Bradley Lee Soultz - Dec 4, 2024 Form 4 Insider Report for WillScot Holdings Corp (WSC)

Signature
/s/ Hezron T. Lopez as Attorney-in-Fact
Stock symbol
WSC
Transactions as of
Dec 4, 2024
Transactions value $
$0
Form type
4
Date filed
12/5/2024, 05:01 PM
Previous filing
Nov 14, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WSC Common Stock Gift $0 -71.4K -51.15% $0.00 68.2K Dec 4, 2024 Direct F1
holding WSC Common Stock 179K Dec 4, 2024 By Ellen M. Soultz Irrevocable Trust
holding WSC Common Stock 406K Dec 4, 2024 By Bradley L. Soultz Irrevocable Trust

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding WSC Performance Stock Units 528K Dec 4, 2024 Common Stock 528K Direct F2, F3
holding WSC Restricted Stock Units 82.1K Dec 4, 2024 Common Stock 82.1K Direct F4, F5
holding WSC Stock Options (right to buy) 408K Dec 4, 2024 Common Stock 408K $13.60 By Ellen M Soultz Irrevocable Trust F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This transaction is a gift of 71,446 shares by the reporting person to The Brad and Ellen Soultz Foundation, a charitable foundation. The reporting person is a member of the board of directors of the recipient charitable foundation and shares voting and investment power over, but has no pecuniary interest in, the assets of the charitable foundation.
F2 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.
F3 The Reporting Person was granted PSUs pursuant to a Performance-Based Restrictive Stock Unit Agreement, by and between the Reporting Person and the Issuer, dated as of September 7, 2021 (the "Performance-Based RSU Agreement"). Portions of the PSUs vest on the achievement of the relative total stockholder return ("TSR") of the Issuer's common stock as compared to the TSR of the constituents of the S&P Mid Cap 400 Index at the grant date over a specified measurement period, subject to the terms and conditions of the WillScot Mobile Mini Holdings Corp. 2020 Incentive Award Plan (the "Plan") and the Performance-Based RSU Agreement.
F4 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.
F5 The Reporting Person was granted RSUs pursuant to an Amended and Restated Employment Agreement, by and between the Issuer and the Reporting Person dated as of September 7, 2021. The RSUs vest in three equal installments on each of the first three anniversaries of the relevant grant date, subject to the terms and conditions of the Plan and the Restricted Stock Unit Agreement entered into by and between the Reporting Person and the Issuer.
F6 The stock options (the "Options") reported on this Form 4 represent the right upon vesting to buy shares of the Issuer's Common Stock pursuant to the terms and conditions of the Plan and the Nonqualified Stock Option Award Agreement entered into between the Issuer and the Reporting Person as of March 20, 2018 (the "Award Agreement"). The Options vested in equal installments on each of the first four anniversaries of the grant date subject to the terms and conditions of the Plan and Award Agreement.
F7 The Reporting Person made a transfer to an irrevocable trust, of which immediate family members of the Reporting Person are the sole trustees.