MCGRATH RENTCORP — Director's Dealing 2022

Mar 2, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRATH RENTCORP (MGRC)
CIK: 0000752714
Period of Report: 2022-02-28

Reporting Person: Craft Melodie (VP Legal Affairs and Risk Mgmt)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-28	Common Stock	M	2438	—	Acquired	4621	Direct
2022-02-28	Common Stock	M	557	—	Acquired	5178	Direct
2022-02-28	Common Stock	M	533	—	Acquired	5711	Direct
2022-02-28	Common Stock	F	887	$81.28	Disposed	4824	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-28	Restricted Stock Unit	$0	M	2438	Disposed	2026-02-28	Common Stock (2438)	Direct
2022-02-28	Restricted Stock Unit	$0	M	557	Disposed	2026-02-28	Common Stock (557)	Direct
2022-02-28	Restricted Stock Unit	$0	M	533	Disposed	2027-02-27	Common Stock (533)	Direct

Footnotes

F1: Unless earlier forfeited under the terms of the performance based RSU, each RSU vests and converts into no less than 50% and no more than 200% of one share of McGrath RentCorp common stock. The RSUs vest 100% at the end of the three-year performance period if the performance goal is satisfied.

F2: The restricted stock unit shall vest 33% on the first annual anniversary of the grant; 33% on the second annual anniversary of the grant; and 34% on the third annual anniversary of the grant. Each restricted stock 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.

F3: The conversion price of the RSUs was based on the closing price of McGrath RentCorp common stock on February 28, 2022 and therefore such date is determined to be the date exercisable.

F4: Shares acquired upon vesting of performance based RSUs. Each vested RSU converts into 146% of one share of McGrath RentCorp common stock.