WillScot Holdings Corp (WSC) CAO receives RSU and PSU grants

Rhea-AI Filing Summary

WillScot Holdings Corp Chief Accounting Officer Carisa A.P. Bianchi reported equity awards in the form of stock units. On February 24, 2026, she acquired 13,316 time-based restricted stock units (RSUs), each representing a right to receive one share of common stock or its cash equivalent upon vesting.

These RSUs vest in three equal annual installments on each of the first three anniversaries of the grant date, subject to plan and award agreement terms. She was also granted a target of 6,658 performance-based stock units (PSUs), which vest based on achievement of specified company performance metrics.

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^*

Bianchi Carisa A.P.

(Last) (First) (Middle)

6400 E MCDOWELL RD.

STE 300

(Street)

SCOTTSDALE AZ 85257

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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

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
Restricted Stock Units	(1)	02/24/2026		A		13,316		(2)	(2)	Common Stock	13,316	$0	13,316	D
Performance Stock Units	(3)	02/24/2026		A		6,658		(4)	(4)	Common Stock	6,658	$0	6,658	D

Explanation of Responses:

1. Each time-based restricted stock unit ("RSU") represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share, or its cash equivalent.

2. On February 24, 2026, the Reporting Person was granted 13,316 RSUs which vest annually in three equal installments on each of the first three anniversaries of the grant date subject to the terms and conditions of the Plan and the Restricted Stock Unit Agreement entered into between the Issuer and the Reporting Person.

3. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share, or its cash equivalent.

4. On February 24, 2026, the Reporting Person was granted a target number of 6,658 PSUs which vest based on the achievement of certain company specific performance metrics.

	Peter D. Fetzer as Attorney-in-Fact	02/26/2026
	** 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 equity awards were reported for WSC executive Carisa Bianchi?

WillScot Holdings Corp Chief Accounting Officer Carisa A.P. Bianchi reported equity awards consisting of 13,316 restricted stock units and a target of 6,658 performance stock units, each tied to one share of common stock or its cash equivalent upon vesting.

How many restricted stock units did WSC grant to its Chief Accounting Officer?

WillScot Holdings Corp granted 13,316 time-based restricted stock units to its Chief Accounting Officer. These units vest in three equal annual installments on each of the first three anniversaries of the February 24, 2026 grant date, subject to plan and agreement conditions.

What are the vesting terms of the RSUs granted to WSC executive Carisa Bianchi?

The 13,316 RSUs granted to Carisa A.P. Bianchi vest annually in three equal installments. Vesting occurs on each of the first three anniversaries of the February 24, 2026 grant date, subject to the company equity plan and a restricted stock unit agreement.

What performance stock units did WillScot Holdings grant its Chief Accounting Officer?

WillScot Holdings Corp granted Carisa A.P. Bianchi a target number of 6,658 performance-based restricted stock units. Each PSU represents a right to one share of common stock or its cash equivalent, vesting based on achievement of specified company performance metrics under the applicable plan.

Do the WSC RSU and PSU awards involve any cash payment by the executive?

The reported RSU and PSU grants to Carisa A.P. Bianchi show a transaction price per unit of $0.00. Each unit represents a contingent right to receive one share of WillScot common stock, or its cash equivalent, upon satisfaction of the applicable vesting conditions.