Board will discuss valuations and determines the fair value of each investment in our portfolio in good faith, based on the input of the Adviser, the respective independent valuation firms, if any, and the respective audit committee, and determines the fair values of such assets.

Revenue Recognition

Interest and Dividend Income

Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of premiums and PIK interest. Discounts from and premiums to par value on investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. To the extent loans contain PIK provisions, PIK interest, computed at the contractual rates, is accrued and recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal.

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is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon our judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in our judgment, are likely to remain current. We may make exceptions to this policy if the loan has sufficient collateral value or is in the process of collection. Accrued interest is written-off when it becomes probable that the interest will not be collected, and the amount of uncollectible interest can be reasonably estimated.

Dividend income on preferred equity is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. To the extent preferred equity contains PIK provisions, PIK dividends computed at the contractual rates are accrued and recorded as dividend income and added to the principal balance of the preferred equity. PIK dividends added to the principal balance are generally collected upon redemption of the equity.

Other Income

Dividends earned on money market balances are recorded on an accrual basis. Such income is included in other income in the Consolidated Statement of Operations.

Investment Transactions

Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. Unrealized gains or losses primarily reflect the change in investment values, including the reversal of previously recorded unrealized gains or losses when gains or losses are realized.

Other income may include income such as consent, waiver, amendment, unused, and prepayment fees associated with our investment activities, as well as any fees for managerial assistance services rendered by the Company to its portfolio companies. Such fees are recognized as income when earned or the services are rendered.

Income Taxes

We have elected to be treated for U.S. federal income tax purposes as a RIC under the Code beginning with our tax year ended December 31, 2024 and intend to qualify annually as a RIC. To maintain our RIC tax election, we must, among other requirements, meet certain annual source-of-income and quarterly asset diversification requirements. We also must annually satisfy the Annual Distribution Requirement.

If we fail to distribute in a timely manner an amount at least equal to the sum of (i) 98% of our ordinary income for the calendar year, (ii) 98.2% of the amount by which our capital gains exceed our capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which we paid no U.S. federal income tax (collectively, the “Excise Tax Distribution Requirements”), we will be subject to a 4% nondeductible U.S. federal excise tax on the amount by which we do not meet the Excise Tax Distribution Requirements. For this purpose, however, any ordinary income or capital gain net income retained by us that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year-end (or earlier if estimated taxes are paid).

Off-Balance Sheet Arrangements

Rule 18f-4 provides that a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due.We may become a party to financial instruments with off-balance sheet risk in the normal course of our business to fund investments and to meet the financial needs of our portfolio companies. These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.

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The balance of unused commitments to extend financing as of September 30, 2025 was as follows (amounts in thousands, totals may not foot due to rounding):

September 30, 2025

Investments - non-controlled/non-affiliated

Commitment Type

Commitment Expiration Date

Unfunded Commitment

Fair Value

ACP Avenu Buyer, LLC

Delayed Draw Term Loan

October 2, 2029

5,889

(14)

ACP Avenu Buyer, LLC

Revolver

October 2, 2029

2,061

(5)

AG Bells, LLC

Revolver

August 19, 2030

1,696

(17)

Ambient Enterprises Holdco, LLC

Delayed Draw Term Loan

June 28, 2030

3,669

Ambient Enterprises Holdco, LLC

Revolver

December 7, 2029

685

—

Amerspirit FL, LLC

Delayed Draw Term Loan

August 15, 2030

1,069

(16)

Ampler QSR Holdings, LLC

Revolver

August 19, 2030

2,451

(25)

Amylu Borrower Sub, LLC

Delayed Draw Term Loan

June 10, 2031

1,998

(5)

Amylu Borrower Sub, LLC

Revolver

June 10, 2031

2,329

(6)

Apex Service Partners, LLC

Delayed Draw Term Loan

October 24, 2029

—

Apex Service Partners, LLC

Revolver

October 24, 2030

2,555

—

Beacon Oral Specialists

Delayed Draw Term Loan

December 14, 2026

2,243

(7)

