[Form 4] U-Haul Holding Co /NV/ Insider Trading Activity

Rhea-AI Filing Summary

Insider transaction involving Edward J. Shoen at U-Haul Holding Co. The filing reports that on 09/18/2025 the MVS-029 Trust sold 229,515 shares of Series N Common Stock to Blackwater Investments, Inc. in exchange for all outstanding equity interests in Holdfast Marine, LLC, valued at approximately $11.8 million. The reported exchange increased the reporting person’s pecuniary interest in the transferred shares by about 86,481 shares. The report lists multiple holdings held directly or indirectly through entities including Willow Grove Holdings LP, Blackwater Investments, Clarendon Strategies, the EJS-028 Trust and an ESOP Trust Fund, and disclaims beneficial ownership except to the extent of Shoen’s pecuniary interest.

Positive

• Transaction executed for meaningful consideration: Series N shares exchanged for Holdfast Marine equity valued at approximately $11.8 million.
• Pecuniary interest increased: The reporting person’s economic exposure rose by about 86,481 shares following the transaction.

Negative

• Complex indirect ownership: Significant holdings are held through multiple affiliated entities (Willow Grove, Blackwater, Clarendon, trusts), complicating clear beneficial ownership.
• Beneficial ownership largely disclaimed: Reporting person disclaims ownership of shares held by affiliated entities except to the extent of pecuniary interest, limiting clarity on voting/control implications.

Insights

Corporate Governance Expert

TL;DR: A non-cash exchange shifted Series N shares into affiliated entities, increasing the reporting person’s pecuniary interest by ~86,481 shares.

The Form 4 documents a structured corporate transfer: 229,515 Series N shares were exchanged for Holdfast Marine, LLC equity valued at ~$11.8M, routed through Blackwater and Willow Grove vehicles. The filing emphasizes indirect ownership and disclaimers, indicating complex family/affiliate ownership and control layers. For governance, the key points are the in-kind consideration, concentration of control through affiliated entities, and the reporting person’s preserved pecuniary exposure rather than clear direct ownership expansion.

M&A / Transactions Specialist

TL;DR: Transaction appears to be an asset-for-equity exchange between related parties, not an open-market sale.

The disclosure shows a share-for-asset swap: Series N shares transferred to Blackwater in return for Holdfast Marine equity valued at ~$11.8M. This is an intra-group, strategic transfer rather than a liquidity-driven disposition. It increased the reporting person’s economic interest by ~86,481 shares, suggesting redistribution of economic exposure among affiliated entities. Material consideration and related-party structure merit attention for valuation transparency and potential tax or consolidation implications.

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
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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^*

SHOEN EDWARD J

(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)

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

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		P		229,515	A	(1)	8,150,658	I(2)	Blackwater Investments, Inc.
Series N Common Stock								67,253,456	I(2)	Willow Grove Holdings LP
Series N Common Stock								609.032	D
Series N Common Stock								225,954	I(3)	EJS-028 Trust
Series N Common Stock								158.308	I(4)	ESOP Trust Fund
Common Stock								47.125	D
Common Stock								880,127	I(2)	Blackwater Investments, Inc.
Common Stock								25,106	I(3)	EJS-028 Trust
Common Stock								7,562,884	I(2)	Willow Grove Holdings LP
Common Stock								1,324,000	I(2)	Clarendon Strategies, LLC
Common Stock								24,900	I(2)	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 the EJS-028 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, but only to the extent of his pecuniary interest therein. The reported transaction increased the Reporting Person's pecuniary interest in the transferred shares by approximately 86,481 shares. The Reporting Person disclaims beneficial ownership of shares held by the EJS-028 Trust, Blackwater and Willow Grove, except to the extent of his pecuniary interest therein.

2. Willow Grove is owned and controlled by Foster Road LLC and various trusts associated with the Reporting Person and Mark V. Shoen. Foster Road LLC is the general partner of Willow Grove and is managed by Mark V. Shoen 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.

3. Includes shares held by the EJS-028 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 EJS-028 Trust except to the extent of his pecuniary interest therein.

4. Includes shares held by the ESOP Trust Fund for which the Reporting Person is the beneficiary. The Reporting Person disclaims beneficial ownership of shares held by the ESOP Trust Fund except to the extent of his pecuniary interest therein.

	/s/ Edward J. 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.
* 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 transaction did Edward J. Shoen report on Form 4 for UHAL?

The Form 4 reports that on 09/18/2025 the MVS-029 Trust sold 229,515 shares of Series N Common Stock to Blackwater Investments, Inc. in exchange for all outstanding equity interests in Holdfast Marine, LLC valued at about $11.8 million.

How did the transaction affect Shoen’s ownership stake?

The filing states the reported transaction increased the reporting person’s pecuniary interest in the transferred shares by approximately 86,481 shares.

Which entities hold shares indirectly according to the filing?

The filing lists indirect holdings through Willow Grove Holdings LP, Blackwater Investments, Inc., Clarendon Strategies, LLC, the EJS-028 Trust, and an ESOP Trust Fund.

Was cash involved in the reported transaction?

No cash sale is reported; the transaction was an exchange of Series N shares for equity interests in Holdfast Marine, LLC valued at approximately $11.8 million.

Does the reporting person claim direct beneficial ownership of all listed shares?

No. The reporting person disclaims beneficial ownership of shares held by affiliated entities and trusts except to the extent of his pecuniary interest therein.