U-Haul (UHALB) insider entities swap 229,515 Series N shares for Holdfast stake

Rhea-AI Filing Summary

SHOEN MARK V reported open-market purchase transactions in this Form 4 filing.

U-Haul Holding Co. insider Mark V. Shoen reported a restructuring of indirect ownership in Series N Common Stock through family investment entities. A trust associated with him, MVS-029 Trust, sold 229,515 Series N Common shares to Blackwater Investments, Inc. in exchange for all outstanding equity interests in Holdfast Marine, LLC, valued at approximately $11.8 million for this transaction. Blackwater is a wholly owned subsidiary of Willow Grove Holdings LP, and MVS-029 Trust is a limited partner of Willow Grove, so Shoen may be deemed to have indirect beneficial ownership of shares held by Blackwater and Willow Grove. The filing notes that he disclaims beneficial ownership of many of these indirectly held shares except to the extent of his pecuniary interest, reflecting a complex family ownership structure rather than a simple personal stock trade.

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^*

SHOEN MARK V

(Last) (First) (Middle)

207 E. CLARENDON AVENUE

(Street)

PHOENIX AZ 85012

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
U-Haul Holding Co /NV/ [ UHALB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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
Series N Common Stock	09/18/2025		J		229,515	D	(1)	425,196	I(2)	MVS-029 Trust
Series N Common Stock	09/18/2025		P		229,515	A	(1)	8,150,658	I(3)	Blackwater Investments, Inc.
Series N Common Stock								67,253,456	I(3)	Willow Grove Holdings LP
Series N Common Stock								42,962	D
Series N Common Stock								225,954	I(4)	EJS-028 Trust
Series N Common Stock								190,591	I(5)	Shoen Family Revocable Trust
Common Stock								4,770	D
Common Stock								6,707	I(5)	Shoen Family Revocable Trust
Common Stock								880,127	I(3)	Blackwater Investments, Inc.
Common Stock								25,106	I(4)	EJS-028 Trust
Common Stock								7,562,884	I(3)	Willow Grove Holdings LP
Common Stock								1,324,000	I(3)	Clarendon Strategies, LLC
Common Stock								24,900	I(3)	SAC Holding Corporation

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. This Form 4 is being filed in connection with a sale by the MVS-029 Trust of 229,515 shares of Series N Common Stock to Blackwater Investments, Inc. ("Blackwater") in exchange for all of the outstanding equity interests in Holdfast Marine, LLC, which were valued for purposes of this transaction at approximately $11.8 million. Blackwater is a wholly owned subsidiary of Willow Grove Holdings, LP ("Willow Grove"), and MVS-029 Trust is a limited partner of Willow Grove. Accordingly, the Reporting Person may be deemed to have indirect beneficial ownership of the Series N Common Stock held by Blackwater and Willow Grove.

2. Includes shares held by the MVS-029 Trust, for which the Reporting Person is a trustee and one of the beneficiaries. The Reporting Person disclaims beneficial ownership of shares held by the MVS-029 Trust except to the extent of his pecuniary interest therein.

3. Willow Grove is owned and controlled by Foster Road LLC and various trusts associated with the Reporting Person and Edward J. Shoen. Foster Road LLC is the general partner of Willow Grove and is managed by the Reporting Person and Stuart Shoen. Blackwater is a wholly owned subsidiary of Willow Grove. Clarendon Strategies, LLC ("Clarendon") and SAC Holding Corporation ("SAC") are wholly owned subsidiaries of Blackwater. The Reporting Person disclaims beneficial ownership of shares held directly and indirectly by Willow Grove, Clarendon, Blackwater and SAC except to the extent of his pecuniary interest therein.

4. Includes shares held by the EJS-028 Trust for which the Reporting Person is an independent trustee. The Reporting Person disclaims beneficial ownership of shares held by the EJS-028 Trust and the filing of this Form 4 shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Exchange Act or for any other purpose.

5. Includes shares held by the Shoen Family Revocable Trust for which the Reporting Person is a trustee and the Reporting Person and his spouse are beneficiaries.

	/s/ Mark V. Shoen	09/22/2025
	** 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 Mark V. Shoen report for UHAL on this Form 4?

The Form 4 reports a restructuring of indirect ownership in U-Haul Series N Common Stock. MVS-029 Trust sold 229,515 shares to Blackwater Investments, Inc. in exchange for all equity in Holdfast Marine, LLC valued at approximately $11.8 million.

How many U-Haul Series N shares were transferred between related entities on this Form 4?

The filing shows 229,515 Series N Common shares moved from MVS-029 Trust to Blackwater Investments, Inc. This was part of a non-cash exchange where Blackwater delivered all equity interests in Holdfast Marine, LLC, valued at about $11.8 million.

Who are MVS-029 Trust and Blackwater Investments, Inc. in relation to U-Haul insider Mark V. Shoen?

MVS-029 Trust is a limited partner of Willow Grove Holdings LP, and Blackwater Investments, Inc. is a wholly owned subsidiary of Willow Grove. These entities are associated with Mark V. Shoen, who may be deemed to have indirect beneficial ownership through them.

Does Mark V. Shoen claim full beneficial ownership of the U-Haul shares in this Form 4?

No. The filing states that Shoen disclaims beneficial ownership of shares held directly and indirectly by entities such as MVS-029 Trust, Willow Grove, Clarendon, Blackwater and SAC, except to the extent of his pecuniary interest in those holdings.

What consideration was exchanged for the 229,515 U-Haul Series N shares in this insider transaction?

The 229,515 Series N Common shares were sold by MVS-029 Trust to Blackwater Investments, Inc. in exchange for all outstanding equity interests in Holdfast Marine, LLC. Those interests were valued for this transaction at approximately $11.8 million, according to the filing.