Gary Lindsay - 18 May 2021 Form 4 Insider Report for Target Hospitality Corp. (TH)

Role: Director
Signature: /s/ Heidi D. Lewis, as Attorney-in-Fact on behalf of Gary Lindsay
Issuer symbol: TH
Transactions as of: 18 May 2021
Net transactions value: $0
Form type: 4
Filing time: 20 May 2021, 16:40:57 UTC
Next filing: 15 Jun 2021
SEC: View on sec.gov

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
transaction	TH	Restricted Stock Units	Award	$0	+38,462		$0.000000	38,462	18 May 2021	Common Stock	38,462		Direct	F1, F2
transaction	TH	Restricted Stock Units	Other	$0	-38,462	-100%	$0.000000^*	0	18 May 2021	Common Stock	38,462		Direct	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share ("Common Stock"), or its cash equivalent.
F2	On May 18, 2021, the Reporting Person was granted 38,462 restricted stock units which vest in full on the first anniversary of the grant date or, if earlier, the date of the first annual meeting of the stockholders of the Issuer following the grant date, subject to the terms and conditions of the previously disclosed Target Hospitality Corp. 2019 Incentive Award Plan and the award agreement. Subject to certain exceptions, vested shares will be delivered upon separation of service from the Board of Directors of the Issuer.
F3	Immediately following the grant of the restricted stock units, Mr. Lindsay transferred the restricted stock units to Arrow Holdings S.a r.l ("Arrow"), which holds certain securities of Target Hospitality Corp. on behalf of TDR Capital II Holdings LP, the investment fund managed by TDR Capital LLP. Upon transfer to Arrow, the restricted stock units will vest in accordance with the same terms and conditions of the initial grant.