Herc COO Aaron Birnbaum reports new stock awards

Herc Holdings SVP & Chief Operating Officer Aaron Birnbaum reported multiple stock transactions on February 3, 2026.

Rhea-AI Filing Summary

Herc Holdings SVP & Chief Operating Officer Aaron Birnbaum reported multiple stock transactions on February 3, 2026. He received 7,467 restricted stock units (RSUs), which vest in three equal installments on February 3 of 2027, 2028, and 2029.

He was credited with 4,762 performance stock units (PSUs) earned under the 2018 Omnibus Plan, which will convert into shares at the end of 3‑year performance periods in February 2027 and February 2028. He also received 3,668 shares from PSUs whose performance period has ended, while 1,360 and 327 shares were withheld at $154.03 per share to cover taxes. After these transactions he directly owns 59,329.38 shares of common stock and indirectly 100 shares through his spouse.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider Birnbaum Aaron

Role SVP & Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	7,467	$0.00	$0.00
Grant/Award	Common Stock	4,762	$0.00	$0.00
Grant/Award	Common Stock	3,668	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	1,360	$154.03	$209K
Exercise Price or Tax Liability	Common Stock	327	$154.03	$50K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 59,329.38 shares (Direct); Common Stock — 100 shares (Indirect, By Spouse)

Footnotes (5)

1. F1. Award of restricted stock units ("RSUs"), each of which represents the right to receive one share of the Issuer's common stock on the applicable vesting date (one-third of the RSUs will vest on February 3 of each of 2027, 2028 and 2029), subject to the terms and conditions of the applicable RSU agreement.
2. F2. Represents performance stock units ("PSUs") earned, but not vested, pursuant to outstanding performance stock unit awards granted under the 2018 Herc Holdings Omnibus Plan. The number of PSUs earned was determined based on the achievement of the performance metrics established by the Compensation Committee for the applicable annual measurement period. The earned PSUs will vest and convert into shares of common stock at the end of the applicable 3-year performance period, which is February 2027 for 2,154 shares and February 2028 for 2,608 shares.
3. F3. Shares issued related to performance stock units for which the three-year performance period has ended and performance has been certified.
4. F4. Shares withheld for taxes upon vesting of performance stock units, for which performance was previously certified.
5. F5. Shares withheld for taxes upon vesting of previously granted restricted stock units.

FAQ

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

What insider activity did HRI executive Aaron Birnbaum report?

Aaron Birnbaum reported equity awards and related tax withholdings in Herc Holdings common stock. The filing shows new RSUs, earned PSUs, shares issued from completed PSU awards, and shares withheld to cover taxes, all dated February 3, 2026.

How many RSUs did HRI’s Aaron Birnbaum receive in this Form 4?

Aaron Birnbaum received 7,467 restricted stock units. Each RSU represents one share of Herc Holdings common stock, vesting one‑third on February 3 of 2027, 2028, and 2029, subject to the terms of the applicable restricted stock unit agreement.

What performance stock units (PSUs) were reported by HRI’s COO?

The filing reports 4,762 performance stock units earned but not yet vested. These PSUs were granted under the 2018 Herc Holdings Omnibus Plan and will convert into common shares at the end of 3‑year performance periods ending in February 2027 and February 2028.

Why were some HRI shares withheld in Aaron Birnbaum’s Form 4?

Shares were withheld to cover taxes due on vesting. Specifically, 1,360 shares were withheld upon vesting of performance stock units and 327 shares upon vesting of previously granted restricted stock units, both at a price of $154.03 per share.

How many HRI shares does Aaron Birnbaum own after these transactions?

After the reported transactions, Aaron Birnbaum directly owns 59,329.38 shares of Herc Holdings common stock. He also has an indirect holding of 100 additional shares, which are owned by his spouse, as disclosed in the Form 4 filing.

How do the PSUs in this HRI filing vest and convert to shares?

The earned performance stock units will vest and convert into shares of common stock at the end of their 3‑year performance periods. According to the filing, these periods end in February 2027 for 2,154 PSUs and February 2028 for 2,608 PSUs.

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

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Accepted by SEC EDGAR 02/05/2026 - 04:37 PM 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^*

Birnbaum Aaron

(Last) (First) (Middle)

27500 RIVERVIEW CENTER BLVD.

(Street)

BONITA SPRINGS FL 34134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HERC HOLDINGS INC [ HRI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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

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

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

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
Common Stock	02/03/2026		A		7,467(1)	A	$0	52,586.38	D
Common Stock	02/03/2026		A		4,762(2)	A	$0	57,348.38	D
Common Stock	02/03/2026		A		3,668(3)	A	$0	61,016.38	D
Common Stock	02/03/2026		F		1,360(4)	D	$154.03	59,656.38	D
Common Stock	02/03/2026		F		327(5)	D	$154.03	59,329.38	D
Common Stock								100	I	By Spouse

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

Explanation of Responses:

1. Award of restricted stock units ("RSUs"), each of which represents the right to receive one share of the Issuer's common stock on the applicable vesting date (one-third of the RSUs will vest on February 3 of each of 2027, 2028 and 2029), subject to the terms and conditions of the applicable RSU agreement.

2. Represents performance stock units ("PSUs") earned, but not vested, pursuant to outstanding performance stock unit awards granted under the 2018 Herc Holdings Omnibus Plan. The number of PSUs earned was determined based on the achievement of the performance metrics established by the Compensation Committee for the applicable annual measurement period. The earned PSUs will vest and convert into shares of common stock at the end of the applicable 3-year performance period, which is February 2027 for 2,154 shares and February 2028 for 2,608 shares.

3. Shares issued related to performance stock units for which the three-year performance period has ended and performance has been certified.

4. Shares withheld for taxes upon vesting of performance stock units, for which performance was previously certified.

5. Shares withheld for taxes upon vesting of previously granted restricted stock units.

	/s/ S. Wade Sheek by Power of Attorney	02/05/2026
	** 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).
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