WillScot (WSC) director Sagansky receives 6,317 restricted shares as annual award

Rhea-AI Filing Summary

SAGANSKY JEFFREY reported acquisition or exercise transactions in this Form 4 filing.

WillScot Holdings Corp director Jeffrey Sagansky received 6,317 shares of restricted common stock as part of the company’s annual compensation program for non-executive directors. The grant was made at no cash cost and vests in full one year from the grant date, bringing his direct holdings to 2,421,533 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider SAGANSKY JEFFREY

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,317	$0.00	--

Holdings After Transaction: Common Stock — 2,421,533 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Restricted stock grant: 6,317 shares Grant price: $0.0000 per share Post-transaction holdings: 2,421,533 shares +1 more

4 metrics

Restricted stock grant 6,317 shares Restricted common stock awarded to director as compensation

Grant price $0.0000 per share Reported transaction price for restricted stock grant

Post-transaction holdings 2,421,533 shares Director’s direct common stock holdings after the grant

Vesting period One year Restrictions lapse in full one year from grant date

Key Terms

Restricted stock, 2020 Incentive Award Plan, Restricted Stock Award Agreement, annual compensation program, +1 more

5 terms

Restricted stock financial

"Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2020 Incentive Award Plan financial

"Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan"

Restricted Stock Award Agreement financial

"and a Restricted Stock Award Agreement between the Issuer and Mr. Sagansky"

A restricted stock award agreement is a legal contract that grants someone company shares that are subject to limits — for example, they may only become fully owned after working at the company for a set time, meeting performance goals, or otherwise satisfying conditions. For investors, these agreements matter because they shape insider incentives, future share dilution when restrictions lift, and company compensation costs; think of it like a gift locked in a box that opens only after certain conditions are met.

annual compensation program financial

"These shares comprise part of the Issuer's annual compensation program for non-executive directors"

non-executive directors financial

"These shares comprise part of the Issuer's annual compensation program for non-executive directors"

Non-executive directors are board members who do not work for the company day-to-day but oversee management, like an independent referee watching a game rather than playing. They matter to investors because they provide impartial checks on executive decisions, help shape long-term strategy, monitor risks and financial reporting, and guard shareholder interests—contributing to better governance and reducing the chance of mismanagement or conflicts of interest.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SAGANSKY JEFFREY

(Last) (First) (Middle)

6400 E MCDOWELL RD., 3RD FLOOR

(Street)

SCOTTSDALE ARIZONA 85257

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
WillScot Holdings Corp [ WSC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/04/2026		A		6,317(1)	A	$0	2,421,533	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock granted pursuant to the WillScot Holdings Corp. 2020 Incentive Award Plan and a Restricted Stock Award Agreement between the Issuer and Mr. Sagansky. These shares comprise part of the Issuer's annual compensation program for non-executive directors and, subject to the terms and conditions of such plan and award agreement, the restrictions on these shares lapse in full one year from the grant date.

	/s/ Peter D. Fetzer as Attorney-in-Fact	06/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did WillScot (WSC) director Jeffrey Sagansky report in this Form 4?

Jeffrey Sagansky reported receiving 6,317 shares of WillScot common stock as a restricted stock grant. This award is part of the company’s annual compensation program for non-executive directors and was granted at no cash cost to him.

How many WillScot (WSC) shares does Jeffrey Sagansky hold after this grant?

After the restricted stock grant, Jeffrey Sagansky holds 2,421,533 shares of WillScot common stock directly. This figure includes the newly granted 6,317 restricted shares, which remain subject to vesting conditions under the company’s 2020 Incentive Award Plan.

What are the terms of Jeffrey Sagansky’s restricted stock grant from WillScot (WSC)?

The 6,317 restricted shares were granted under WillScot’s 2020 Incentive Award Plan and a Restricted Stock Award Agreement. According to the terms, all restrictions on these shares lapse in full one year from the grant date, assuming the plan and agreement conditions are met.

Did Jeffrey Sagansky buy or sell WillScot (WSC) shares in the market?

No open-market buy or sell occurred. The Form 4 shows a grant coded as an acquisition (code A), meaning Sagansky received 6,317 restricted shares as compensation, at a reported price of $0.0000 per share rather than through a market transaction.

Under which plan was the WillScot (WSC) restricted stock granted to Jeffrey Sagansky?

The restricted stock was granted under the WillScot Holdings Corp. 2020 Incentive Award Plan. A specific Restricted Stock Award Agreement between the company and Jeffrey Sagansky governs this grant, including the vesting schedule and applicable restrictions on the awarded shares.