Target Hospitality Corp. — Director's Dealing 2021

May 20, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Target Hospitality Corp. (TH)
CIK: 0001712189
Period of Report: 2021-05-18

Reporting Person: Jimmerson Martin L. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-18	Common Stock, par value $0.0001 per share	M	56180	—	Acquired	81979	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-18	Restricted Stock Units	$	A	38462	Acquired		Common Stock (38462)	Direct
2021-05-18	Restricted Stock Units	$	M	56180	Disposed		Common Stock (56180)	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: On May 20, 2020, the Reporting Person was granted 56,180 restricted stock units ("RSUs") which vest in full on the first anniversary of the grant date or, if earlier, the date of the first annual meeting of the stockholders of the Issuer following the grant date, subject to the terms and conditions of the previously disclosed Target Hospitality Corp. 2019 Incentive Award Plan (the "Plan") and the award agreement. Subject to certain exceptions, vested shares will be delivered upon separation of service from the Board of Directors of the Issuer ("BOD"). On May 18, 2021, the Reporting Person was granted 38,462 RSUs which vest in full on the first anniversary of the grant date or, if earlier, the date of the first annual meeting of the stockholders of the Issuer following the grant date, subject to the Plan and award agreement. Subject to certain exceptions, vested shares will be delivered upon separation of service from the BOD.