STOCK TITAN

Herc Holdings (NYSE: HRI) CFO reports RSU tax share withholdings

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Herc Holdings Inc. executive Humphrey Mark, SVP & Chief Financial Officer, reported routine share withholdings for taxes tied to equity compensation. On 02/06/2026 and 02/07/2026, a total of 343 shares of common stock were withheld at $180.31 per share upon vesting of previously granted restricted stock units. After these tax-related transactions, Mark directly beneficially owned 34,129 and then 34,022 shares of Herc Holdings common stock.

Positive

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Insider Humphrey Mark
Role SVP & Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Common Stock 107 $180.31 $19K
Tax Withholding Common Stock 236 $180.31 $43K
Holdings After Transaction: Common Stock — 34,022 shares (Direct)
Footnotes (1)
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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*
Humphrey Mark

(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 Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026
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 02/06/2026 F 236(1) D $180.31 34,129 D
Common Stock 02/07/2026 F 107(1) D $180.31 34,022 D
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. Shares withheld for taxes upon vesting of previously granted restricted stock units.
/s/ S. Wade Sheek by Power of Attorney 02/10/2026
** 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.

FAQ

What insider transaction did HRI executive Humphrey Mark report on this Form 4?

Humphrey Mark reported tax-related share withholdings, not open-market sales. On two February 2026 dates, Herc Holdings common shares were withheld to cover taxes upon vesting of previously granted restricted stock units, as disclosed by transaction code F and the accompanying footnote.

How many HRI shares were withheld for taxes from Humphrey Marks equity vesting?

Herc Holdings reported 236 shares withheld on February 6, 2026 and 107 shares on February 7, 2026. Both transactions involved common stock at $180.31 per share, reflecting shares withheld to satisfy tax obligations on vesting restricted stock units.

What is Humphrey Marks role at Herc Holdings (HRI) in this Form 4?

The reporting person, Humphrey Mark, is identified as an officer of Herc Holdings, serving as Senior Vice President and Chief Financial Officer. The filing confirms his status as an officer and not a director or 10% owner in relation to these reported transactions.

How many HRI shares did Humphrey Mark own after the reported transactions?

Following the February 6, 2026 tax withholding, Humphrey Mark beneficially owned 34,129 Herc Holdings common shares. After the February 7, 2026 withholding, his directly held balance was 34,022 shares, as disclosed in the post-transaction ownership column of the Form 4.

Were the HRI transactions in this Form 4 direct or indirect holdings?

Both transactions are reported as direct holdings, marked with code D in the ownership column. The Form 4 and its footnote do not reference any trusts, LLCs, or other entities, indicating the shares and tax withholdings relate directly to Humphrey Marks personal holdings.

What does transaction code F mean in the HRI Form 4 for Humphrey Mark?

Transaction code F signifies shares used to pay taxes on equity awards. The Form 4 notes that the Herc Holdings common stock was withheld for taxes upon vesting of previously granted restricted stock units, clarifying the nature of these February 2026 insider transactions.