Director at Sunbelt Rentals (SUNB) acquires stock through equity grants and exchanges

Rhea-AI Filing Summary

Sunbelt Rentals Holdings director Angus Cockburn reported two stock acquisitions. On March 2, 2026, he acquired 1,189 shares of common stock at a stated price of $0.00 per share, bringing his direct holdings to 2,189 shares.

On February 27, 2026, he was granted 1,000 shares of common stock at a stated price of $0.00 per share, resulting in 1,000 directly owned shares after that transaction. A related footnote states that some stock was acquired in exchange for ordinary shares of Ashtead Group plc on a one-to-one basis with no cash consideration, and that certain restricted stock units will vest on the earlier of March 2, 2027 or immediately before the next annual shareholder meeting.

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^*

Cockburn Angus

(Last) (First) (Middle)

1799 INNOVATION PT

(Street)

FORT MILL SC 29715

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sunbelt Rentals Holdings, Inc. [ SUNB ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		A		1,000	A	(1)	1,000	D
Common Stock	03/02/2026		A		1,189	A	(2)	2,189	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. Represents common stock of the Registrant acquired in exchange for ordinary shares of Ashtead Group plc ("Ashtead") beneficially owned by the Reporting Person, upon completion of the scheme of arrangement effected by Ashtead, the Registrant's predecessor, under Part 26 of the UK Companies Act 2006. The exchange ratio was one-to-one and no cash consideration was paid or received.

2. Represents restricted stock units which will vest on the earlier of March 2, 2027 and the day immediately preceding the date of the next annual shareholder meeting. Each restricted stock unit represents a contractual right to receive one share of common stock of the Registrant.

	/s/ Abbey MacDonald, Attorney-in-Fact	03/03/2026
	** 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 transactions did Angus Cockburn report at Sunbelt Rentals (SUNB)?

Angus Cockburn reported two acquisitions of Sunbelt Rentals common stock. He received 1,189 shares on March 2, 2026 and 1,000 shares on February 27, 2026, both at a stated price of $0.00 per share as equity awards or exchanges.

How many Sunbelt Rentals (SUNB) shares does Angus Cockburn own after these Form 4 transactions?

After the reported transactions, Angus Cockburn directly holds 2,189 shares of Sunbelt Rentals common stock from the March 2, 2026 acquisition and 1,000 shares from the February 27, 2026 grant, according to the share balances listed following each transaction.

Were cash payments involved in Angus Cockburn’s Sunbelt Rentals (SUNB) stock acquisitions?

No cash payments were involved in these transactions. Both acquisitions list a transaction price of $0.00 per share, and a footnote explains that certain shares were acquired in a one-to-one exchange for Ashtead Group plc ordinary shares with no cash consideration.

What does the Ashtead Group plc exchange mean for Sunbelt Rentals (SUNB) shares?

A footnote explains that some Sunbelt Rentals common stock was received in exchange for ordinary shares of Ashtead Group plc on a one-to-one basis. This occurred upon completion of a scheme of arrangement and involved no cash being paid or received by the reporting person.

How do restricted stock units affect Angus Cockburn’s future Sunbelt Rentals (SUNB) share ownership?

A footnote states that certain restricted stock units will vest on the earlier of March 2, 2027 or immediately before the next annual shareholder meeting. Each restricted stock unit represents a contractual right to receive one share of Sunbelt Rentals common stock when it vests.

Is Angus Cockburn buying or selling Sunbelt Rentals (SUNB) stock in this Form 4?

The Form 4 reports acquisitions only, not sales. Both transactions are coded as grants or other acquisitions of common stock, classified as non-derivative awards with zero-dollar stated prices rather than open-market purchases or disposals.