Beacon Oral Specialists

Delayed Draw Term Loan

December 14, 2026

1,171

(4)

Bristol Hospice, LLC

Revolver

August 26, 2032

3,779

(38)

Cvausa Management, LLC

Delayed Draw Term Loan

May 22, 2029

22,391

224

Cvausa Management, LLC

Revolver

May 22, 2028

1,111

—

Del-Air Heating, Air Conditioning & Refrigeration, LLC

Delayed Draw Term Loan

February 4, 2031

4,090

(82)

Del-Air Heating, Air Conditioning & Refrigeration, LLC

Revolver

February 4, 2031

4,260

(85)

Dentive Capital, LLC

Delayed Draw Term Loan

December 22, 2028

973

(27)

Dentive Capital, LLC

Revolver

May 27, 2027

—

Dermcare Management, LLC

Delayed Draw Term Loan

April 21, 2028

18,476

—

Dukes Root Control Inc.

Revolver

December 8, 2028

828

—

Durare Bidco LLC

Delayed Draw Term Loan

August 9, 2032

—

Durare Bidco LLC

Revolver

August 9, 2032

—

Superjet Buyer, LLC

Delayed Draw Term Loan

May 23, 2030

4,134

—

Elessent Clean Technologies Inc.

Revolver

November 15, 2029

1,711

(3)

Flexera Software LLC

Revolver

August 16, 2032

—

GC Waves Holdings, Inc.

Delayed Draw Term Loan

October 4, 2030

2,477

—

High Street Buyer, Inc.

Delayed Draw Term Loan

April 14, 2028

25,746

(122)

HLSG Intermediate, LLC

Delayed Draw Term Loan

March 31, 2029

2,341

—

HLSG Intermediate, LLC

Revolver

March 31, 2029

837

—

IFH Franchisee Holdings, LLC

Delayed Draw Term Loan

December 20, 2029

3,136

KAMC Holdings, Inc.

Revolver

July 31, 2031

—

Systems Planning And Analysis, Inc.

Delayed Draw Term Loan

August 16, 2027

1,595

—

Systems Planning And Analysis, Inc.

Revolver

August 16, 2027

2,839

—

Neptune Platform Buyer, LLC

Delayed Draw Term Loan

January 19, 2031

1,403

—

Neptune Platform Buyer, LLC

Delayed Draw Term Loan

January 19, 2031

641

—

Neptune Platform Buyer, LLC

Delayed Draw Term Loan

January 19, 2031

2,350

—

NWP Acquisition Holdings, LLC

Delayed Draw Term Loan

November 21, 2030

9,000

NWP Acquisition Holdings, LLC

Revolver

November 21, 2030

5,000

—

Offen, Inc.

Revolver

July 23, 2029

3,178

(32)

Orthofeet, Inc

Revolver

July 30, 2030

1,524

(16)

Pathstone Family Office, LLC

Delayed Draw Term Loan

May 15, 2029

5,340

Pathstone Family Office, LLC

Revolver

May 15, 2028

1,048

—

Regent Surgical Health, LLC

Delayed Draw Term Loan

September 12, 2030

17,252

(259)

Regent Surgical Health, LLC

Revolver

September 12, 2030

7,824

(117)

RKD Group, LLC

Delayed Draw Term Loan

May 19, 2031

3,233

(28)

RKD Group, LLC

Revolver

May 19, 2031

1,038

(9)

Royal Holdco Corporation

Delayed Draw Term Loan

December 30, 2030

4,740

(21)

Royal Holdco Corporation

Revolver

December 30, 2026

807

(3)

