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WillScot signs interest rate swaps on $300M of debt

WSI will pay interest rates of 4.3451% and 4.3450% while receiving one-month term SOFR under swaps effective June 30, 2027.

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Form Type
8-K

Rhea-AI Filing Summary

WillScot Holdings Corp. (WSC) entered into two forward-starting interest rate swap agreements on November 6, 2026, relating to an aggregate $300 million of variable-rate debt under the ABL Facility. Both swaps are effective June 30, 2027, and mature June 30, 2030.

Its subsidiary, Williams Scotsman, Inc. (WSI), executed a $200 million swap with MUFG Bank, Ltd., under which WSI pays 4.3451% and receives one-month term SOFR. WSI also executed a $100 million swap with Capital One, N.A., paying 4.3450% and receiving one-month term SOFR. The agreements were designated and qualified as hedges of the company's exposure to changes in interest payment cash flows from variable interest rates on the ABL Facility.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Aggregate debt notional $300 million Variable-rate debt under the ABL Facility
MUFG swap notional amount $200 million Swap effective June 30, 2027
MUFG payment interest rate 4.3451% WSI pays this rate and receives one-month term SOFR
Capital One swap notional amount $100 million Swap effective June 30, 2027
Capital One payment interest rate 4.3450% WSI pays this rate and receives one-month term SOFR
forward-starting interest rate swap agreements financial
"two forward-starting interest rate swap agreements"
notional amount financial
"The swap has a notional amount of $200 million"
Notional amount is the headline value assigned to a financial contract used only to calculate payments or obligations, not the cash exchanged up front. For investors it shows the scale of exposure and potential risk from contracts tied to interest rates, currencies or other assets—think of it as the 'price tag' used to work out bills on a loan even when that full sum never actually changes hands.
one-month term SOFR financial
"variable interest rate equal to one-month term SOFR"
A one-month term SOFR is a benchmark interest rate that represents the average cost of borrowing cash overnight, packaged into a fixed rate that applies for a one-month period. Think of it as a short-term “thermometer” for secured lending costs: lenders and borrowers use it to price loans, floating-rate notes, and derivatives, so movements in one-month term SOFR directly affect borrowing costs, interest income and the market value of interest‑sensitive investments.
ABL Facility financial
"variable-rate debt under the ABL Facility"
An ABL facility is a line of credit where a company borrows money using its current assets—like accounts receivable, inventory or equipment—as the primary form of security. It works like a home equity line but tied to business assets: the more valuable and easily sold those assets are, the more the company can borrow. Investors watch ABLs because they affect a company’s liquidity, borrowing capacity and financial flexibility, and because repayments depend on the condition and turnover of the underlying assets.

FAQ

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

How much debt do WSC's new interest rate swaps cover?

The two swaps relate to an aggregate $300 million of variable-rate debt under the ABL Facility: $200 million with MUFG Bank, Ltd. and $100 million with Capital One, N.A.

What rates do WSC's new swaps pay and receive?

WSI pays 4.3451% under the $200 million MUFG Bank, Ltd. swap and 4.3450% under the $100 million Capital One, N.A. swap. WSI receives one-month term SOFR under both agreements.

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

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false000164708800016470882026-11-062026-11-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 9, 2026 (November 6, 2026)
WillScot_Logo_Master_R_Blue_RGB.jpg
WILLSCOT HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)

Delaware001-3755282-3430194
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
6400 East McDowell Road, Suite 300
Scottsdale, Arizona 85257

(Address, including zip code, of principal executive offices)

(480) 894-6311
(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.0001 per shareWSC
The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of         1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐





Item 8.01
Other Events

Williams Scotsman, Inc. (“WSI”) and certain other subsidiaries of WillScot Holdings Corporation are parties to an ABL Credit Agreement, dated as of July 1, 2020 (as amended through a seventh amendment, dated October 16, 2025, the “ABL Facility”), by and among WSI, the guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, collateral agent and swingline lender. On November 6, 2026, the Company entered into two forward-starting interest rate swap agreements with financial counterparties relating to an aggregate of $300 million in notional amount of variable-rate debt under the ABL Facility. On November 6, 2026, WSI executed an interest rate swap agreement with MUFG Bank, Ltd. that is effective June 30, 2027. The swap has a notional amount of $200 million and provides for WSI to pay an interest rate of 4.3451% and receive a variable interest rate equal to one-month term SOFR, with a maturity date of June 30, 2030. On November 6, 2026, WSI also executed an interest rate swap agreement with Capital One, N.A. that is effective June 30, 2027. The swap has a notional amount of $100 million and provides for WSI to pay an interest rate of 4.3450% and receive a variable interest rate equal to one-month term SOFR, with a maturity date of June 30, 2030. The swap agreements were designated and qualified as hedges of the Company’s exposure to changes in interest payment cash flows created by fluctuations in variable interest rates on the ABL Facility.



Item 9.01
Financial Statements and Exhibits

(d) Exhibits

Exhibit
No.
Exhibit Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document)





 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
WillScot Holdings Corporation
Dated: November 9, 2026
By:/s/ S. Gary Shullaw
Name: S. Gary Shullaw
Title: Senior Vice President, Chief Legal Officer, and Corporate Secretary
 


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