| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Dowhaniuk Brendan | EVP, Strategy & Corp. Dev. | 9320 LAKESIDE BLVD., STE 300, THE WOODLANDS | /s/ Heidi D. Lewis, as Attorney-in-Fact on behalf of Brendan Dowhaniuk | 26 Feb 2026 | 0002046130 |
| 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 | +25,289 | +81% | $0.000000 | 56,539 | 25 Feb 2026 | Common Stock | 25,289 | Direct | F1, F2, F3 | |
| transaction | TH | Performance Stock Units | Award | $0 | +300,000 | $0.000000 | 300,000 | 25 Feb 2026 | Common Stock | 300,000 | Direct | F1, F4, F5 |
| Id | Content |
|---|---|
| F1 | Each Restricted Stock Unit ("RSU") or 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 ("Common Stock") or its cash equivalent. |
| F2 | On February 25, 2026, the Reporting Person was granted 25,289 RSUs which vest in four equal annual installments on each of the first four anniversaries of the grant date beginning February 25, 2027, subject to the terms and conditions of the previously disclosed Target Hospitality Corp. 2019 Incentive Award Plan, as amended (the "Plan") and the RSU agreement entered into between the Issuer and the Reporting Person. |
| F3 | Total includes, in addition to 25,289 RSUs granted on February 25, 2026, unvested RSUs from the following grant: 31,250 RSUs granted on February 27, 2025 which vest in four annual installments on each of the first four anniversaries of the grant date beginning on February 27, 2026. Awards are subject to the terms of the respective RSU award agreements and subject to the Plan. |
| F4 | On February 25, 2026, the Reporting Person was granted a maximum number of 300,000 PSUs pursuant to a PSU Agreement, by and between the Reporting Person and the Issuer, dated as of February 25, 2026 (the "PSU Agreement"). The actual number of PSUs that shall vest and become unrestricted may range from 0 to 300,000 PSUs based on criteria described in footnote 5 to this Form 4, subject to the terms and conditions of the Plan and the PSU Agreement. |
| F5 | The target number of PSUs reported herein vest upon the Issuer's Common Stock achieving certain volume weighted average prices during any 60 consecutive calendar day period (the "Measurement Periods"). The actual number of PSUs earned are cumulative and may vary according to achievement of agreed Common Stock price targets ranging from $20.00 to $30.00 during each annual Measurement Period, pursuant to the PSU Agreement and subject to the terms and conditions of the Plan. The cumulative number of PSUs earned vest and become unrestricted on June 30, 2028 or upon the occurrence of certain other events as provided in the PSU Agreement. |