RPX Corporation

Revolver

August 2, 2030

2,601

—

Salt Dental Collective, LLC

Revolver

February 15, 2028

—

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			September 30, 2025
Investments - non-controlled/non-affiliated	Commitment Type	Commitment Expiration Date	Unfunded Commitment		Fair Value
Sandlot Baseball BorrowerCo, LLC	Delayed Draw Term Loan	December 27, 2028	12,017		—
Sandlot Baseball BorrowerCo, LLC	Revolver	December 27, 2028	2,253		—
Secretariat Advisors, LLC	Delayed Draw Term Loan	February 28, 2032	1,081		(7)
American Combustion Industries, LLC	Delayed Draw Term Loan	August 31, 2028	3,376		(71)
American Combustion Industries, LLC	Revolver	August 31, 2028	236		(5)
Stonebridge Companies, LLC	Delayed Draw Term Loan	May 16, 2031	1,327		(15)
Stonebridge Companies, LLC	Revolver	May 16, 2030	885		(10)
SV-AERO Holdings, LLC	Delayed Draw Term Loan	October 30, 2026	1,261		—
Together Womens Health, LLC	Delayed Draw Term Loan	August 26, 2031	10,905		(136)
Together Womens Health, LLC	Revolver	August 26, 2031	2,305		(29)
UEW Acquisition, LLC	Revolver	August 13, 2030	1,726		(26)
VRC Companies, LLC	Revolver	June 29, 2027	100		—
WRM Wastewater Merger Sub, Inc.	Delayed Draw Term Loan	December 28, 2029	4,652		—
World Insurance Associates, LLC	Revolver	April 3, 2028	100		—
World Insurance Associates, LLC	Revolver	April 3, 2030	1,027		—
Wealth Enhancement Group, LLC	Delayed Draw Term Loan	November 26, 2025	9,790		—
			$	248,860	$	(917)

The balance of unused commitments to extend financing as of December 31, 2024 was as follows (amounts in thousands):

December 31, 2024

Commitment Type

Commitment
Expiration Date

Unfunded
Commitment

Fair
Value

Neptune Platform Buyer LLC

Delayed Draw Term Loan

January 19, 2031

2,350

—

Pathstone Family Office LLC

2023 Revolver

May 15, 2028

1,048

(5)

Pathstone Family Office LLC

2023 Delayed Draw Term Loan

May 15, 2029

5,340

(25)

SV-AERO Holdings, LLC

Delayed Draw Term Loan

October 30, 2026

1,261

(6)

Accession Risk Management Group, Inc.

2019 Revolver

November 1, 2029

1,858

—

Bluehalo Global Holdings, LLC

Revolver

October 31, 2025

—

VRC Companies, LLC

2021 Revolver

June 29, 2027

100

—

Systems Planning And Analysis, Inc.

2022 1st Amendment Delayed Draw Term Loan

October 29, 2027

16,745

(32)

Dentive Capital, LLC

Revolver

May 27, 2027

—

Peter C. Foy & Associates Insurance Services, LLC

2021 1st Lien Revolver

November 1, 2027

100

—

Systems Planning And Analysis, Inc.

Revolver

August 16, 2027

3,128

(6)

Dukes Root Control Inc.

2022 Revolver

June 30, 2025

—

RPX Corporation

2020 Revolver

October 23, 2025

2,601

(1)

World Insurance Associates, LLC

2020 Revolver

April 3, 2028

100

—

Ambient Enterprises Holdco LLC

Revolver

December 7, 2029

685

(1)

Ambient Enterprises Holdco LLC

Delayed Draw Term Loan

June 28, 2030

1,630

(3)

HLSG Intermediate, LLC

Revolver

March 31, 2028

—

Beacon Oral Specialists

2024 6th Amendment Delayed Draw Term Loan

December 14, 2026

3,748

(15)

RKD Group, LLC

2024 Delayed Draw Term Loan

August 17, 2028

519

—

Rogers Mechanical Contractors, LLC

4th Amendment Revolver

September 28, 2028

140

—

Rogers Mechanical Contractors, LLC

4th Amendment Delayed Draw Term Loan

September 28, 2028

738

—

Superjet Buyer, LLC

2024 Incremental Delayed Draw Term Loan

December 30, 2027

4,454

(37)

