Romulus funds detail large EquipmentShare.com Inc (EQPT) indirect share holdings

Rhea-AI Filing Summary

EquipmentShare.com Inc filed an initial ownership report showing large indirect holdings of Class A Common Stock by Romulus-affiliated investment funds. Romulus Capital III L.P. is reported with 41,773,096 shares, and Romulus EquipmentShare Growth L.P. with 6,365,296 shares, with additional holdings in other Romulus funds. Neil Chheda is associated with these entities but disclaims beneficial ownership beyond any pecuniary interest.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Chheda Neil

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/22/2026

3. Issuer Name and Ticker or Trading Symbol
EquipmentShare.com Inc [ EQPT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	41,773,096	I	By Romulus Capital III L.P.(1)
Class A Common Stock	6,365,296	I	By Romulus EquipmentShare Growth L.P.(2)
Class A Common Stock	2,522,376	I	By Romulus Capital II L.P.(3)
Class A Common Stock	182,000	I	By Romulus EquipmentShare Growth III L.P.(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Chheda Neil

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Romulus EquipmentShare Growth L.P.

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Romulus Capital II, L.P.

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Romulus EquipmentShare Growth III L.P.

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Romulus Capital Partners II LLC

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Romulus Capital III, L.P.

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The shares are held directly by Romulus Capital III, L.P. ("Romulus III"). Romulus Capital Partners II, LLC ("Romulus II GP") is the general partner of Romulus III. Neil Chheda is the managing member of Romulus II GP, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

2. The shares are held directly by Romulus EquipmentShare Growth L.P. ("RESG"). Romulus II GP is the general partner of RESG. Neil Chheda is the managing member of Romulus II GP, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.

3. The shares are held directly by Romulus Capital II L.P. ("Romulus II"). Romulus II GP is the general partner of Romulus II. Neil Chheda is the managing member of Romulus II GP, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.

4. The shares are held directly by Romulus EquipmentShare Growth III L.P. ("RESG III"). Romulus II GP is the general partner of RESG III. Neil Chheda is the managing member of Romulus II GP, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.

	/s/ Neil Chheda	02/18/2026
	/s/ Romulus EquipmentShare Growth L.P. By: Romulus Capital Partners II, LLC, General Partner, By: /s/ Neil Chheda, Managing Member	02/18/2026
	/s/ Romulus Capital II, L.P. By: Romulus Capital Partners II, LLC, General Partner By: /s/ Neil Chheda, Managing Member	02/18/2026
	/s/ Romulus EquipmentShare Growth III L.P., By: Romulus Capital Partners II, LLC, General Partner By: /s/ Neil Chheda, Managing Member	02/18/2026
	/s/ Romulus Capital Partners II, LLC By: /s/ Neil Chheda, Managing Member	02/18/2026
	/s/ Romulus Capital III, L.P. By: Romulus Capital Partners II, LLC, General Partner, By: /s/ Neil Chheda, Managing Member	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does EquipmentShare.com Inc (EQPT) Form 3 disclose for Romulus Capital III L.P.?

The Form 3 reports that Romulus Capital III L.P. holds 41,773,096 shares of EquipmentShare.com Inc Class A Common Stock indirectly. Romulus Capital Partners II LLC is its general partner, and Neil Chheda disclaims beneficial ownership beyond any pecuniary interest he may have.

How many EquipmentShare.com Inc (EQPT) shares does Romulus EquipmentShare Growth L.P. hold?

Romulus EquipmentShare Growth L.P. is reported as holding 6,365,296 EquipmentShare.com Inc Class A Common Stock shares indirectly. Its general partner is Romulus Capital Partners II LLC, and Neil Chheda disclaims beneficial ownership except to the extent of any pecuniary interest he may have.

What indirect holdings in EQPT are reported for Romulus Capital II L.P. and RESG III?

The filing shows Romulus Capital II L.P. with 2,522,376 shares and Romulus EquipmentShare Growth III L.P. with 182,000 shares of Class A Common Stock, all held indirectly through these funds, with standard disclaimers of beneficial ownership by Neil Chheda beyond any pecuniary interest.

Does Neil Chheda directly own EquipmentShare.com Inc (EQPT) shares in this Form 3?

The Form 3 attributes all reported EQPT shares to Romulus investment funds and lists them as indirect holdings. Footnotes state that Neil Chheda is managing member of the general partner entities and disclaims beneficial ownership other than any pecuniary interest he may have.

What is the significance of this EquipmentShare.com Inc (EQPT) Form 3 filing?

This Form 3 provides an initial statement of beneficial ownership for several Romulus-affiliated funds deemed ten percent owners of EquipmentShare.com Inc. It establishes their indirect Class A Common Stock positions but does not report any new purchases, sales, or other transactional changes.