Schlacks Jabbok 4

4 · EquipmentShare.com Inc · Filed Jan 27, 2026

Research Summary

AI-generated summary of this filing

Updated Jan 27, 2026

EquipmentShare (EQPT) 10% Owner Schlacks Jabbok Receives Awards

What happened

Schlacks Jabbok (reported as a 10% owner / managing member of related holding entities) reported a complex series of non‑cash transactions on January 26, 2026. These transactions consist mainly of corporate reclassifications/conversions and awards of derivative securities, not open‑market buys or sales.
Key numbers in the filing: grant/award of 18,784,472 derivative shares (A); grant of 18,321,644 Performance Stock Units (PSUs) (A) (contingent on stock‑price hurdles per footnote F9); and several zero‑dollar derivative grants/dispositions (including 1,687,832 shares shown at $0.00). The filing also shows dispositions to the issuer of 18,784,472 shares and 1,687,832 shares (D) that appear tied to the reclassification/exchange process. No cash consideration is reported.

Key details

Transaction date: January 26, 2026.
Prices reported: most entries show N/A or $0.00 — these were reclassifications, conversions and awards, not cash purchases/sales.
Major items reported:
- 18,784,472 shares — granted as derivative (A) and also shown as disposed to issuer (D) as part of the exchange/reclassification mechanics.
- 18,321,644 Performance Stock Units (PSUs) — contingent right to receive up to 18,321,644 Class B shares upon vesting and meeting stock‑price hurdles (F9).
- 1,687,832 shares — shown as $0.00 disposition and $0.00 acquisition (derivative), and a corresponding disposition to issuer (D) and grant (A) — part of the reclassification/exchange steps.
- Numerous other J‑code “other acquisition/disposition” entries reflecting the reclassification/conversion of Common and Preferred stock into Class A, then conversion to Class B (see footnotes F1–F3).
Shares owned after the transactions: not specified in the provided summary of the filing (filing did not disclose a consolidated post‑transaction beneficial ownership total in the data you supplied).
Notable footnotes:
- F1–F3: Corporate reclassification (Common → Class A) and automatic conversion to Class B under an exchange agreement (one‑for‑one).
- F4–F5: Reporting person is a managing member of related holding entities and disclaims beneficial ownership of those entity‑held shares except to the extent of any pecuniary interest.
- F8: Stock options referenced in the filing are fully vested.
- F9: PSUs (18,321,644) are contingent and payable based on achievement of stock‑price hurdles.
Filing timeliness: the filing lists the report period as 2026‑01‑26 and was filed 2026‑01‑27; no late‑filing flag (transactionTimeliness = 'L') was provided in the material you supplied.

Context

These entries are largely corporate reclassifications, conversions and awards — typical in reorganizations or equity restructurings — and do not represent open‑market buying or selling that would directly signal market sentiment. The large PSU grant is a contingent compensation/long‑term incentive (payable only if performance hurdles are met). As a reported 10% owner who acts through holding entities, the reporter also disclaims direct beneficial ownership of entity‑held shares except for any pecuniary interest (F4/F5).

