WillScot director granted 6,317 restricted shares

Owen Rebecca L reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Owen Rebecca L reported acquisition or exercise transactions in this Form 4 filing.

WillScot Holdings Corp director Rebecca L. Owen received a grant of 6,317 shares of restricted common stock as part of the company’s annual compensation program for non-executive directors. The award was made at no cash cost to her and increases her direct holdings to 46,775 shares. Under the 2020 Incentive Award Plan and the related award agreement, all restrictions on these shares are scheduled to lapse in full one year from the grant date, subject to the plan’s terms and conditions.

Insider Trade Summary

Grant/Award: 6,317 shares

Grant/Award 1 txn

Insider Owen Rebecca L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,317	$0.00	$0.00

Holdings After Transaction: Common Stock — 46,775 shares (Direct)

Footnotes (1)

1. F1. Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan and a Restricted Stock Award Agreement between the Issuer and Ms. Owen. These shares comprise part of the Issuer's annual compensation program for non-executive directors and, subject to the terms and conditions of such plan and award agreement, the restrictions on these shares lapse in full one year from the grant date.

Key Figures

Restricted stock grant: 6,317 shares Grant price: $0.00 per share Shares held after grant: 46,775 shares +1 more

4 metrics

Restricted stock grant 6,317 shares Equity award to non-executive director

Grant price $0.00 per share Compensation award, not market purchase

Shares held after grant 46,775 shares Director’s direct common stock holdings

Vesting period 1 year from grant date Restrictions lapse in full after one year

Key Terms

Restricted stock, 2020 Incentive Award Plan, Restricted Stock Award Agreement, non-executive directors

4 terms

Restricted stock financial

"Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2020 Incentive Award Plan financial

"Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan"

Restricted Stock Award Agreement financial

"and a Restricted Stock Award Agreement between the Issuer and Ms. Owen"

A restricted stock award agreement is a legal contract that grants someone company shares that are subject to limits — for example, they may only become fully owned after working at the company for a set time, meeting performance goals, or otherwise satisfying conditions. For investors, these agreements matter because they shape insider incentives, future share dilution when restrictions lift, and company compensation costs; think of it like a gift locked in a box that opens only after certain conditions are met.

non-executive directors financial

"These shares comprise part of the Issuer's annual compensation program for non-executive directors"

Non-executive directors are board members who do not work for the company day-to-day but oversee management, like an independent referee watching a game rather than playing. They matter to investors because they provide impartial checks on executive decisions, help shape long-term strategy, monitor risks and financial reporting, and guard shareholder interests—contributing to better governance and reducing the chance of mismanagement or conflicts of interest.

FAQ

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

What insider transaction did WillScot (WSC) report for Rebecca L. Owen?

WillScot reported that director Rebecca L. Owen received 6,317 shares of restricted common stock. The award is part of the company’s annual compensation program for non-executive directors under the 2020 Incentive Award Plan and involved no cash purchase.

How many WillScot (WSC) shares does Rebecca L. Owen hold after this grant?

After the restricted stock grant, Rebecca L. Owen directly holds 46,775 shares of WillScot common stock. This total includes the newly awarded 6,317 restricted shares granted under the company’s 2020 Incentive Award Plan for non-executive directors.

What are the vesting terms of Rebecca L. Owen’s new WillScot restricted shares?

The 6,317 restricted shares granted to Rebecca L. Owen vest when restrictions lapse in full one year from the grant date. Vesting is subject to the terms and conditions of WillScot’s 2020 Incentive Award Plan and the specific Restricted Stock Award Agreement.

Was there any purchase price for Rebecca L. Owen’s WillScot stock award?

The filing shows a grant price of $0.00 per share for the 6,317 restricted shares. This indicates the award was part of equity-based compensation, not an open-market purchase, aligning with WillScot’s annual program for non-executive directors.

Under which plan was Rebecca L. Owen’s WillScot restricted stock granted?

The restricted stock was granted under the WillScot Holdings Corp. 2020 Incentive Award Plan. A specific Restricted Stock Award Agreement between the company and Rebecca L. Owen governs the grant’s terms, including vesting and conditions for restrictions to lapse.

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

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Accepted by SEC EDGAR 06/08/2026 - 05:34 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^*

Owen Rebecca L

(Last) (First) (Middle)

6400 E MCDOWELL RD., 3RD FLOOR

(Street)

SCOTTSDALE ARIZONA 85257

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
WillScot Holdings Corp [ WSC ]

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)
06/04/2026

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	06/04/2026		A		6,317(1)	A	$0	46,775	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. Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan and a Restricted Stock Award Agreement between the Issuer and Ms. Owen. These shares comprise part of the Issuer's annual compensation program for non-executive directors and, subject to the terms and conditions of such plan and award agreement, the restrictions on these shares lapse in full one year from the grant date.

	/s/ Peter D. Fetzer as Attorney-in-Fact	06/08/2026
	** 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)