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Herc Holdings (NYSE: HRI) SVP awarded RSUs, PSUs with tax share withholding

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

Rhea-AI Filing Summary

Herc Holdings SVP & Chief HR Officer Christian J. Cunningham reported multiple equity-related transactions in company common stock on February 3, 2026. He received 4,220 restricted stock units (RSUs), each convertible into one share, vesting in equal parts on February 3 of 2027, 2028, and 2029.

He was also credited with 2,306 performance stock units (PSUs) earned under the 2018 Omnibus Plan, which will convert into shares at the end of their three-year performance periods, and 2,335 shares were issued upon certification of a completed PSU performance period. To cover taxes on these vestings, 887 shares and 242 shares were withheld at $154.03 per share. Following these transactions, he directly owned 58,133 shares of Herc Holdings common stock.

Positive

  • None.

Negative

  • None.
Insider Cunningham Christian J
Role SVP & Chief HR Officer
Type Security Shares Price Value
Grant/Award Common Stock 4,220 $0.00 --
Grant/Award Common Stock 2,306 $0.00 --
Grant/Award Common Stock 2,335 $0.00 --
Tax Withholding Common Stock 887 $154.03 $137K
Tax Withholding Common Stock 242 $154.03 $37K
Holdings After Transaction: Common Stock — 56,927 shares (Direct)
Footnotes (1)
  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. 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 1,292 shares and February 2028 for 1,014 shares. Shares issued related to performance stock units for which the three-year performance period has ended and performance has been certified. Shares withheld for taxes upon vesting of performance stock units, for which performance was previously certified. Shares withheld for taxes upon vesting of previously granted restricted stock units.
Form 4 Insider Transactions: What Each Field Means →
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*
Cunningham Christian J
(Last) (First) (Middle)
C/O HERC HOLDINGS INC.
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 HR 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 4,220(1) A $0 56,927 D
Common Stock 02/03/2026 A 2,306(2) A $0 52,707 D
Common Stock 02/03/2026 A 2,335(3) A $0 59,262 D
Common Stock 02/03/2026 F 887(4) D $154.03 58,375 D
Common Stock 02/03/2026 F 242(5) D $154.03 58,133 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. 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 1,292 shares and February 2028 for 1,014 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).
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.

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Herc Holdings (HRI) executive Christian Cunningham receive?

Christian Cunningham received 4,220 restricted stock units and 2,306 earned performance stock units. The RSUs vest in three equal installments in 2027, 2028, and 2029, while the PSUs convert into shares at the end of their three-year performance periods.

How do Christian Cunningham’s new RSUs at Herc Holdings (HRI) vest?

The 4,220 restricted stock units vest in three equal installments. One-third vests on February 3 of 2027, one-third on February 3 of 2028, and the final third on February 3 of 2029, subject to the applicable RSU agreement terms and conditions.

What are the details of the performance stock units reported by Herc’s SVP?

Cunningham earned 2,306 performance stock units under the 2018 Herc Holdings Omnibus Plan. These PSUs will vest and convert into shares at the end of their three-year periods, including 1,292 shares in February 2027 and 1,014 shares in February 2028.

Why were shares withheld from Christian Cunningham’s Herc Holdings awards?

Herc withheld 887 shares and 242 shares of common stock at $154.03 each. These withholdings covered taxes due upon vesting of performance stock units and previously granted restricted stock units, a common mechanism to satisfy tax obligations without separate cash payments.

How many Herc Holdings (HRI) shares does Christian Cunningham own after these transactions?

After the reported transactions on February 3, 2026, Christian Cunningham directly owned 58,133 shares of Herc Holdings common stock. This figure reflects the combination of new awards, vested share issuances, and shares withheld for taxes on those vesting events.

What role does Christian Cunningham hold at Herc Holdings (HRI)?

Christian J. Cunningham serves as Senior Vice President and Chief Human Resources Officer of Herc Holdings. The reported equity grants and tax withholdings relate to his compensation and incentives in that executive role, as disclosed in his Form 4 filing.