Target Hospitality: Ball LP receives 465,105 shares

The shares were distributed after an election to receive common stock instead of cash proceeds, without additional consideration.

Rhea-AI Filing Summary

Target Hospitality Corp. director Stephen Robertson reported four in-kind share acquisitions by Halkin Private Capital Limited and Ball LP on September 25, 2026: Halkin received 78,150 and 247,703 shares, while Ball LP received 146,741 and 465,105 shares. The shares were distributed to TDR partners or members following an election to receive stock instead of cash proceeds, without additional consideration, after MFA Global and Arrow's secondary offering. Robertson also reported direct holdings of 465,950 shares that day and disclaimed beneficial ownership of shares held by Halkin and Ball LP except to the extent of his pecuniary interest.

Insider Trade Summary

Other: 937,699 shares

Other 5 txns

Insider Robertson Stephen

Role Director

Type	Security	Shares	Price	Value
Other	Common Stock, par value $0.0001 per share F1, F2, F3	78,150	--	--
Other	Common Stock, par value $0.0001 per share F1, F2, F3	247,703	--	--
Other	Common Stock, par value $0.0001 per share F1, F2, F3	146,741	--	--
Other	Common Stock, par value $0.0001 per share F1, F2, F3	465,105	--	--
holding	Common Stock, par value $0.0001 per share	--	--	--

Holdings After Transaction: Common Stock, par value $0.0001 per share — 457,850 shares (Indirect, By Halkin Private Capital Limited); Common Stock, par value $0.0001 per share — 1,230,106 shares (Indirect, By Ball LP); Common Stock, par value $0.0001 per share — 465,950 shares (Direct)

Footnotes (3)

1. F1. Represents an in-kind distribution of shares of common stock of the Issuer, par value $0.0001 ("Common Stock"), to partners or members of TDR Capital ("TDR"). The shares were acquired in connection with the election to receive Common Stock in lieu of cash proceeds, without additional consideration, following a secondary offering by MFA Global S.a r.l. ("MFA Global") and Arrow Holdings S.a r.l. ("Arrow"). TDR is the manager of the investment fund that is the ultimate beneficial owner of each of MFA Global and Arrow.
2. F2. The Reporting Person is the director and controlling stockholder of Halkin Private Capital Limited ("Halkin") and is deemed the ultimate beneficial owner of the shares of Common Stock held by Halkin. Halkin is a director and shareholder of Ball GP, the general partner to Ball LP, in which the Reporting Person is a limited partner and holds a 35.6% ownership interest.
3. F3. The Reporting Person may be deemed to beneficially own shares of Common Stock distributed to Halkin and a certain number of the shares of Common Stock distributed to Ball LP in connection with the Offering. The Reporting Person disclaims beneficial ownership of the shares of Common Stock held by each of Halkin and Ball LP, except to the extent of his pecuniary interest therein.

Key Figures

Shares received by Halkin Private Capital Limited: 78,150 shares Shares received by Halkin Private Capital Limited: 247,703 shares Shares received by Ball LP: 146,741 shares +2 more

5 metrics

Shares received by Halkin Private Capital Limited 78,150 shares In-kind distribution on September 25, 2026

Shares received by Halkin Private Capital Limited 247,703 shares In-kind distribution on September 25, 2026

Shares received by Ball LP 146,741 shares In-kind distribution on September 25, 2026

Shares received by Ball LP 465,105 shares In-kind distribution on September 25, 2026

Stephen Robertson direct holdings 465,950 shares Reported on September 25, 2026

Key Terms

in-kind distribution, secondary offering, pecuniary interest, limited partner

4 terms

in-kind distribution financial

"Represents an in-kind distribution of shares of common stock"

A distribution of value to shareholders or beneficiaries made by transferring assets instead of paying cash, such as shares, bonds, or property. Like receiving a box of goods rather than money, it changes what you hold rather than adding liquid funds; investors care because it affects a portfolio’s composition, liquidity, tax reporting, and cost basis for the received assets.

secondary offering financial

"following a secondary offering by MFA Global and Arrow"

A secondary offering is when a company sells new shares of its stock to the public after its initial sale. This allows existing shareholders or the company itself to raise additional money. For investors, it can impact the stock’s price by increasing the total number of shares available, which may influence the stock’s value and how the market perceives the company’s financial health.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

limited partner financial

"the Reporting Person is a limited partner"

A limited partner is an investor in a pooled investment vehicle—such as a private equity, venture capital, or real estate fund—who provides capital but does not take part in day‑to‑day management and whose financial responsibility is capped at the amount invested. For investors, being a limited partner matters because it defines how much control they have, how much risk they bear, and how returns are distributed; think of a limited partner as a silent co‑owner who shares in profits and losses while leaving operations to the fund managers.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many TH shares were distributed to Halkin and Ball LP?

The four reported in-kind distributions were 78,150 and 247,703 shares to Halkin Private Capital Limited, and 146,741 and 465,105 shares to Ball LP, on September 25, 2026.

Why did the TH-related entities receive shares instead of cash?

The shares were distributed to partners or members of TDR after MFA Global and Arrow's secondary offering, following an election to receive common stock in lieu of cash proceeds, without additional consideration.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/29/2026 - 04:24 PM Accepted by SEC EDGAR 09/29/2026 - 04:23 PM Learn about SEC filing dates

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^*

Robertson Stephen

(Last) (First) (Middle)

9320 LAKESIDE BLVD., STE 300

(Street)

THE WOODLANDS TEXAS 77381

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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								465,950	D
Common Stock, par value $0.0001 per share	09/25/2026		J(1)		78,150	A	(1)	210,147	I	By Halkin Private Capital Limited(2)(3)
Common Stock, par value $0.0001 per share	09/25/2026		J(1)		247,703	A	(1)	457,850	I	By Halkin Private Capital Limited(2)(3)
Common Stock, par value $0.0001 per share	09/25/2026		J(1)		146,741	A	(1)	765,001	I	By Ball LP(2)(3)
Common Stock, par value $0.0001 per share	09/25/2026		J(1)		465,105	A	(1)	1,230,106	I	By Ball LP(2)(3)

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 an in-kind distribution of shares of common stock of the Issuer, par value $0.0001 ("Common Stock"), to partners or members of TDR Capital ("TDR"). The shares were acquired in connection with the election to receive Common Stock in lieu of cash proceeds, without additional consideration, following a secondary offering by MFA Global S.a r.l. ("MFA Global") and Arrow Holdings S.a r.l. ("Arrow"). TDR is the manager of the investment fund that is the ultimate beneficial owner of each of MFA Global and Arrow.

2. The Reporting Person is the director and controlling stockholder of Halkin Private Capital Limited ("Halkin") and is deemed the ultimate beneficial owner of the shares of Common Stock held by Halkin. Halkin is a director and shareholder of Ball GP, the general partner to Ball LP, in which the Reporting Person is a limited partner and holds a 35.6% ownership interest.

3. The Reporting Person may be deemed to beneficially own shares of Common Stock distributed to Halkin and a certain number of the shares of Common Stock distributed to Ball LP in connection with the Offering. The Reporting Person disclaims beneficial ownership of the shares of Common Stock held by each of Halkin and Ball LP, except to the extent of his pecuniary interest therein.

	/s/ Heidi D. Lewis, as Attorney in Fact on behalf of Stephen Robertson	09/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)