MCGRATH RENTCORP — Director's Dealing 2013

Feb 28, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRATH RENTCORP (MGRC)
CIK: 0000752714
Period of Report: 2013-02-26

Reporting Person: VAN TREASE KRISTINA (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-26	Common Stock	M	2400	—	Acquired	13390	Direct
2013-02-26	Common Stock	M	3600	—	Acquired	9490	Indirect
2013-02-26	Common Stock	F	909	$29.28	Disposed	12481	Direct
2013-02-26	Common Stock	F	1469	$29.28	Disposed	8021	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-26	Restricted Stock Units	$0	M	2400	Disposed	2017-02-26	Common Stock (2400)	Direct
2013-02-26	Restricted Stock Units	$0	M	3600	Disposed	2017-02-26	Common Stock (3600)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11593	Indirect
Common Stock	2524	Indirect

Footnotes

F1: Shares acquired upon vesting of performance based RSUs. Each vested RSU converts into 200% of one share of McGrath RentCorp common stock.

F2: The RSUs vest 60% at the end of the three-year performance period if the performance goal is satisfied; then 20% vests each anniversary thereafter.