WillScot (WSC) director gets 9,499 shares, withholds 2,807 for taxes

Rhea-AI Filing Summary

WillScot Holdings Corp director Bradley Lee Soultz reported equity compensation activity involving restricted stock units and common shares. On March 1, 2026, 9,499 restricted stock units were exercised for 9,499 shares of common stock at a price of $0.00 per share. To cover tax obligations tied to this vesting, 2,807 common shares were withheld at a price of $21.61 per share, categorized as a tax-withholding disposition rather than an open-market sale. After these transactions, Soultz directly owned 325,133 common shares and also reported indirect ownership of additional common shares through the Ellen M. Soultz Irrevocable Trust and the Bradley L. Soultz Irrevocable Trust.

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^*

Soultz Bradley Lee

(Last) (First) (Middle)

6400 E MCDOWELL RD., 3RD FLOOR

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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
Common Stock	03/01/2026		M		9,499	A	(1)	327,940	D
Common Stock	03/01/2026		F		2,807	D	$21.61	325,133	D
Common Stock								244,225	I	By Ellen M. Soultz Irrevocable Trust
Common Stock								418,376	I	By Bradley L. Soultz Irrevocable Trust

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)	03/01/2026		M			9,499	(2)	(2)	Common Stock	9,499	$0	23,154	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 March 1, 2022, the Reporting Person was granted 37,996 RSUs which vest in four equal installments on each of the first four anniversaries of the grant date subject to the terms and conditions of the previously disclosed Plan and the Restricted Stock Unit Agreement entered into between the Issuer and the Reporting Person.

	/s/ Peter D. Fetzer as Attorney-in-Fact	03/01/2026
	** 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 did Bradley Lee Soultz report in his latest WillScot (WSC) Form 4?

Bradley Lee Soultz reported equity compensation activity involving restricted stock units and common stock. RSUs vested into 9,499 common shares, and 2,807 shares were withheld at $21.61 per share to satisfy tax obligations, leaving him with 325,133 common shares held directly.

How many WillScot (WSC) restricted stock units vested for Bradley Lee Soultz?

9,499 restricted stock units vested for Bradley Lee Soultz into 9,499 common shares at $0.00 per share. These RSUs were part of a 37,996-unit grant from March 1, 2022 that vests in four equal annual installments under the company’s equity incentive plan.

How many WillScot (WSC) shares were withheld for taxes and at what price?

To cover tax liabilities on the RSU vesting, 2,807 WillScot common shares were withheld at $21.61 per share. This transaction was coded as a tax-withholding disposition, meaning it reflects shares delivered for taxes rather than an open-market sale by the director.

What is Bradley Lee Soultz’s direct WillScot (WSC) share ownership after these transactions?

Following the RSU conversion and tax withholding, Bradley Lee Soultz directly owned 325,133 WillScot common shares. This direct holding reflects the net result after receiving 9,499 shares from vested RSUs and delivering 2,807 shares to satisfy related tax obligations on March 1, 2026.

What indirect WillScot (WSC) holdings are reported for trusts associated with Bradley Lee Soultz?

The filing reports indirect ownership of WillScot common shares through two trusts. The Ellen M. Soultz Irrevocable Trust held 244,225 common shares, and the Bradley L. Soultz Irrevocable Trust held 418,376 common shares, both listed as indirect holdings associated with Bradley Lee Soultz.

What were the original terms of Bradley Lee Soultz’s WillScot (WSC) RSU grant?

On March 1, 2022, Bradley Lee Soultz received a grant of 37,996 time-based RSUs. These units vest in four equal installments on each of the first four anniversaries of the grant date, subject to the company’s equity plan and a restricted stock unit agreement.