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WillScot Holdings Corp·4

Feb 26, 9:59 PM ET

Soultz Bradley Lee 4

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WillScot (WSC) Director Bradley Soultz Exercises Awards, Withholds Shares

What Happened
Bradley Soultz, a director of WillScot Holdings Corp (WSC), converted performance/restricted equity awards into 23,153 common shares in February 2026. To satisfy tax withholding obligations, 7,261 of those shares were surrendered (disposed) for total withholding proceeds of about $170,080 (three withholdings at $22.81 and $23.73). Separately, on December 11, 2025, Soultz transferred 50,000 shares into the Ellen M. Soultz Irrevocable Trust for no consideration — a change in form of ownership that the filing says is exempt under Rule 16a-13 and does not change his pecuniary interest.

Key Details

  • Transaction dates: conversions/exercises on 2026-02-22 and 2026-02-24; trust transfer on 2025-12-11. Form filed 2026-02-26.
  • Shares converted/acquired: 6,933; 6,651; and 9,569 — total 23,153 shares.
  • Shares withheld/disposed for taxes: 2,416 @ $22.81 (≈ $55,109); 1,965 @ $23.73 (≈ $46,629); 2,880 @ $23.73 (≈ $68,342) — total withheld 7,261 shares (~$170,080).
  • Net shares received after withholding: 15,892 shares.
  • Footnotes: F1 clarifies the 50,000-share transfer to an irrevocable trust is exempt and did not change economic interest; F2–F5 describe RSU/PSU award mechanics and prior PSU grants that underlie these conversions.
  • Filing timeliness: Form 4 was filed 2026-02-26. The Dec. 11, 2025 trust transfer is reported as exempt under Rule 16a-13; the February conversions were reported promptly on the Feb. 26 filing.

Context

  • These were award conversions (PSU/RSU vesting and conversion), not open-market sales or purchases. The withheld shares were used to satisfy tax liabilities (a common, non-cashless method to cover withholding).
  • Transfers to a family irrevocable trust are generally administrative and, per the footnote, did not alter Soultz’s economic interest — such transfers are not typically interpreted as a market signal.
  • No indication here of an open-market purchase or large sale by the director; this filing mainly documents equity award vesting and routine tax withholding.