MCGRATH RENTCORP — Director's Dealing 2017

Mar 6, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRATH RENTCORP (MGRC)
CIK: 0000752714
Period of Report: 2017-03-02

Reporting Person: Lieffrig John (N/A)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-02	Restricted Stock Units	$0	A	2200	Acquired	2024-03-02	Common Stock (2200)	Direct
2017-03-02	Stock Appreciation Right	$34.57	A	12000	Acquired	2024-03-02	Common Stock (12000)	Direct

Footnotes

F1: The RSUs are subject to a performance based vesting component at the end of a three-year performance period.

F2: Unless earlier forfeited under the terms of the performance based RSU, each RSU vests and converts into no less than 10% and no more than 200% of one share of McGrath RentCorp common stock. 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.

F3: 20% vests on first anniversary of grant date; 5% vests each anniversary quarter thereafter.