[Form 4] Target Hospitality Corp. Insider Trading Activity

Rhea-AI Filing Summary

Heidi D. Lewis, Executive Vice President, General Counsel and Secretary of Target Hospitality Corp. (TH), filed a Form 4 disclosing an insider sale. On 09/22/2025 she sold 12,256 shares of Target common stock under a pre-existing 10b5-1 trading plan established on June 12, 2025. The reported weighted-average sale price was $8.71, with individual trades ranging from $8.49 to $8.79. After the transactions she beneficially owned 172,198 shares. The Form 4 was signed on 09/24/2025. No derivative transactions were reported in this filing.

Positive

• Sale executed under a 10b5-1 plan, indicating the trades were pre-planned rather than opportunistic
• Full disclosure of weighted-average price and price range ($8.71; $8.49 - $8.79) improves transparency
• Reporting was completed and signed within two days of the transaction

Negative

• Insider reduced holdings by 12,256 shares, which is a decrease in beneficial ownership
• No contextual information on percentage ownership change is provided in the filing to assess materiality

Insights

Securities Analyst

TL;DR: Officer sold a modest number of shares under a 10b5-1 plan; transaction appears procedural rather than an unplanned insider trade.

The sale of 12,256 shares at a weighted average price of $8.71 represents a routine disposition executed through a 10b5-1 plan established on June 12, 2025. Use of a pre-established plan typically indicates the trades were planned in advance and not timed to non-public information. The remaining beneficial ownership of 172,198 shares retains meaningful alignment with shareholder interests, though investors may note absolute and percentage changes in holdings relative to prior disclosures for full context.

Corporate Governance Expert

TL;DR: Form 4 is properly disclosed and documents an orderly sale under an established trading plan.

The filing clearly states the 10b5-1 plan date and provides a weighted-average price plus the trade price range, which supports transparency. The signature dated 09/24/2025 completes the required attestation. From a governance perspective, reliance on a 10b5-1 plan is consistent with best practices for reducing potential conflicts, though stakeholders often review the timing and scale of insider sales in the context of total holdings.

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).

1. Name and Address of Reporting Person^*

Lewis Heidi Diane

(Last) (First) (Middle)

9320 LAKESIDE BLVD., STE 300

(Street)

THE WOODLANDS TX 77381

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Target Hospitality Corp. [ TH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel & Sec

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

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, par value $0.0001 per share	09/22/2025		S		12,256(1)	D	$8.71(2)	172,198	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. Sale pursuant to 10b5-1 plan entered into on June 12, 2025.

2. The price in column 4 is a weighted average price. These shares were sold on 09.22.2025 in multiple transactions at prices ranging $8.49 - $8.79, inclusive. The reporting person undertakes to provide Target Hospitality Corp. or staff at the Securities Exchange Commission, upon request, full information regarding set forth in this Footnote 2 to this Form 4.

	/s/ Heidi D. Lewis	09/24/2025
	** 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 Heidi D. Lewis report on Form 4 for TH?

The Form 4 reports a sale of 12,256 shares of Target Hospitality Corp. common stock on 09/22/2025 executed under a 10b5-1 plan.

At what price were the TH shares sold by Heidi D. Lewis?

The filing states a weighted-average price of $8.71; individual trade prices ranged from $8.49 to $8.79.

When was the 10b5-1 plan that governed the sale established?

The sale was made pursuant to a 10b5-1 plan entered into on June 12, 2025.

How many TH shares does Heidi D. Lewis beneficially own after the reported sale?

Following the reported transactions she beneficially owned 172,198 shares.

Were any derivative transactions reported in this Form 4 for TH?

No. The filing contains no entries in Table II for derivative securities; only non-derivative common stock was reported.