MCGRATH RENTCORP (MGRC) HR chief logs RSU vesting and tax share disposals

Rhea-AI Filing Summary

MCGRATH RENTCORP SVP and Chief HR Officer Tara Wescott reported equity award activity. On February 23 and 24, 2026, she acquired multiple blocks of common stock through the vesting and conversion of restricted stock units and performance-based RSUs, then disposed of 1,482 and 521 shares, respectively, to cover tax withholding obligations. After these non‑open‑market transactions, she directly owned 7,356 shares of 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^*

Wescott Tara

(Last) (First) (Middle)

C/O MCGRATH RENTCORP

5700 LAS POSITAS ROAD

(Street)

LIVERMORE CA 94551

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MCGRATH RENTCORP [ MGRC ]

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)
02/23/2026

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	02/23/2026		M		827	A	$0	7,047	D
Common Stock	02/23/2026		F		521	D	$113.07	6,526	D
Common Stock	02/24/2026		M		1,911(2)	A	$0	8,437	D
Common Stock	02/24/2026		M		401	A	$0	8,838	D
Common Stock	02/24/2026		F		1,482	D	$114.48	7,356	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
Restricted Stock Unit	$0	02/23/2026		M			827	(1)	02/23/2031	Common Stock	827	$0	827	D
Restricted Stock Unit	$0	02/24/2026		M			1,200	(3)(4)	02/24/2030	Common Stock	1,200	$0	0	D
Restricted Stock Unit	$0	02/24/2026		M			401	(1)	02/23/2030	Common Stock	401	$0	0	D

Explanation of Responses:

1. The restricted stock unit shall vest 33% on the first annual anniversary of the grant; 33% on the second annual anniversary of the grant; and 34% on the third annual anniversary of the grant. Each restricted stock unit represents a right to receive one share of common stock or an amount equal to the fair market value of the common stock underlying the unit on the vesting date.

2. Shares acquired upon vesting of performance based RSUs. Each vested RSU converts into 159.21% of one share of McGrath RentCorp common stock.

3. The RSUs are subject to a performance based vesting component at the end of a three-year performance period.

4. The conversion price of the RSUs was based on the closing price of McGrath RentCorp common stock on February 24, 2026 and therefore such date is determined to be the date exercisable.

	David Whitney, POA for Tara Wescott	02/25/2026
	** 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 transactions did MGRC executive Tara Wescott report?

Tara Wescott reported acquiring MCGRATH RENTCORP common stock through vesting and conversion of restricted stock units, and disposing of shares to satisfy tax withholding. All transactions were non-open-market events tied to her equity compensation awards.

Did Tara Wescott buy or sell MGRC shares on the open market?

The filing shows no open-market buys or sells. Shares were acquired via vesting and conversion of restricted stock units and performance-based RSUs, and some were disposed of solely to cover tax withholding obligations related to those equity awards.

How many MGRC shares did Tara Wescott dispose of for taxes?

Tara Wescott disposed of 1,482 shares at $114.48 and 521 shares at $113.07 per share. These Form 4 transactions are coded as tax-withholding dispositions, indicating they were used to satisfy tax liabilities on equity award vesting.

What is Tara Wescott’s MGRC share ownership after these transactions?

After the reported equity award vesting and related tax-withholding dispositions, Tara Wescott directly owned 7,356 shares of MCGRATH RENTCORP common stock. This figure reflects her updated direct holdings following all Form 4 transactions on February 23 and 24, 2026.

How do MGRC restricted stock units work for Tara Wescott?

Restricted stock units for Tara Wescott generally vest over three years, with some awards subject to performance-based vesting. Upon vesting, each RSU converts into McGrath RentCorp common stock, or equivalent value, based on the fair market price on the relevant vesting or conversion date.

What does the Form 4 reveal about MGRC performance-based RSUs?

The Form 4 notes that certain performance-based RSUs convert so that each vested unit equals 159.21% of one common share. These RSUs are subject to a performance vesting component measured over a three-year period before converting into common stock at the specified rate.