EquipmentShare.com: Romulus distributes 1.62M shares

The distribution was made pro rata and without consideration, while three other entities reported separate Class A share positions.

Rhea-AI Filing Summary

Chheda Neil reported disposition transactions in this Form 4 filing. EquipmentShare.com Inc (EQPT) Class A common shares were distributed by Romulus Capital II L.P. to its limited partners pro rata and without consideration: 1,617,752 shares on October 26, 2026. Romulus Capital II L.P. reported zero shares following the distribution. Neil Chheda, a ten percent owner and managing member of Romulus Capital Partners II LLC, the partnership’s general partner, disclaimed beneficial ownership except to the extent of any pecuniary interest. Other shares held directly by entities were 1,687,840 at Schlacks 2020 Transfer LLC, 85,192 at RC EquipmentShare Growth VII L.P. and 70,992 at RC EquipmentShare Growth VI L.P. as of October 26, 2026.

Insider Trade Summary

Other: 1,617,752 shares

Other 4 txns

Insider Chheda Neil, Schlacks 2020 Transfer LLC, Romulus Capital II, L.P., Romulus Capital Partners II LLC, RC EquipmentShare Growth VI L.P., RC EquipmentShare Growth VII L.P.

Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
Other	Class A Common Stock F1, F2	1,617,752	$0.00	$0.00
holding	Class A Common Stock F3	--	--	--
holding	Class A Common Stock F4	--	--	--
holding	Class A Common Stock F5	--	--	--

Holdings After Transaction: Class A Common Stock — 0 shares (Indirect, By Romulus Capital II L.P.); Class A Common Stock — 1,687,840 shares (Indirect, By Schlacks 2020 Transfer LLC); Class A Common Stock — 85,192 shares (Indirect, By RC EquipmentShare Growth VII L.P.); Class A Common Stock — 70,992 shares (Indirect, By RC EquipmentShare Growth VI L.P.)

Footnotes (5)

1. F1. Represents shares distributed by Romulus Capital II L.P. ("Romulus Capital II") to its limited partners, pro rata and without consideration.
2. F2. Romulus Capital Partners II, LLC ("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 Securities Exchange Act of 1934, as amended (the "Exchange Act").
3. F3. The shares are held directly by Schlacks 2020 Transfer LLC (the "LLC"). Neil Chheda is the manager of the LLC, 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. F4. The shares are held directly by RC EquipmentShare Growth VII L.P ("RESG VII"). Neil Chheda is the managing director of RESG VII, 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.
5. F5. The shares are held directly by RC EquipmentShare Growth VI L.P. ("RESG VI"). Neil Chheda is the managing director of RESG VI, 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.

Key Figures

Class A common shares distributed: 1,617,752 shares Romulus Capital II L.P. shares following distribution: 0 shares Shares held directly by Schlacks 2020 Transfer LLC: 1,687,840 shares +2 more

5 metrics

Class A common shares distributed 1,617,752 shares Romulus Capital II L.P. distribution on October 26, 2026

Romulus Capital II L.P. shares following distribution 0 shares October 26, 2026

Shares held directly by Schlacks 2020 Transfer LLC 1,687,840 shares October 26, 2026

Shares held directly by RC EquipmentShare Growth VII L.P. 85,192 shares October 26, 2026

Shares held directly by RC EquipmentShare Growth VI L.P. 70,992 shares October 26, 2026

Key Terms

pro rata, pecuniary interest, beneficial ownership

3 terms

pro rata financial

"to its limited partners, pro rata and without consideration"

Pro rata means dividing or distributing something proportionally based on a specific factor, such as ownership or contribution. For example, if an investor owns 10% of a company, they would receive 10% of any dividends or benefits allocated. This approach ensures everyone gets their fair share relative to their stake or input, helping investors understand how benefits, costs, or responsibilities are fairly shared.

pecuniary interest financial

"except to the extent of his pecuniary interest therein, if any"

beneficial ownership financial

"disclaims beneficial ownership of the shares reported herein"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many EQPT shares did Romulus Capital II distribute?

Romulus Capital II L.P. distributed 1,617,752 EquipmentShare.com Inc Class A common shares to its limited partners pro rata and without consideration on October 26, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/28/2026 - 08:33 PM EDT Accepted by SEC EDGAR 10/28/2026 - 08:33 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chheda Neil

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/26/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/26/2026		J		1,617,752	D	$0(1)	0	I	By Romulus Capital II L.P.(2)
Class A Common Stock								1,687,840	I	By Schlacks 2020 Transfer LLC(3)
Class A Common Stock								85,192	I	By RC EquipmentShare Growth VII L.P.(4)
Class A Common Stock								70,992	I	By RC EquipmentShare Growth VI L.P.(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	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 MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

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^*

Schlacks 2020 Transfer LLC

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

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 MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

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 MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

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^*

RC EquipmentShare Growth VI L.P.

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

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^*

RC EquipmentShare Growth VII L.P.

(Last) (First) (Middle)

90 BROADWAY

(Street)

CAMBRIDGE MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Represents shares distributed by Romulus Capital II L.P. ("Romulus Capital II") to its limited partners, pro rata and without consideration.

2. Romulus Capital Partners II, LLC ("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 Securities Exchange Act of 1934, as amended (the "Exchange Act").

3. The shares are held directly by Schlacks 2020 Transfer LLC (the "LLC"). Neil Chheda is the manager of the LLC, 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 RC EquipmentShare Growth VII L.P ("RESG VII"). Neil Chheda is the managing director of RESG VII, 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.

5. The shares are held directly by RC EquipmentShare Growth VI L.P. ("RESG VI"). Neil Chheda is the managing director of RESG VI, 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	10/28/2026
	/s/ Schlacks 2020 Transfer LLC By: /s/ Neil Chheda, Managing Member	10/28/2026
	/s/ Romulus Capital II, L.P. By: Romulus Capital Partners II, LLC, General Partner By: /s/ Neil Chheda, Managing Member	10/28/2026
	/s/ Romulus Capital Partners II, LLC By: /s/ Neil Chheda, Managing Member	10/28/2026
	/s/ RC EquipmentShare Growth VI L.P. By: /s/ Neil Chheda, Managing Member	10/28/2026
	/s/ RC EquipmentShare Growth VII L.P. By: /s/ Neil Chheda, Managing Member	10/28/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)