Insider Transaction Report

Form 4

Period: 2026-01-26

EquipmentShare.com IncEQPT

Schlacks Jabbok

DirectorCo-Founder & CEOOther

Transactions

Other
Common Stock
[F1]
2026-01-26−18,756,080→ 0 total
Other
Class A Common Stock
[F1]
2026-01-26+18,756,080→ 18,756,080 total
Other
Class A Common Stock
[F2]
2026-01-26+28,392→ 18,784,472 total
Disposition to Issuer
Class A Common Stock
[F3]
2026-01-26−18,784,472→ 0 total
Other
Common Stock
[F1][F4]
2026-01-26−2,807,882→ 0 total(indirect: By LLC)
Other
Class A Common Stock
[F1][F4]
2026-01-26+2,807,882→ 2,807,882 total(indirect: By LLC)
Other
Class A Common Stock
[F2][F1][F4]
2026-01-26+10,784,381→ 13,592,263 total(indirect: By LLC)
Other
Class A Common Stock
[F2][F1][F5]
2026-01-26+714,285→ 714,285 total(indirect: By LLC)
Other
Series C-1 Preferred Stock
[F2][F6]
2026-01-26−28,392→ 0 total
→ Class A Common Stock (28,392 underlying)
Other
Series A-1 Preferred Stock
[F2][F6][F4]
2026-01-26−3,897,223→ 0 total(indirect: By LLC)
→ Class A Common Stock (3,897,223 underlying)
Other
Series A-2 Preferred Stock
[F2][F6][F4]
2026-01-26−51,168→ 0 total(indirect: By LLC)
→ Class A Common Stock (51,168 underlying)
Other
Series C-2 Preferred Stock
[F2][F6][F4]
2026-01-26−785,715→ 0 total(indirect: By LLC)
→ Class A Common Stock (785,715 underlying)
Other
Series D Preferred Stock
[F2][F6][F4]
2026-01-26−6,050,275→ 0 total(indirect: By LLC)
→ Class A Common Stock (6,050,275 underlying)
Other
Series D Preferred Stock
[F2][F6][F5]
2026-01-26−714,285→ 0 total(indirect: By LLC)
→ Class A Common Stock (714,285 underlying)
Award
Class B Common Stock
[F3][F7]
2026-01-26+18,784,472→ 18,784,472 total
→ Class A Common Stock (18,784,472 underlying)
Other
Stock Option (Right to Buy)
[F1][F8]
2026-01-26−1,687,832→ 0 total
Exercise: $4.22Exp: 2031-06-15→ Common Stock (1,687,832 underlying)
Other
Stock Option (Right to Buy)
[F1][F8]
2026-01-26+1,687,832→ 1,687,832 total
Exercise: $4.22Exp: 2031-06-15→ Class A Common Stock (1,687,832 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
[F3][F8]
2026-01-26−1,687,832→ 0 total
Exercise: $4.22Exp: 2031-06-15→ Class A Common Stock (1,687,832 underlying)
Award
Stock Option (Right to Buy)
[F3][F8]
2026-01-26+1,687,832→ 1,687,832 total
Exercise: $4.22Exp: 2031-06-15→ Class B Common Stock (1,687,832 underlying)
Award
Performance Stock Units
[F9]
2026-01-26+18,321,644→ 18,321,644 total
→ Class B Common Stock (18,321,644 underlying)

Footnotes (9)

[F1]Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock was reclassified into one share of Class A Common Stock (the "Reclassification"). No adjustments were made to the number of shares or exercise price of stock options held by the reporting person.
[F2]Pursuant to the Reclassification, each share of Preferred Stock was reclassified into one share of Class A Common Stock.
[F3]Pursuant to an exchange agreement entered into between the reporting person and the Issuer, immediately following the Reclassification, each share of Class A Common Stock held by the reporting person was automatically converted into a share of Class B Common Stock, on a one-for-one basis.
[F4]The reporting person is a managing member of EQS Heritage Holdings LLC and, jointly with William John Schlacks, has controlling voting and dispositive power with regard to the shares held by the entity. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
[F5]The reporting person is a managing member of EQS Legacy Holdings LLC and, jointly with William John Schlacks, has controlling voting and dispositive power with regard to the shares held by the entity. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
[F6]Each share of Preferred Stock is convertible into Class A Common Stock on a one-for-one basis and has no expiration date.
[F7]Each share of Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the reporting person. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on a one-for-one basis upon any transfer of such share, except for certain permitted transfers described in the Issuer's Amended and Restated Certificate of Formation. Shares of Class B Common Stock do not expire.
[F8]The stock options are fully vested.
[F9]Represents the grant to the reporting person of 18,321,644 Performance Stock units. The Performance Stock Units represent the contingent right to receive, upon vesting and settlement, up to 18,321,644 shares of Class B Common Stock. The actual number of shares of Class B Common Stock to be issued upon vesting of such Performance Stock Units will be determined based on, and will be contingent upon, the achievement of stock price hurdles.

Signature

/s/John Griffin, as attorney-in-fact for Jabbok Schlacks|2026-01-27

Documents

1 file

4
dp240394_4-jschlacks.xmlPrimary
FORM 4