Dentive Capital, LLC

2024 Incremental Delayed Draw Term Loan

December 23, 2028

973

(6)

Dermcare Management, LLC

4th Amendment Delayed Draw Term Loan

April 21, 2028

3,768

—

American Combustion Industries, LLC

Delayed Draw Term Loan A

August 31, 2028

189

(3)

American Combustion Industries, LLC

Delayed Draw Term Loan B

August 31, 2028

3,772

(50)

American Combustion Industries, LLC

Revolver

August 31, 2028

1,179

(16)

GraphPAD Software, LLC

2024 Revolver

June 30, 2031

1,297

—

GraphPAD Software, LLC

2024 Delayed Draw Term Loan

June 30, 2031

3,113

Accession Risk Management Group, Inc.

2024 Delayed Draw Term Loan

November 1, 2029

10,869

Orthofeet, Inc

Revolver

July 30, 2030

1,524

(25)

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Apex Service Partners, LLC	2024 1st Amendment Incremental Delayed Draw Term Loan	October 24, 2030	7,388		(13)
Apex Service Partners, LLC	2024 1st Amendment Revolver	October 24, 2029	818		(1)
GC Waves Holdings, Inc.	2024 Incremental Delayed Draw Term Loan	October 4, 2030	10,135		101
VRC Companies, LLC	2024 4th Amendment Delayed Draw Term Loan	June 29, 2027	18,577		(63)
Elessent Clean Technologies Inc.	Revolver	November 15, 2029	1,711		(34)
NWP Acquisition Holdings, LLC	Delayed Draw Term Loan	November 21, 2030	15,000		(263)
NWP Acquisition Holdings, LLC	Revolver	November 21, 2030	5,000		(88)
IFH Franchisee Holdings, LLC	Delayed Draw Term Loan	March 31, 2025	3,136		(24)
Total			$	135,145	$	(555)

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including valuation risk and interest rate fluctuations.

Valuation Risk

We have invested, and plan to continue to invest, in illiquid debt securities of private companies. These investments will generally not have a readily available market price, and we will value these investments at fair value as determined in good faith in accordance with our valuation policy and procedures established by our Board. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.

Interest Rate Risk

We are subject to financial market risks, including changes in interest rates. Because we have borrowed, and may from time to time borrow money to make investments, our net investment income will depend in part upon the difference between the rate at which we borrow funds and the rate at which we invest these funds as well as our level of leverage. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income or net assets.

We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate-sensitive assets to our interest rate-sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. From March 2022 to July 2023, the Federal Reserve periodically raised interest rates to combat inflation and maintained the same rate benchmark from July 2023 to September 2024. The Federal Reserve cut its benchmark rate three times in 2024 for the first time since March 2020 and has made two additional 0.25% cuts thus far in 2025 during FOMC meetings held in September and October. At the October 2025 FOMC meeting, Chairman Powell, whose term as Chair of the Federal Reserve Board is set to terminate on May 15, 2026, appeared to manage near term expectations by indicating that a December rate cut “was not a foregone conclusion, far from it.” In a high interest rate environment, our net investment income would increase due to an increase in interest income generated by our investment portfolio. However, our cost of funds would also increase, which could also impact net investment income. It is possible that the Federal Reserve's tightening cycle could result in a recession in the United States, which would likely decrease interest rates. Alternatively, in a prolonged low interest rate environment, including a reduction of base rates, such as SOFR, to zero, the difference between the total interest income earned on interest earning assets and the total interest expense incurred on interest bearing liabilities may be compressed, reducing our net interest income and potentially adversely affecting our operating results.

As of September 30, 2025, 99.5% of investments at fair value (excluding unfunded debt investments) represent floating-rate investments with a SOFR floor (includes investments bearing prime interest rate contracts) and 0.5% of our investments at fair value represent fixed-rate investments. Additionally, our senior secured revolving credit facilities are also subject to floating interest rates and are currently paid based on floating SOFR rates and prime interest rates.

