Target Hospitality Corp. — Director's Dealing 2021

May 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Target Hospitality Corp. (TH)
CIK: 0001712189
Period of Report: 2021-05-21

Reporting Person: Lewis Heidi Diane (EVP, General Counsel & Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-21	Common Stock, par value $0.0001 per share	M	2309	—	Acquired	19016	Direct
2021-05-21	Common Stock, par value $0.0001 per share	F	562	$2.90	Disposed	18454	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-21	Restricted Stock Units	$	M	2309	Disposed		Common Stock (2309)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share ("Common Stock"), or its cash equivalent.

F2: Restricted stock units withheld for payment of tax liability upon vesting of 2,309 restricted stock units. Stock price reflects closing stock price as of May 21, 2021.

F3: Total includes unvested RSUs from the following grants: 47,619 RSUs granted on February 25, 2021 which vest 50% on the second anniversary of the grant date and the remaining 50% on the third anniversary of the grant date; 21,414 RSUs granted on March 4, 2020 which vest in four equal annual installments on each of the first four anniversaries of the grant date beginning on March 4, 2021; and 9,234 RSUs granted on May 21, 2019 which vest in four equal annual installments on each of the first four anniversaries of the grant date beginning on May 21, 2020. Awards are subject to the terms of the respective RSU award agreements and subject to the Target Hospitality Corp. 2019 Incentive Award Plan.