Herc Holdings (HRI) SVP Sheek reports tax withholding on vested RSUs

Rhea-AI Filing Summary

Herc Holdings SVP & Chief Legal Officer Samuel Wade Sheek reported tax-related share withholding tied to equity vesting. On February 6, 2026, 236 shares of common stock were withheld at $180.31 per share, followed by 169 shares on February 7, 2026 at the same price. These transactions, coded "F," reflect shares withheld to cover taxes upon vesting of previously granted restricted stock units, rather than open-market sales. After these withholdings, Sheek directly owned 30,318 shares of Herc Holdings common stock.

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

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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^*

Sheek Samuel Wade

(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 Legal 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	30,487	D
Common Stock	02/07/2026		F		169(1)	D	$180.31	30,318	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	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did HRI executive Samuel Wade Sheek report?

Samuel Wade Sheek reported tax-related share withholdings, not open-market sales. On two dates in February 2026, Herc Holdings withheld small amounts of common stock to satisfy taxes due on vesting restricted stock units previously granted to him as equity compensation.

How many HRI shares were withheld from Samuel Wade Sheek for taxes?

Herc Holdings withheld 236 shares on February 6, 2026 and 169 shares on February 7, 2026. Both transactions were at $180.31 per share and coded “F,” indicating shares withheld to cover taxes on vesting restricted stock units granted earlier.

What does transaction code "F" mean in the HRI Form 4 filing?

Transaction code “F” indicates shares were withheld to pay taxes due on an equity award’s vesting. In this case, Herc Holdings withheld common stock from Samuel Wade Sheek when previously granted restricted stock units vested, rather than him selling shares on the open market.

How many HRI shares does Samuel Wade Sheek own after these transactions?

After the reported tax withholdings, Samuel Wade Sheek directly owned 30,318 shares of Herc Holdings common stock. This figure reflects his remaining beneficial ownership following the two small "F" code transactions related to restricted stock unit vesting taxes.

Were the HRI insider transactions open-market sales by Samuel Wade Sheek?

No, the transactions were not open-market sales. The Form 4 footnote explains the common shares were withheld by Herc Holdings to cover taxes upon vesting of previously granted restricted stock units, which is a routine administrative equity compensation event.