MCGRATH RENTCORP — Director's Dealing 2023

Mar 1, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCGRATH RENTCORP (MGRC)
CIK: 0000752714
Period of Report: 2023-02-27

Reporting Person: HANNA JOSEPH F (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-27	Common Stock	A	8658	—	Acquired	117676	Direct
2023-02-27	Common Stock	M	2961	—	Acquired	120637	Direct
2023-02-27	Common Stock	M	2673	—	Acquired	123310	Direct
2023-02-27	Common Stock	M	3205	—	Acquired	126515	Direct
2023-02-27	Common Stock	M	2769	—	Acquired	129284	Direct
2023-02-27	Common Stock	F	10661	$101.99	Disposed	118623	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-27	Restricted Stock Unit	$0	M	2961	Disposed	2028-02-25	Common Stock (2961)	Direct
2023-02-27	Restricted Stock Unit	$0	M	2673	Disposed	2028-02-25	Common Stock (2673)	Direct
2023-02-27	Restricted Stock Unit	$0	M	3205	Disposed	2028-02-25	Common Stock (3205)	Direct
2023-02-27	Restricted Stock Unit	$0	M	2769	Disposed	2029-02-25	Common Stock (2769)	Direct

Footnotes

F1: 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.

F2: The conversion price of the RSUs was based on the closing price of McGrath RentCorp common stock on February 27, 2023 and therefore such date is determined to be the date exercisable.

F3: The restricted stock unit vests 50% 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.

F4: Upon achievement of certain performance goals, each vested PSU converted into 97.5% of one share of McGrath RentCorp common stock.