Jacobsen Matthew T 4
4 · WillScot Holdings Corp · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
WillScot (WSC) CFO Matthew Jacobsen Exercises Derivatives, Receives Awards
What Happened
CFO Matthew T. Jacobsen exercised/conversion of 2,729 derivative shares on Feb 24, 2026, and had 1,274 shares withheld to satisfy tax obligations (payment = $30,232 at $23.73/share). The filing also reports new equity awards granted the same day: 17,976 time‑based RSUs and 41,944 performance‑based PSUs. The exercises and tax withholding are routine compensation-related transactions rather than an open‑market sale.
Key Details
- Transaction date: February 24, 2026; Form 4 filed Feb 26, 2026 (appears timely).
- Derivative exercises/conversions: 603 shares and 2,126 shares (total 2,729 shares).
- Tax withholding (Disposition code F): 282 shares for $6,692 and 992 shares for $23,540 (totaling $30,232), representing shares surrendered to cover tax liabilities at $23.73/share.
- Net shares added (post-withholding): 2,729 exercised − 1,274 withheld = +1,455 net shares acquired.
- New grants: 17,976 RSUs (time‑based; vesting per footnote F4) and 41,944 PSUs (performance‑based; target PSUs per footnote F6).
- Footnotes: RSUs convert to common stock upon vesting (F1); several RSU grants have multi‑year vesting schedules (F2–F4); PSUs vest subject to performance metrics (F5–F6).
- No 10b5‑1 plan or late‑filing indication disclosed in the filing.
Context
- The derivative entries (code M) indicate conversions/exercises rather than open‑market purchases or discretionary sales. The shares withheld (code F) reflect tax withholding — a common administrative step following exercises or vesting.
- RSUs and PSUs are awards that vest in future periods (time‑ or performance‑based) and do not represent immediately tradable shares until vesting occurs.
- These transactions are typical compensation and tax‑related actions by an executive and should not be read as a standalone bullish or bearish signal.
Insider Transaction Report
Form 4
Jacobsen Matthew T
Chief Financial Officer
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-02-24+603→ 56,484 total - Tax Payment
Common Stock
2026-02-24$23.73/sh−282$6,692→ 56,202 total - Exercise/Conversion
Common Stock
[F1]2026-02-24+2,126→ 58,328 total - Tax Payment
Common Stock
2026-02-24$23.73/sh−992$23,540→ 57,336 total - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-02-24−603→ 11,770 total→ Common Stock (603 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-02-24−2,126→ 9,644 total→ Common Stock (2,126 underlying) - Award
Restricted Stock Units
[F1][F4]2026-02-24+17,976→ 27,620 total→ Common Stock (17,976 underlying) - Award
Performance Stock Units
[F5][F6]2026-02-24+41,944→ 68,467 total→ Common Stock (41,944 underlying)
Footnotes (6)
- [F1]Each 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.
- [F2]The Reporting Person was granted time-based restricted stock units ("RSUs") pursuant to a Restricted Stock Unit Agreement under the Issuer's 2020 Incentive Award Plan (the "RSU Agreement") on February 29, 2024, March 6, 2023, March 2, 2022, and March 4, 2021. The RSUs vest in four equal installments on each of the first four anniversaries of the relevant grant date, subject to the terms and conditions of the RSU Agreement.
- [F3]On February 24, 2025, the Reporting Person was granted 8,506 RSUs which vest annually in four equal installments on each of the first four anniversaries of the grant date subject to the terms and conditions of the Plan and the Restricted Stock Unit Award Agreement entered into between the Issuer and the Reporting Person.
- [F4]On February 24, 2026, the Reporting Person was granted 17,976 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 Award Agreement entered into between the Issuer and the Reporting Person.
- [F5]Each 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.
- [F6]On February 24, 2026, the Reporting Person was granted a target number of 41,944 PSUs which vest based on the achievement of certain company specific performance metrics.
Signature
Peter D. Fetzer as Attorney-in-Fact|2026-02-26