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The following table estimates the potential changes in net cash flow generated from interest income and expenses, should interest rates increase by 50, 100, 150 or 200 basis points, or decrease by 50, 100, 150 or 200 basis points. Interest income is calculated as revenue from interest generated from our portfolio of investments held on September 30, 2025. Interest expense is calculated based on the terms of our outstanding revolving credit facilities. For our floating rate credit facilities, we use the outstanding balance as of September 30, 2025. Interest expense on our floating rate credit facilities is calculated using the interest rate as of September 30, 2025, adjusted for the hypothetical changes in rates, as shown below. The base interest rate case assumes the rates on our portfolio investments remain unchanged from the actual effective interest rates as of September 30, 2025. These hypothetical calculations are based on a model of the investments in our portfolio, held as of September 30, 2025, and are only adjusted for assumed changes in the underlying base interest rates.

Actual results could differ significantly from those estimated in the table (amounts in thousands).


Basis Point Change	Increase (decrease) in interest income		(Increase) decrease in interest expense		Net increase (decrease) in investment income
Up 200 Basis Points	$	12,815	$	(7,078)	$	5,737
Up 150 Basis Points	9,611		(5,308)		4,303
Up 100 Basis Points	6,407		(3,539)		2,869
Up 50 Basis Points	3,204		(1,769)		1,434
Down 50 Basis Points	(3,204)		1,769		(1,434)
Down 100 Basis Points	(6,407)		3,539		(2,869)
Down 150 Basis Points	(9,611)		5,308		(4,303)
Down 200 Basis Points	(12,815)		7,078		(5,737)

Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of assets in our portfolio and other business developments that could affect our net income. Accordingly, we cannot assure you that actual results would not differ materially from the analysis above.

Item 4. Controls and Procedures

(a)Evaluation of Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q and determined that our disclosure controls and procedures are effective as of the end of the period covered by the Quarterly Report on Form 10-Q.

(b)Changes in Internal Controls Over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II. Other Information

Item 1. Legal Proceedings.

Neither we nor the Adviser are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to our businesses. We and the Adviser may from time to time, however, be involved in litigation arising out of our operations in the normal course of business or otherwise. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies.

Item 1A. Risk Factors.

As of September 30, 2025, we believe that there have been no material changes to the risk factors previously reported under Item 1A. “Risk Factors” of the Annual Report on Form 10-K for the fiscal year ended December 31, 2024. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may materially affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

(a) None.

(b) None.

(c) During the fiscal quarter ended September 30, 2025, no director or officer has entered into any (i) contract, instruction or written plan for the purchase or sale of securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or (ii) any non-Rule 10b5-1 trading arrangement.

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Item 6. Exhibits.

The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits filed with the SEC:


Number						Exhibit
2.1						Agreement and Plan of Merger, dated as of November 8, 2024, by and between and Willow Tree Capital Corporation and Willow Tree Capital Fund, LLC (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K, filed November 8, 2024)
2.2						Agreement and Plan of Merger, dated as of November 8, 2024, by and between and Willow Tree Capital Corporation and Willow Tree Capital Offshore Fund, LLC (incorporated by reference to Exhibit 2.2 of the Company’s Current Report on Form 8-K, filed November 8, 2024)
3.1						Articles of Amendment and Restatement (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed October 30, 2024)
3.2						Bylaws (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form 10, filed on May 24, 2024)
10.1						First Amendment to Revolving Credit and Security Agreement, dated as of November 7 , 2025, by and between Willow Tree Capital Corporation, as primary borrower, each of the lenders from time to time party thereto, and City National Bank, as administrative agent.
31.1*						Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*						Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**						Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**						Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

__________________

* Filed herewith

** Furnished herewith

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	Willow Tree Capital Corporation


Date: November 13, 2025	By:	/s/ Timothy Lower
	Name:	Timothy Lower
	Title:	Chief Executive Officer and President

Date: November 13, 2025	By:	/s/ Mark Klingensmith
	Name:	Mark Klingensmith
	Title:	Chief Financial Officer and Treasurer