MCGRATH RENTCORP — Director's Dealing 2010

Aug 11, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRATH RENTCORP (MGRC)
CIK: 0000752714
Period of Report: 2010-08-09

Reporting Person: SMITH MORRIS RICHARD (N/A)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-08-09	Restricted Stock Unit	$23.54	A	4200	Acquired		Common Stock (4200)	Direct

Footnotes

F1: The restricted stock units will vest 20% on September 9, 2011 and 20% thereafter on each anniversary of the grant date until fully vested. Each unit represents a right to receive one share of Common Stock or an amount equal to the fair market value of the Common Stock underlying the unit on the vesting date. The Company may, in its sole discretion, make a cash payment in lieu of the issuance of Common Stock.

F2: The restricted stock units will vest 20% on September 9, 2011 and 20% thereafter on each anniversary of the grant date until fully vested. Each unit represents a right to receive one share of Common Stock or an amount equal to the fair market value of the Common Stock underlying the unit on the vesting date. The Company may, in its sole discretion, make a cash payment in lieu of the issuance of Common Stock.